Press Releases: Greece

ALUMINIUM OF GREECE S.A.

annual General Shareholders' Meeting resolutions

May 18, 2006 ALUMINIUM DE GRECE S.A. annual General Shareholders' Meeting was convened on Tuesday 16 May 2005 and deliberated on the following items on the agenda: 1. Presentation and approval of the corporate and consolidated financial statements for fiscal year 01.01.2005-31.12.2005, and of the relative reports by the Board of Directors' and the Certified Auditors-Accountants. 2. Approval of the net profit distribution for fiscal year 01.01.2005-31.12.2005. 3. Discharge from responsibility of the Board of Directors and of the Certified Auditors-Accountants for fiscal year 2005. 4. Appointment of a regular and a substitute Certified Auditor-Accountant for the current fiscal year and determination of their fees. 5. Approval of the Board of Directors fees and determination of their fees according to articles 23a and 24 of Codified Law 2190/1920. 6. Ratification of the nomination of new members of the Board of Directors elected in replacement of members who resigned. 7. Election of a new Board of Directors. 8. Amendment of article 1 of the Companys Articles of Association and addition of a new trade name. 9. Decision for the disposition or distribution of shares to the Companys personnel and/or approval of a programme for the granting of a preemption right to purchase shares issued by the Company, according to the relevant dispositions of articles 13 and 16 of Codified Law 2190/1920 in combination with Presidential Decree 30/1988. 10. Buy-back shares through the Athens Stock Exchange in conformity with the dispositions of article 16, paragraph 5, of Codified Law 2190/1920. The total number of represented and participating shares at the General Meeting was 24,320,167, i.e. a percentage of 56.35%, and the number of present or represented shareholders was 80. Deliberation on Items No. 1, 2, 3, 4, 5, 6, 7, 8 and 10 of the agenda took place as the quorum of 1/5 needed for their discussion according to article 26.1 of the Company's Articles of Association was reached. Item 9, however was not discussed as the increased quorum needed for its discussion according to article 26.2 of the Company's Articles of Association was not reached. The following decisions were taken at the General Shareholders Meeting. Item 1: The financial statements of fiscal year 01.01.2005-31.12.2005 as well as the relative reports of the Board of Directors and the Certified Auditor were unanimously approved. Item 2: The proposed distribution of the fiscal year's 01.01.2005-31.12.2005 net profit was unanimously approved. The General Shareholders Meeting decided that the stock will trade ex-dividend as of the 18th of May 2006, while payment of the dividend to the shareholders will commence on the 29th of May 2006 and will be effected through EFG EUROBANK ERGASIAS. Item 3: The Board of Directors and the Certified Auditors-Accountants were unanimously discharged of all responsibilities pertinent to the fiscal year 2005 according to article 35 of Codified Law 2190/1920 and article 31 of the Companys Articles of Association. Item 4: The General Shareholders Meeting unanimously elected as auditors of AoG for fiscal year 01.01.2006-01.01.2006, Mr. Vasilis Kazas (ΣΟΕΛ registration number 13281) and, as substitute, Mr. Giorgos Deliyannis (ΣΟΕΛ registration number 15791) of GRANT THORNTON, and authorized the Board of Directors to approve their remuneration which will be determined in conformity with the Law. The General Assembly authorized the Board of Directors to proceed to any and all necessary steps for the expeditious and effective audit on behalf of the elected auditors, granting the appropriate further power of attorney. Item No 5: The General Shareholders Meeting unanimously approved a) the payment to the members of the Board of a total amount of Euros 9,408.01 for transport expenses, and of a total amount of Euros 29,750 for emolument; b) the payment of an amount of Euros 103,789.92 to the Chairman of the Board of Directors, J. Stratos, and c) the payment of a total amount of 1.9 million Euros to those of the members of the Board who actively participate in the everyday management and administration of the Company. The Board of Directors, will decide, at its discretion, on the selection among its members of those to whom this amount will be allocated, as well as on the appropriate relationship in execution of which such payment will be made. Item No 6: The General Shareholders Meeting unanimously ratified Mr. Trifon Panagakis' nomination to the Board of Directors as of 3 May 2006, in replacement of the company-member PECHINEY which tendered its resignation. The General Shareholders Meeting accorded Mr. Panagakis the right to participate in other Board of Directors of the MYTILINEOS Group and/or subsidiaries or other related companies which have the same or similar object as ALUMINIUM OF GREECE, and to act on behalf of these companies that have a common corporate object. Item No 7: The General Shareholders Meeting unanimously elected a new Board of Directors, whose mandate starts on the date of the General Shareholders' Meeting (16 May 2006) and ends on the date of the annual General Shareholders' Meeting of 2012. The new Board of Directors is as follows: Jason Stratos Evangelos Mytilineos Ioannis Mytilineos Spyridon Kasdas Iosif Avayanos Independent member Stamatis Giannakopoulos Nikolaos Moussas Dimitrios Papadopoulos ndependent member Trifon Panagakis The Board of Directors will convene on Wednesday, May 17, to be constituted as a body. tem No 8: The General Shareholders' Meeting approved, by absolute majority of 24,310,929 votes on a total of 24,320,167 votes, the amendment of article 1 of the Company's Articles of Association, as follows: «A Societe Anonyme is hereby established under the name Alouminion tis Ellados Anonimos Viomihaniki ke Emporiki Eteria and under the trade name AτΕ. In foreign language texts, the name of the company will be ALUMINIUM OF GREECE S.A. and its trade name "AoG". Item No 10: The General Shareholders Meeting unanimously approved the buy-back by AdG of a percentage up to 10% of its own shares, through the Athens Stock Exchange, at a price ranging between 5 and 13 Euros and for a period of one year starting from the date of this General Shareholders' Meeting (16.05.2006).