Resolutions of the Annual General Meeting of Shareholders

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Piraeus, 28/06/2013

Resolutions of the Annual General Meeting of Shareholders


The Company in accordance with the Athens Exchange Regulation announces that on Friday 28/6/2013, took place at its headquarters the Annual Regular General Meeting of shareholders of PPA S.A.

In the General Meeting were present 26 shareholders representing 20,680,536 shares out of 25.000.000 shares, or percentage 82,72% of issued share capital. The regular General Meeting after discussion took the following decisions:

•    Approved the Annual Financial Report for the year ended 31/12/2012. It was also decided to imply segment reporting in the financial data of the company by 1/1/2013.
Number of common registered shares for which valid votes were cast: 20,680,536  (82.72% of the share capital).
Total valid votes: 20,680,536  For : 20,680,536  Against:0  Abstention: 0 votes
•    Discharged the Members of the Board of Directors and the Auditors from any responsibility for indemnification for decisions taken within the 13th corporate year (1/1/2012 to 31/12/2012)
Number of common registered shares for which valid votes were cast: 20,680,536  (82.72% of the share capital).
Total valid votes: 20,680,536  For : 20,680,536  Against:0  Abstention: 0 votes
•    Approved the distribution of the annual profits and a dividend of €0,05 per share for the corporate use of 2012 , which is subject to 25% withholding tax, according Law 3943/2011 and  therefore the net final amount payable will be 0,0375 Euro per share. Dividend beneficiaries "Record date" was set for Monday July 22nd, 2013.   Ex-dividend date is on Thursday, 18 July 2013. The dividend shall be paid on Friday 26 July 2013 by EFG EUROBANK Ergasias bank S.A.
Number of common registered shares for which valid votes were cast: 20,680,536 (82.72% of the share capital).
Total valid votes: 20,680,536  For : 20,680,536  Against:0  Abstention: 0 votes
•    Elected the auditing firm ERNST & YOUNG SA for the audit of the current year (1/1/ - 31/12/2013) and for the issuance of the annual tax certificate and also approved the auditing service fee of € 105.000,00 (plus V.A.T.).
Number of common registered shares for which valid votes were cast: 20,680,536 (82.72% of the share capital).
Total valid votes: 20,680,536 For : 20,667,236 Against: 2.200  Abstention: 11.100 votes

•    Approved the remunerations and compensations of the Board of Directors members for the year 2012, according to the article 24 paragraph 2 of Law 2190/1920, as it is in force and pre-approved the relevant remunerations-compensations for the year 2013 with the application of the maximum statutory fee of the Secretary General (€ 4.750 ? 12) after the deduction of the amount of compensation, pensions, etc. under N.3833/2010. Also decided to reduce the compensation of board members by 35%.   
Number of common registered shares for which valid votes were cast: 20,680,536 (82.72% of the share capital).
Total valid votes: 20,680,536 For : 20,657,470 Against:0  Abstention: 23.066 votes

•    Approved the election of BoD members Mr Georgakopoulos Georgios, representative of employees, replacing Mr Balabanidis Efstratios who had retired.
Number of common registered shares for which valid votes were cast: 20,680,536 (82.72% of the share capital).
Total valid votes: 20,680,536 For : 20,657,470 Against:0  Abstention: 23.066 votes

•    Approved the amendments to the Company’s Articles 4 and 5 of Association as follows:
Article 4, paragraph 2: "The Company's shares may be listed for trading beyond the Athens Stock Exchange, in any internationally recognized Stock Exchange by the General Meeting of shareholders."
Article 5, paragraph 1:”The share capital fully paid in cash and in kind. Upon decision of the General Assembly may be increased by amending the statute and certification of the payment of the amount of the share capital, the way of coverage, the number and type of shares to be issued, the nominal value and disposal, and the period of coverage”.

Number of common registered shares for which valid votes were cast: 20,680,536 (82.72% of the share capital).
Total valid votes: 20,680,536 For : 20,657,470 Against:0  Abstention: 23.066 votes

•    Approved the election of BoD non executive member Ms Argiropoulou Elsa, representative of shareholders, replacing Mr Koliopoulos Antonios.

Number of common registered shares for which valid votes were cast: 20,680,536 (82.72% of the share capital).
Total valid votes: 20,680,536 For : 20,644,170 Against:13,300  Abstention: 23.066 votes