Decisions of the EGM-Voting Results
The Société Anonyme under the name "THRACE PLASTICS INDUSTRIAL AND COMMERCIAL SOCIETE ANONYME" and the distinctive title "THRACE PLASTICS Co. S.A." (hereinafter named the "Company" for purposes of brevity), announces that on Monday, 29th December 2014, at 12:30 p.m., the Extraordinary General Meeting of Shareholders took place at the Company's registered offices in Magiko, Municipality of Avdira, County of Xanthi, Greece.
Fifteen (15) shareholders were present at the Extraordinary General Meeting either in person or through a proxy, representing 31,209,824 common registered shares and equivalent voting rights, namely 69.210% of the Company's share capital and voting rights.
It is noted that for 220,554 common registered shares, voting rights are suspended according to those stated in article 16, paragraph 8 of C.L. 2190/1920 as such refer to the Company's treasury shares.
The Extraordinary General Meeting of the Company's Shareholders proceeded with the following decisions on the daily agenda items as presented below, based on the voting results for each item, in accordance with article 10 of L. 3884/2010. The above items and the decisions have been also posted on the Company's legally registered website (www.thracegroup.gr).
On the 1st item, shareholders unanimously approved the increase of the Company's share capital by a total amount of Euro 7,215,139.20 via capitalization of: a) part of tax free reserves that had been formed according to L. 2238/1994 and in accordance with the article 72 of L. 4172/2013, amounting to Euro 6,839,561.31 and b) part of the reserve “share premium account” amounting to Euro 375,577.89. The share capital increase will be implemented via the respective increase of the nominal value of the total shares of the Company by Euro 0.16 per share, meaning from nominal value of Euro 0.50 per share to a nominal value of Euro 0.66 per share. Furthermore, the Meeting granted all the required authorizations to the Board of Directors of the Company for the implementation and completion of the entire procedure.
Number of shares for which valid votes were given: 31,209,824
Percent of share capital: 69.210%
Total number of valid votes: 31,209,824
In favor: 31,209,824
Against: 0
No vote (from those present): 0
On the 2nd item, shareholders unanimously approved the, relevant to the above decision, amendment of article 5 of the Company's Articles of Association concerning the Company's share capital, in the form which was precisely announced and published by the Company.
Number of shares for which valid votes were given: 31,209,824
Percent of share capital: 69.210%
Total number of valid votes: 31,209,824
In favor: 31,209,824
Against: 0
No vote (from those present): 0
On the 3rd item, shareholders unanimously approved the capital distribution and specifically the payment of an amount of Euro 1,121,851.65 or Euro 0.025 per share which derived from the separate taxation and subsequent distribution of tax-exempt reserves, which had been formed on the basis of L. 2238/1994 and in accordance with the article 72 of L. 4172/2013.
It is noted that the Company holds 220,554 treasury shares, which are excluded from the above capital distribution.
Tuesday, 20th January 2015, was approved as the ex-capital distribution date, namely the date from which the Company's shares will be traded on the Athens Exchange without the right to receive the capital distribution.
Wednesday, 21st January 2015, was set as the record date and Tuesday, 27th January 2015, was set as the payment date on which the payment will commence.
Piraeus Bank was approved as the banking institution through which the relevant payment of capital distribution will be carried out. At the same time, the relevant authorizations were granted to the Company's Board of Directors in order for the latter to implement the decision concerning the payment of capital distribution.
Number of shares for which valid votes were given: 31,209,824
Percent of share capital: 69,210%
Total number of valid votes: 31,209,824
In favor: 31,209,824
Against: 0
No vote (from those present): 0
On the 4th item, shareholders unanimously approved a share repurchase plan of the Company according to article 16 of P.L. 2190/1920 as it is currently in effect. Specifically, the shareholders approved the purchase of own shares up to 10% of the Company's outstanding shares (today at 45,094,620) after the deduction, in any case, of the treasury shares currently held by the Company (220,554 shares as of today). Therefore the repurchase based on the above numbers and adjustment, will concern up to 4,288,908 own shares at maximum (of the above absolute and accordingly affected number of shares, in case of corporate actions during the share repurchase plan that will result into the change of the number of shares of the Company) with a purchase price range from sixty six (0.66) cents of Euro (minimum level) up to two Euros and fifty cents (2.50) (maximum level) and with the duration of the plan determined at a maximum of 24 months beginning from 30th December 2014. Shareholders also granted the relevant authorizations to the Board of Directors of the Company for the implementation of the above share repurchase plan, within the framework described above.
Number of shares for which valid votes were given: 31,209,824
Percent of share capital: 69,210%
Total number of valid votes: 31,209,824
In favor: 31,209,824
Against: 0
No vote (from those present): 0
On the 5th item, the Chairman of the Extraordinary General Meeting of Shareholders presented a review of the financial year 2014.
Xanthi, 29 December 2014
«THRACE PLASTICS Co. S.A.»