The company AGROTIKI INSURANCE COMPANY OF GENERAL INSURANCES S.A. announces that the Extraordinary General Meeting of its shareholders that was held in the Company's Central Offices, at 163, Sygrou Av. (5th flour) on the 20/12/2002, approved, above others:

a) the merger between the following companies by absorption of ?AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A.? by ?AGROTIKI INSURANCE COMPANY OF GENERAL INSURANCES S.A? according to Law. 2166/1993, as currently in force, the Merger Contract Plan dated 28.6.2002, the Preliminary Report for the Merger by the Board of Directors dated 13.11.2002 according to article 69 par.4. of Law 2190/20, the Report Assessing the Book Value of the assets of the absorbed ?AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A.? dated 27.6.2002, as well as the evaluation report and fixing of the exchange ratio for the shares dated 27.6.2002,

b) the increase of the Company's shareholders equity by the total amount of 53.463.332,54 Euros that will arise: i) from the absorbed company's offered shareholders equity by 53.269.820,80 Euros and ii) by 193.511,74 Euros from the equivalent capitalization of the difference above par value by increasing the nominal value of the Company's share from 0,80? to 2,38? and issuing new shares so that in the end the Company's total capital will amount to 65.615.012,54 Euros, divided into 27.569.333 ordinary registered shares whose nominal value amounts to 2,38 Euro each.

c) the cancellation of 6.152.540 ordinary registered shares of the absorbed AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A. that are held by the Company and 3.980 same ordinary registered shares of the absorbed AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A. which, after the merger, cannot be exchanged according to article 75, par.4, Law 2190/20

d) The amendment of article 5 regarding the shareholders equity, article 1 (trade name), 4 (objective), 7-8-9-13 (adaptation to the current legislative situation - intangible security titles) and 34 (Managing Director) in the Company's Articles of Association.

By way of the authorization granted by the Ministry of Development as regards the merger, the shareholders of the Absorbing Company ?AGROTIKI GREEK COMPANY OF GENERAL INSURANCES S.A.? will trade 1 old share of nominal value 0,80 Euro for one new share of the Absorbing Company AGROTIKI GREEK COMPANY OF GENERAL INSURANCES S.A. of two euros and thirty eight cents (2,38 Euros) and the shareholders of the Absorbed ?AGROTIKI GREEK COMPANY OF LIFE AND HEALTH S.A.» (apart from AGROTIKI GREEK COMPANY OF GENERAL INSURANCES S.A. itself which according to the above holds six million one hundred and fifty two thousand five hundred and forty (6.152.540) shares that will be cancelled because of confusion according to article 75 par.4 of Law. 2190/20 as well as the Absorbing ?AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A. which holds three thousand nine hundred and eighty (3.980) similar shares that will also be cancelled) will trade 1 old share, whose nominal value amounts to 1 euro and ninety six cents, for 0,45549762 of the new share of the Absorbing ?AGROTIKI GREEK COMPANY OF GENERAL INSURANCES S.A? whose nominal value amounts to two euros and thirty eight cents each (2,38 Euros). The above exchange ratio derives from the value rate of the Absorbing ?AGROTIKI GREEK COMPANY OF GENERAL INSURANCES S.A.? and the Absorbed ?AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A.? which is 1 to 1, that was fixed at 1,2269731 after the deletion of the participation of the Absorbing ?AGROTIKI GREEK COMPANY OF GENERAL INSURANCE S.A.? in the Absorbed ?AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A.? and the cancellation of the same shares of the Absorbed ?AGROTIKI INSURANCE COMPANY OF LIFE AND HEALTH S.A.?

Moreover, the Extraordinary General Meeting decided the election of a new Board of Directors as well as the determination of each member's capacity (either as executive, non executive or independent non executive member) consistent with the provisions of law 3016/2002 as regards the government of a company (Law 3016/2002), and supplied a permission (preliminary approval) so as to draw a contract with the Managing Director and the Deputy Managing Director, if such has been appointed by the Board of Directors, and determined their fee - wages (article 23rd, par.2 Law 2190/20). Subsequent to the Meeting, the Board of Directors was composed (number of minutes 385/20.12.2002), assigned the applicable responsibilities to its members and provided the relevant authorizations.

The new Board of Directors has the following structure:
PRESIDENT Ioannis Papanikos Executive member
VICE PRESIDENT Sotiris Skandamis Executive member
MANAGING DIRECTOR Triantafyllos Lyssimachou Executive member
Athanasia Sarantopoulou Executive member
Helias Betsis Non Executive member
Athanasios Tsoumas Non Executive member
Dimitrios Tzilatis Non Executive member
Georgios Sikamias Non Executive member
Dimitrios Polimeros Non Executive member
Spiros Alexandratos Independent Non Executive Member
Charalambos Kafiras Independent Non Executive Member