General Meeting Decisions
We would like to inform you that the Extraordinary General Shareholders Meeting of ALPHA TRUST- ANDROMEDA S.A., convened according to article 39 of law 2190/1920 following a request submitted by shareholders representing 1/20 of the Company's share capital, was held on 24/10/2011 at 09:30, at the Company's offices (Tatoiou 21, Kifissia). 163 shareholders holding 20,678,704 shares were present or represented in the General Meeting, thus forming a quorum percentage of 76.96% of the Company's share capital.
The issues of the agenda that have been discussed are the following:
- Share capital decrease via capital return to shareholders to the amount of 1.00 euro per share, by equal decrease of the share's nominal value and amendment of article 5 of the Articles of Association.
- Dissolution and liquidation of the Company, appointment of liquidators and setting of their fees.
- Various announcements.
On the first issue, the General Meeting has unanimously approved with 20,678,704 votes and by 100% of the shareholders present or represented (76.96% of the share capital):
a) The decrease of the Company's share capital by the amount of 26,870,000.00 euro, via capital return to shareholders to the amount of 1.00 euro per share, by equal decrease of the share's nominal value thus resulting in a share capital of 17,734,200.00 euro, divided into 26,870,000 common registered shares, of a nominal value of 0.66 cents each. The Board of Directors is authorised to proceed to all necessary actions to implement this decision.
b) the amendment of paragraph 1 of article 5 of the Articles of Association, according to the above.
In particular:
Total number of shares for which valid votes have been cast: 20,678,704 or 76.96% of the share capital
IN FAVOUR (Shares – Votes): 20,678,704 votes
AGAINST (Shares – Votes): 0 votes
ABSTENTION (Shares – Votes): 0 votes
On the second issue, the General Meeting with 6,193,277 votes in favour, or 29.95% of the shareholders present and represented (23.05% of the share capital), 14,094,355 votes against, or 68.16% of the shareholders present and represented (52.45% of the share capital) and 391,072 abstention votes, or 1.89% of the shareholders present and represented (1.46% of the share capital), took a negative decision, thus not approving the «Dissolution and liquidation of the Company, the appointment of liquidators and the determination of their remuneration».
In particular:
Total number of shares for which valid votes have been cast: 20,678,704 or 76.96% of the share capital
IN FAVOUR (Shares – Votes): 6.193.277 votes
AGAINST (Shares – Votes): 14.094.355 votes
ABSTENTION (Shares – Votes): 391.072 votes
On the third issue, shareholders have been informed on the purchase of treasury shares currently under way, which is being realised based on the relevant decision of the General Meeting dated 2/8/2011.
Kifissia, October 24, 2011