EUROCONSULTANTS SA

Invitation Euroconsultants S.A. 2025 G.A.

I N V I T A T I O N
to the Shareholders of the Société Anonyme under the name
“EUROCONSULTANTS SOCIETE ANONYME FOR DEVELOPMENT & TECHNOLOGY CONSULTANTS”
with the trade name
“EUROCONSULTANTS S.A.”
GEMI No. 57659404000
to the Annual General Meeting

The Board of Directors of the Société Anonyme under the name “EUROCONSULTANTS SOCIETE ANONYME FOR DEVELOPMENT & TECHNOLOGY CONSULTANTS” and the trade name “EUROCONSULTANTS S.A.” (hereinafter the “Company”), in accordance with Article 120 of Law 4548/2018 as amended and in force, and Article 22 of the Company’s Articles of Association, invites the Company’s Shareholders to the Annual General Meeting to be held on Thursday, June 12, 2025 at 12:00 noon, at the Company's registered office, located at 21 Antonis Tritsis Street, 2nd Floor, Pylaia, Thessaloniki, to discuss and decide on the following agenda items:

  1. Submission and approval of the Separate and Consolidated Annual Financial Statements for the fiscal year 01.01.2024 – 31.12.2024 and the relevant Declarations and Reports of the Board of Directors and the Certified Public Accountants.
  2. Submission and presentation by the Chairman of the Audit Committee of the Annual Report of the Audit Committee for the year 2024, in accordance with Article 44 of Law 4449/2017 (non-voting item).
  3. Submission of the Report by the Independent Non-Executive Members for the year 2024, in accordance with Article 9 par. 5 of Law 4706/2020 (non-voting item).
  4. Discussion and advisory vote on the Remuneration Report for the fiscal year 2024, pursuant to Article 112 of Law 4548/2018.
  5. Approval, pursuant to Article 108 of Law 4548/2018, of the overall management of the Company by the Board of Directors for the fiscal year 2024 and discharge of the Certified Public Accountants from any liability for compensation regarding the actions of said fiscal year, in accordance with Article 117 par. 1(c) of Law 4548/2018.
  6. Approval of the remuneration and benefits paid to the members of the Board of Directors for the fiscal year 2024.
  7. Approval of the advance payment of remuneration to the members of the Board of Directors for the fiscal year 2025 (01.01.2025 – 31.12.2025) in accordance with Article 109 of Law 4548/2018 and the approved and valid Company Remuneration Policy, as well as of the relevant agreements.
  8. Appointment of one Regular and one Alternate Certified Public Accountant for the statutory audit of the annual financial statements for the fiscal year 01.01.2025 – 31.12.2025, the review of interim financial statements for the same fiscal year, and determination of their fees.
  9. Granting of permission, in accordance with Law 4548/2018, to the members of the Board of Directors and Company Executives to participate in the Boards or in the management of other affiliated (or even non-affiliated, within the meaning of Law 4548/2018) companies pursuing similar purposes.
  10. Approval of the distribution of profits for the fiscal year 2024 (after covering accumulated losses from previous fiscal years in accordance with Article 159 of Law 4548/2018) and resolution on dividend payment to shareholders. Determination of the method and time of payment.
  11. Change of the corporate name and trade name of the Company and amendment of Article 1 (“Corporate Name – Trade Name”) of the Company’s Articles of Association.
  12. Election of a new Board of Directors and designation of the capacity of each member of the Board in accordance with the independence criteria of Law 4706/2020 on corporate governance, as amended and in force, and in accordance with applicable law, following the recommendation of the Nomination Committee. Approval of the Board’s actions for replacing a resigned non-executive member with a temporary non-executive member during the period since the previous General Meeting.
  13. Amendment of the current and already implemented Stock Option Plan, established under Article 113 par. 4 of Law 4548/2018 by resolution of the Annual General Meeting dated 09.06.2023 and specified pursuant to the delegation of powers by the said General Meeting to the Board of Directors on 27.09.2023, and granting of related authorizations to the Board of Directors.
  14. Approval of a share buy-back program in accordance with Article 49 of Law 4548/2018.
  15. Approval of the updated Suitability Policy in accordance with the provisions of Law 5178/2025.
  16. Miscellaneous matters and announcements.

In case the quorum required by law is not met for decision-making on any of the above agenda items, the Repeat Annual General Meeting will be held on Tuesday, June 24, 2025 at 12:00 noon, at the same venue and with the same agenda, without the need for a new invitation, since five days will have elapsed between the initial and the repeat session and the present Invitation specifies in detail the time and place of the potential repeat meeting.

According to Law 4548/2018, the Company informs the Shareholders of the following:

A. RIGHT TO PARTICIPATE AND VOTE
Entitled to participate in the Annual General Meeting is any person appearing as a shareholder in the records of the Dematerialized Securities System managed by “Hellenic Exchanges S.A.” (HELEX), where the Company's securities (shares) are held. Proof of shareholding capacity is provided by a relevant written certification from the above entity or alternatively, through direct electronic access of the Company to the said entity’s records. The shareholder status must exist as of June 7, 2025 (record date), i.e., at the beginning of the fifth (5th) day before the date of the General Meeting (June 12, 2025), and the relevant certification or electronic confirmation must be received by the Company no later than June 9, 2025, i.e., the third (3rd) day before the General Meeting.

For the Repeat Annual General Meeting of June 24, 2025, shareholder status must also exist on the same record date, i.e., June 7, 2025, as the repeat session does not exceed 30 days from the record date, pursuant to Article 124 par. 6 of Law 4548/2018. The written certification or electronic confirmation must be received by the Company no later than June 21, 2025, i.e., the third (3rd) day before the repeat meeting.

Only those holding shareholder status as of the relevant record date are entitled to participate and vote at the General Meeting. In case of non-compliance with the provisions of Law 4548/2018, such a shareholder may participate in the General Meeting only upon its permission.

Please note that exercising said rights (participation and voting) does not require the blocking of shares nor the observance of any other procedure that restricts the ability to sell or transfer them between the record date and the General Meeting. Each share entitles its holder to one vote. The full text of the Invitation and all information required under Law 4548/2018 are available in electronic form on the Company's website: www.euroconsultants.gr

Thessaloniki, May 20, 2025
The Board of Directors

True Copy from the Minutes Book of the Board of Directors
Thessaloniki, May 20, 2025