The General Meeting of Shareholders was held on 23.5.2006 at 13:00 at the Hotel Grande Bretagne in Athens (1, King George I street). 393 shareholders, representing 40.777.693 ordinary shares out of a total number of 76.761.164 ordinary shares participated therein, i.e . quorum of 53,12%. The meeting was also attended by 68 shareholders representing 942,716 preferred shares without voting rights. The General Meeting discussed the items of the Agenda and took the following decisions:
1. Submission of the Annual Report of the Board of Directors and of the Auditor's Report on the Annual Financial Statements of the Year 2005. The Annual Report of the Board of Directors and of the Auditor?s Report on the Annual Financial Statements of the year 2005 were read.
2. Approval of the Annual Financial Statements (Parent and Consolidated) of the Year 2005 and Distribution of Profits. The Annual Financial Statements (parent and Consolidated) were approved by 40,748,021 votes represented in the general Assembly, i.e by a majority of 99.93% of the total votes represented in the General Meeting. The dividend per share (ordinary and preferred) was decided to amount to Euro 0.60. Αll Company shareholders at the end of the trading session of the Athens Exchange of 24th May 2006 will be entitled to dividend. From 25.5.2006 the Company's shares will trade ex-dividend in the Athens Exchange. The dividend payment start date will be 2.6.2006. The dividend will be paid from ALPHA BANK, in accordance with the new procedure as provided for in article 329 of the Athens Exchange Regulations and articles 13 and 39 of the Regulation on the Dematerialized Securities System of the Central Securities Depository, as follows: a.To the operators ( custodians and brokerage firms), if they have been empowered by the Shareholders to collect the dividend b.To the shareholders themselves, in case they hold their portfolio with the Central Securities Depository or they have not dematerialized their shares or they have not granted or they have recalled their authorization to their operator regarding the collection of dividend, through the ALPHA BANK network, upon presentation of their identity card as well as of their details in the Dematerialized Securities System. The collection of dividend by a third person will be possible if, the latter, apart from all the above documentation, has written authorization of the beneficiary of dividend, duly certified by the Police of by any other Authority.
3. Release of the Board of Directors and the Auditors from any liability for compensation for the year 2005. The members of the Board of Directors and the Auditors, were released by 39.810.829 votes i.e by a majority of 97.63% of the total votes represented in the General Meeting, from any liability for compensation in relation to the year 2005.
4. Approval of remuneration or compensation of the members of the Board of Directors. The remuneration or compensation of the members of the Board of Directors for their participation in the Board and the Board Committees were approved by 40,776,095 votes, i.e . by a majority of 99.99% of the total votes represented in the General Assembly and after the relevant recommendation of the Board of Directors remained at the same level as last year.
5. Election of Auditors, Regular and Substitute, for the auditing of the annual and half 'yearly Financial Statements (Parent and Consolidated) for the financial year 2006 and determination of their fees. The chartered auditors - accountants Christos Glavanis and Sofia Kalomenides of the auditing firm ERNST &YOUNG were elected as regular and substitute auditor respectively by 40,775,217 votes i.e by a majority of 99.99% of the total votes represented in the General Meeting and their fees were also by the same above majority determined for the conduct of the audit of the annual and half yearly financial statements (parent and consolidated) for the year2006.
6. Approval of liability insurance of officers. The General Meeting, by 37,663,799 votes i.e by a majority of 92.36% of the total votes represented therein approved, pursuant to article 23a of codified law 2190/20, the conclusion by the Company of an insurance agreement with AIG Greece, for a term of three years, pertaining to the coverage from civil liability due to damages caused to third parties during the conduct of their work of approximately 100 officers of the Company having the right of signature, including the members of the Board of Directors.
7. Share buy-back of both ordinary and preferred shares through the Athens Exchange pursuant to article 16 par. 5 of Codified Law 2190/1920. The purchase by the Company, pursuant to article 16 par. 5 of codified law 2190/20, of up to one tenth of the total number of the Company's shares ( ordinary and preferred), within twelve months from the date of the present resolution of the General Meeting ( i.e .until 22.5.2007), in case the Board deems it necessary, at Euro 2 per share the lowest and Euro 50 per share the highest, was decided unanimously (by all votes represented in the General Meeting).