Pursuant to article 278 of the Athens Stock Exchange Regulation, the company under the name PANTECHNIKI S.A. proceeds to the notification of the A.S.E. regarding the resolutions made during the Ordinary General Assembly of Shareholders on 22 June 2007.
Twenty-four ( 24) shareholders, owners of 28,471,459 shares out of 42,091,356 in total, i.e. the represented capital share reached 67,642%, attended the General Assembly whether in person or by proxy.
A) The following issues of the agenda were discussed:
1. Submission to approval of the Annual Financial Statements for the fiscal year 2006 (10/01/2006 to 31/12/2006) and their corresponding reports dressed by the Board of Directors and the Chartered Auditor - Accountant.
2. Discharge of the members of the Board of Directors and the Chartered Auditor - Accountant from any responsibility to compensate for the companys management and the dressing of financial statements during the year 2006.
3. Release of the members of the Board of Directors and the auditors of the acquiring company, ROTONDA S.A., from any compensation responsibility for the time period from 1.1.2006 to the completion of the merger.
4. Selection of ordinary and deputy Auditors for the fiscal year 2007 and fixing of their fees.
5. Validation, approval of the changes performed in the Board of Directors (Members resignation and their substitution).
6. Granting of leave pursuant to article 23 par. 1 of the Law 2190/1920, as applicable, to the members of the Board of Directors, to the Chief Executive Officer and to the other Directors as well as to their deputies to proceed, on their behalf or on the behalf of third, to acts subjected to the goals of the company and to participate in the sessions of the Board of Directors or in the Management of Affiliated and other Companies that have similar goals.
7. Special approval according to articles 23a and 24 of the Law 2190/1920, as applicable, regarding the drafting of service contracts between the company and members of the Board of Directors, Managers and associated companies.
8. Miscellaneous communications , approvals , propositions and decisions over them.
B) For each of the aforementioned issues, the following decisions were taken.
Over the first (1st) issue
The G.A. approved, by a percentage of 67,096% , the companys Annual Financial Statements for the fiscal year 01/01/2006 - 31/12/2006, and the reports of the Board of Directors and the Chartered Auditor, as well, over the companys annual financial statements for the same fiscal year.
Over the second (2nd) issue
The General Assembly, after a special roll call vote, during which the Board of Directors Members and the company employees voted only by the power of their own shares and not as representatives of other shareholders, by a percentage of 54,243 % of shareholders appeared at the assembly (article 35, par. 1, Law 2190/1920), approved the discharge of the Board of Directors and the Chartered Auditor from any compensation responsibility for the company management and the drafting of the companys financial statements during the fiscal year from 1.1.2006 to 31.12.2006.
Over the third (3rd) issue
The General Assembly approved by a percentage of 58,867%, the release of the members of the Board of Directors and the auditors of the acquiring company, ROTONDA A.E., from any compensation responsibility for the time period from 1.1.2006 to the completion of the merger. A roll call vote was held at which the members of the BoD of ROTONDA A.E. voted only by the power of their own shares.
Over the fourth (4th) issue
The General Assembly elected, by a percentage of 67,096%, BDO PROTYPOS HELLENIC ELEGKTIKI S.A., a certified auditors company, for the audit of the Financial Statement of year 2007. The fee for this audit shall be the minimum fee designated in article 18 of the Law 2231/1994 and the decisions of the Supervisory Board of the Body of Chartered Auditors Accountants.
Over the fifth (5th) issue
The General Assembly approved-validated, by a percentage of 67,096%, the decision of the Board of Directors according to which Mr Georgios Emm. Syrianos and Mr Sarantis Georg. Papadellis were elected to serve as members of the Board of Directors for the remaining time of its tenure, in replacement of the resigned members, Mr Aggelos Chr. Giokaris and Mr Edward Kon. Sarantopoulos.
Over the sixth (6th) issue
The General Assembly, by a percentage of 67,096%, granted a leave pursuant to article 23 par. 1 of the Law 2190/1920, to the members of the Board of Directors, to the Chief Executive Officer and to the other Directors as well as to their deputies to proceed, on their behalf or on the behalf of third, to acts subjected to the goals of the company and to participate in the Board of Directors sessions or in the Management of Affiliated and other Companies that have similar goals.
Over the seventh (7th) issue
The General Assembly, by a percentage of 67,096%, decided the following:
a) They offered the provided by the articles 23a and 24, law 2190/1920, special authorisation for the conclusion of service contracts between the company and the members of its Board of Directors, fixed as the highest annual fee for each freelancer member of the companys Board of Directors the amount prescribed in the following table:
1. Christos Giokaris, Chairman of the BoD & General Manager, 100,000.00 euros
2. Kon/nos Sarantopoulos, Chief Executive Officer, 100,000.00 euros
3. Ioannis Papanikolaou, Consultant, 60,000.00 euros
4. Sarantis Papadellis, Consultant, 50,000.00 euros
Total: 310.000,00 euros and authorised the company's BoD to proceed to the drafting and signing of these contracts in terms that shall be within the company's interests.
b) Granted the authorisation provided in the article 23a of the Law 2190/1920 for the conclusion of service contracts between the company and the associated companies.
Over the eight (8th) issue
The President of the G.A. informed the shareholders over this issue and other issues regarding the company and in particular over issues in relation to the declared beginning of the companys break-up procedure and then its absorption by the company ELLINIKI TECHNODOMIKI TEB S.A. and from a third non-listed company.