The Societe Anonyme Company, Greek Organization of Football Prognostics S.A. (OPAP S.A.) announces, pursuant to article 278 of the ATHEX regulation, that the Extraordinary General Assembly of the Company's Shareholders was held on Friday 16/11/2007. The General Assembly gathered a quorum of 59,37% of the share capital of the company and 344 shareholders attended in person or by proxy representing 189.400.394 shares out of the 319.000.000 shares.
The extraordinary General Assembly adopted the following resolutions:
1st Item of the Agenda: Amendment of Articles 12 and 14 of the Articles of Association. The General Assembly decided the amendment of Article 12 (Composition and term of office of the Board of Directors) and Article 14 (Replacement of a Member of the Board of Directors), so that the above mentioned articles are in conformity with the provisions of Law 3429/2005.
2nd Item of the Agenda: Approval of the appointment of a new Board of Directors Member replacing a resigned member. The General Assembly approved the election of Mr. Christos Hadjiemmanuil as member of the Board of Directors, who had been elected by the Board of Directors on 23/10/2007 as temporary member replacing Mr. Dimitris Kranias who had resigned from his position.
3rd Item of the Agenda: Approval of the Chief Executive Officer's contract. The General Assembly approved the draft contract of the Chief Executive Officer, namely Mr. Christos Hadjiemmanuil for the period of 23/10/2007 to 16/11/2007 and determines his remuneration and further compensation based on the monthly salary of the former Chief Executive Officer, excluding the performance bonus. His remuneration as Board Member is equal to that of an ordinary member. Furthermore, the General Assembly approved the draft contract with the Chief Executive Officer, namely Mr. Christos Hadjiemmanuil for the period of 16/11/2007 to 15/11/2011 with monthly remuneration of ?15,750, in addition to an annual bonus, which will be defined according to EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) of the year 2008, as follows: i) for 5%-7% increase in EBITDA, bonus equal to the 20% of the annual remuneration ii) for 7%-10% increase in EBITDA, bonus equal to 50% of the annual remuneration and iii) for more than 10% increase in EBITDA, bonus equal to 90% of the annual remuneration. The compensation of the Chief Executive Officer as a Board Member will be equal to that of an ordinary member. The General Assembly granted authorization to the Board of Directors to sign the two contracts.
4th Item of the Agenda: Election of Board Members. The General Assembly elected a new Board of Directors as follows:
1. Christos D. Hadjiemmanuil, Chairman and Chief Executive Officer
2. Michail G. Galanis, independent non executive member
3. Stavros Th. Theodoropoulos, independent non executive member, head of the Internal Audit Committee
4. Panayiotis E. Liverakos, independent non executive member
5. Konstantinos E. Barkouras, non executive member
6. Sotirios G. Nikolaropoulos , non executive member
7. Dimitrios G. Panageas, executive member
8. Konstantinos Th. Papadopoulos, non executive member
9. Nikolaos D. Pavlias, executive member
10. Emilios K. Stasinakis, non executive member
11. Georgios N. Tzovlas, non executive member