GRIVALIA PROPERTIES R.E.I.C.

Resolutions General Meeting

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN

On Monday, 3 September 2007, the Extraordinary General Meeting of Eurobank Properties R.E.I.C. (the "Company") convened, in which shareholders representing 18,862,135 shares of a total of 24,400,000 shares, i.e. representing 77.30% of the company's share capital.
At the General Meeting the following items of the agenda were discussed and resolved upon:
1 Share capital increase of the Company through payment in cash and the issuance of new common registered shares offered to existing holders of the Company's shares, article 13a of L. 2190/1920 being applicable in case the new shares are not fully subscribed for and corresponding amendment of article 5 of the Company's Articles of Association.
2 Approval, under article 23a of L. 2190/1920, of agreement and the payment of compensation to a member of the Investment Committee.
3 Transmission of information via electronic means, in accordance with L. 3556/2007.
4 Change of the Company's object and corresponding amendment of article 3 of the Articles of Association.
5 Approval of temporary election of a member of the Company's Board of Directors.
6 Announcements.
The resolutions reached on the above items are as follows:
1. The General Meeting decided by 90.0632% positive and 9.9368% negative votes (i.e. 100% of the voting shareholders and 77.30% of the share capital) the increase of the Company's share capital by the amount of euro 77,958,000 through payment in cash and through the issuance of 36,600,000 new common registered shares of a nominal value of euro 2.13 each (the "New Shares") with pre-emption rights to existing shareholders with a ratio of 3 New Shares for every 2 old shares, and the application of article 13a of C.L. 2190/1920 (as currently in force) in the case of partial coverage of the amount of the increase.
In relation to the Offer Price of the New Shares, the Company's Board of Directors has been authorised to determine it (pursuant to article 13 paragraph 6 of L. 2190/1920, as currently in force) within a time period of 1 year following the present date. It has been decided that the Offer Price may exceed the market price of the existing shares of the Company on the ex-rights date. Finally, the difference between the Offer Price and the nominal (par) value of the New Shares will be credited to the Share Premium Account.
In particular, in relation to the offer of the New Shares the General Meeting has decided the following:
(A) Pre-emption rights will be granted to:
1 all the shareholders of the Company who will be registered in the Hellenic Exchanges SA (H.E.L.E.X) Register following the close of business and settlement of the trades on the ATHEX on the day before the ex-rights date, as such date will be determined and announced by the Company's Board of Directors and on condition that such shareholders retain such rights at the time of their exercise;
2 any person who will acquire rights during the period that such rights will be traded on the ATHEX (the persons under (1) and (2) shall be collectively referred to as "Pre-emption Rights Holders").
(B) In addition, Pre-emption Rights Holders who will exercise such rights, are granted subscription rights for the acquisition of any unsubscribed New Shares (the "Un-Subscribed Shares") at the Offer Price (the "Subscription Rights"). The Board of Directors is further authorised to determine, through a subsequent decision (pursuant to article 13 paragraph 5 of L. 2190/1920 as currently in force), which shall be adopted after the present General Meeting a) the terms, conditions, way and period for the exercise of the Subscription Rights, b) any maximum percentage of Un-Subscribed Shares which may be allocated to investors exercising their Subscription Rights (the "Subscribed Investors"), the allocation between the Subscription Rights and the private placement (as set out under C below) and c) the procedure for releasing any blocked amounts to Subscribed Investors in case of no or partial allocation of Subscription Rights as well as any other detail in relation to the Subscription Rights. It is noted that the Board of Directors is authorised to set a maximum limit in the number of Un-Subscribed Shares which may be offered to Subscribed Investors as well as to decide that all, some or none of the Un-Subscribed Shares will be offered, in the Board's absolute discretion, through a private placement (as follows).
(C) Any Un-Subscribed Shares may be allocated by the Board of Directors decision pursuant to article 13 paragraph 5 of L. 2190/1920 (as currently in force) through a private placement (the "Private Placement"), on the one hand, in Greece and abroad (outside the U.S.A. in accordance with the provisions of Regulation S of the 1933 Securities Act), such as not to constitute a public offer (within the meaning of L. 3401/2005) and, on the other hand, to qualified institutional buyers (Q.I.B.) in the U.S.A. in accordance with the provisions of Regulation 144A of the 1933 Securities Act. The offer price to the investors participating in the Private Placement will be determined through a book building process, which in any case cannot be lower than the Offer Price. The allocation to the investors participating in the Private Placement will be effected, pursuant to article 13 of L.2190/1920 (as currently in force), in the absolute discretion of the Company's Board of Directors.
(D) In case where, following the above, there are still Un-Subscribed Shares, the Company's Board of Directors will allocate them in its discretion (including the possibility of entering into an underwriting agreement), otherwise the Company's share capital will be increased by the amount of the actual subscription, pursuant to article 13a of L. 2190/1920 (as currently in force).
The General Meeting further decided that there will be no fractions of New Shares issued. It has also set a period of fifteen days for the exercise of the pre-emption rights.
The period for the subscription and payment of the share capital was set to four months, commencing on the date of the BoD's decision pursuant to the above, which will determine the Offer Price for the New Shares and may be extended by one additional month through a relevant decision of the Company's Board of Directors.
The New Shares resulting from the above share capital increase will be entitled to dividend from the profits of the financial year 2007.
In addition to the authorisation for the determination of the Offer Price, the General Meeting authorised the Board of Directors to proceed with all necessary actions in the context of the above decision, for the determination of all the details and/or technical issues relating to the above share capital increase, including (without limitation) the determination of the ex-rights date, as well as the subscription period for the exercise of the pre-emption rights (which can not exceed however the period mentioned above), the determination of the terms and period for the exercise of the Subscription Rights, the obtaining of the required approvals and clearances by the Hellenic Capital Market Committee or by any other competent authority, the drafting and publication of the prospectus, the determination of the offer price to Qualified Institutional Buyers, the determination of the time and the way for the payment of the Offer Price, the offer of any Un-Subscribed Shares at its discretion (including the possibility of entering into an underwriting agreement) and generally the determination of any other issues in relation to the share capital increase and further clarifying that, the Board of Directors has the right, according to the law and the Articles of Association, to delegate to its members or to third persons, part or all of its authorities in relation to the abovementioned actions.
Finally the General Meeting decided the amendment of article 5 of the Company''s Articles of Association pursuant to the above.
2. The General Meeting approved, according to article 23a, by a percentage of 96.5708% positive and 3.4292% negative votes (i.e. 100% of the voting shareholders and 77.30% of the share capital) the agreement for the provision of Advisory services entered into with "EFG Telesis Finance Investment Services SA", the amendment of the agreement dated 30 December 2005 for the provision of consultancy and administrative services entered into with EFG Eurobank Ergasias SA and the agreement for the provision of consultancy services entered into with Mr Panas.
3. The General Meeting approved by a percentage of 100% positive and 0% negative votes (i.e. 100% of the voting shareholders and 77.30% of the share capital) the use of emails and/or the posting of information on the Company''s website for the transmission of regulated information, to shareholders and holders of debt securities of the Company and authorised the Board of Directors to proceed to all necessary actions in order to ensure that the above electronic means satisfy all the minimum standards and technical requirements provided for in article 18 of L. 3556/2007.
4. The General Meeting decided by a percentage of 100% positive and 0% negative votes (i.e. 100% of the voting shareholders and 77.30% of the share capital) the amendment of article 3 of the Company''s Articles of Association referring to the Company''s scope.
5. The General Meeting confirmed by a percentage of 100% positive and 0% negative votes (i.e. 100% of the voting shareholders and 77.30% of the share capital) the temporary election of Mr Georgios Chrisikos as member of the BoD.
6. No announcements were made.