The Board of Directors of MICHANIKI S.A. makes the following announcement:
With the aim to inform and facilitate investors, MICHANIKI S.A. releases the following information as regards the obligation and the procedure for notification of information of major changes in holdings pursuant to the provisions of Law 3556/2007 (herein "the Law"); the provisions of Resolution, no. 1/434/3.7.2007 (herein the Resolution), by the Board of Directors of the Capital Market Commission (CMC), and the relevant clarifications of Directive, no. 33/03.07.2007, by the Capital Market Commission (herein the Directive).
A. PERSONS THAT COME UNDER THE OBLIGATION FOR NOTIFICATION OF INFORMATION ABOUT MAJOR CHANGES IN HOLDINGS OR VOTING RIGHTS:
Pursuant to the provisions of article 14 §2 [of the Law], combined with articles 9 and 10 of the same Law, this obligation is binding upon the following persons: a) each shareholder of a company, with stock listed in an organized market, who acquires or disposes stock incorporating voting rights, and b) each person (stock holder or not) who has the right to acquire or dispose [stock] or exercise voting rights in connection with the same company and, as consequence of such acquisition or disposal or exercise, the ratio of voting rights held by that person is equal to or exceeds or falls below the limits of 5%, 10%, 15%, 20%, 25%, 1/3, 50% and 2/3, or, if this person holds voting rights greater than 10% and the change is equal to or greater than 3% of total rights of the issuer, then this person is obligated to notify accordingly both the issuer and the Capital Market.
In compliance with the Law, and for the determination of above limits, the Company published its total number of voting rights and share capital by issuing an announcement, no. HERMES 37096/31.08.2007. This announcement is available on the Company's internet site (www.michaniki.gr). More information [about this obligation] is included in articles 9, 10 and 14 of Chapter C of the Law OBLIGATIONS FOR THE PERMANENT INFORMATION OF INVESTORS, as well as in the Resolution - this information can be found on the internet site of the Capital Market Commission (www.cmc.gov.gr). Having regard to articles 9 and 10 of the Law, it should be noted that as of 30.06.2007 (the date the Law was enacted), and the latest within three (3) months from the same date, i.e. by 30.09.2007, the persons under said obligation who hold major voting rights - be they shareholders or not - are obligated to notify accordingly the issuer about the ratio of voting rights they own and about holdings on the capital of the issuer, unless this obligation has been fulfilled before the above mentioned date in connection with the relevant provision of Presidential Decree 51/1992.
B. PROCEDURE AND TIME FOR SUBMISSION OF THE NOTIFICATION - COMPETENT AUTHORITIES
1) Pursuant to articles 9 and 10, the persons that come under the notification of information obligation with respect to major changes (as per provisions) in their holdings of the voting rights of the issuer, are obligated to notify concurrently the issuer and the Capital Market Commission the soonest possible and, in any case, not later than three (3) days from the relevant transaction. As first day counts the day following the date on which the shareholder or person who acquired the voting rights a) receives knowledge of such acquisition or disposal or possibility to exercise such voting rights or, b) taking into account current circumstances, [the shareholder] is deemed to have received knowledge of said acquisition or disposal or possibility to exercise said voting rights, regardless of the date on which this acquisition or disposal or possibility of exercise of rights was effected, or c) receives knowledge of the event mentioned in paragraph 3, article 9 of the Law.
To facilitate the identification of transaction days, the Capital Market Commission publishes the calendar of organized trading days found or operating in Greece on its internet site (www.cmc.gov.gr). To the extent that the above information can be deemed privileged information, the persons under the above mentioned obligation must exercise due diligence in monitoring their transaction orders and take the necessary measures to receive knowledge in due time of the execution of such orders, with the aim to comply with their notification obligations.
2) This notification obligation involves the following information: a) ratio of voting rights held as a result of acquisition or disposal, b) if applicable, the chain of controlled companies through which such voting rights are actually held, c) the date on which the ratio of rights became equal to, or exceeded, or fell below the limits mentioned in paragraphs 1 and 4 of article 9 of the Law, and d) the identification particulars of the shareholder - as such particulars are laid down by article 10 of the Law - even if the shareholder is not entitled to exercise the voting rights, as well as the particulars of the person entitled to exercise the voting rights on behalf of the shareholder.
3) The concurrent notification of the issuer and of the Capital Market Commission is effected with the submission of the relevant notification document, a sample of which is available in Greek and English on the internet site of the Capital Market Commission (www.cmc.gov.gr). An appendix is attached to this sample, which must be filled in with the personal information of the person subject to the obligation and submitted to the Capital Market Commission. There is also the advice that the father's name of that person is also a requirement on the Appendix. In addition, the following is noted: The proper completion of the notification document rests with the person under this obligation, who shall be liable for incorrect entries or omissions. The notification document must be duly signed and submitted both to the issuer and the CMC. A duly signed notification document is deemed one which was signed by the person under the specific obligation or by his/her authorized representative. In the event the person under this obligation is a legal entity, the notification document must be signed by the legal representative of this entity. In any case, in addition to the notification document the relevant support documents must also be submitted to the issuer and the Capital Market Commission, unless this requirement is revoked in future.
The duly signed notification document shall be submitted:
a) as regards the issuer, to the offices of the Company at 91 M. Alexandrou St. & 25th March St, Department of Shareholders and Company Announcements (Attn: Mr. Georgios Kourtelis, tel.: 210-8097216) during business hours. The document of notification should be labeled Notification of major changes in voting rights pursuant to Law 3356/2007. To facilitate the shareholders, this submission can take effect per fax (no. 210-8097245) with the cover page bearing the particulars and signature of the sender and his/her telephone number, noting also the total of pages transmitted. The person under the notification of information obligation herein should exercise care and diligence as regards the communication of these pages and receipt of the same by the above mentioned department of the Company.
b) as regards the Capital Market Commission, to the Office of the Main Register of the CMC (1 Kolokotroni St. & Stadiou St, 105 62 Athens). The document should be addressed to the Directorate of IPOs and Supervision of Listed Companies of CMC, Department of Monitoring and Supervision of Listed Companies' Conduct. The document of notification must be labeled "Notification of major changes in voting rights pursuant to Law 3356/2007". Communication of the same document can be effected per fax (no. ++30-210-3377243). In this case the document must be attached to a cover page with the particulars and signature and telephone number of the sender, noting also the total of pages transmitted. The person under the notification obligation herein should exercise care and diligence as regards the communication of these pages and receipt of the same by Office of the Main Register. In any case the competent authority for monitoring compliance to the notification information is the Capital Market Commission (CMC).
C. PENALTIES
Pursuant to article 26 of the Law, any violation of the provisions and of the authorized Resolutions thereof, the Capital Market Commission may issue a reprimand or impose a fine of up to one million (euros 1,000,000.00) Euros. The same article also includes the factors for the calculation of the pecuniary penalty.
For more information the shareholders can contact the Department of Shareholders and Company Announcements of MICHANIKI (tel.: 210-8097216) during business hours. Contact person: Mr. Georgios Kourtelis.