MOTOR OIL (HELLAS) CORINTH REFINERIES SA
Invitation to the Annual Ordinary General shareholders meeting
Pursuant to a resolution of the Board of Directors and according to the provisions of the Law and of the Company's Codified Memorandum and Articles of Association, the Company's shareholders are invited to the Annual Ordinary General Meeting on Thursday May 29, 2008 at 12:30 hours, to be held at the NJV Athens Plaza Hotel, at A2 Vassileos Georgiou Street, Syntagma Square - Municipality of Athens, for discussion and decision on the following matters:
1. Presentation and approval of the Financial Statements of the Company (on parent Company and Consolidated basis) for the accounting year 2007 (1.1.2007-31.12.2007), together with the accompanying Reports of the Board of Directors and the Auditors.
2. Discharge of the members of the Board of Directors and the Auditors from any liability for damages with regard to the Financial Statements and activities during the above mentioned accounting year.
3. Election of the Members of the new Board of Directors as the term of service of the existing Board expires.
4. Approval of a dividend.
5. Election of two Chartered Auditors, that is, one ordinary and one substitute, for the accounting year 2008 and approval of their fees.
6. Approval of the fees paid to the Members of the Board of Directors for the accounting year 2007 and pre-approval of the fees for the accounting year 2008.
7. Amendment, supplementation, abolition and renumbering of various provisions of the Company's Memorandum and Articles of Association for adaptation to the Law 3604/2007.
8. Amendment of the following articles of the Company's Memorandum and Articles of Association for functional and reinstatement purposes: (a) 8, 26, 28 (the amendments concern provisions incompatible with the fact that the Company shares are listed on the Stock Exchange) (b) 29 (abolition of the requirement for an increased quorum in the case of a common bond loan) (c) 33 (reduction of the required majority vote percentage) and (d) 37 (abolition of the provision for the duration of the first accounting year).
9. Approval of the formation of a taxed reserve for an amount of euro 3,629,713 concerning the capital expenditure of the Company in an investment project which more specifically related to (a) the introduction of natural gas to the refinery and (b) the replacement of a gas turbine of the cogeneration plant of the refinery.
Shareholders who wish to participate in the Annual Ordinary Shareholders' Meeting, according to the Law and the Company's Codified Memorandum and Articles of Association, must block their shares, through the User of their Securities Account at the Dematerialised Securities System (S.A.T) or the Hellenic Exchanges S.A (previously Central Securities Depository), and deposit the relevant certificate together with the legal documentation at the Headquarters of the Company, at least 5 days prior to the date of the Ordinary Shareholders' Meeting, that is, until Friday May 23rd, 2008 (included).
In case that the required quorum, according to the Law and the Company's Codified Memorandum and Articles of Association, is not achieved and because of this reason a decision on certain matters of the agenda cannot be made, a First Repeat Shareholders' Meeting will be held on Thursday June 12th, 2008 at 10:00 hours at the above mentioned Hotel NJV Athens Plaza (A2 Vassileos Georgiou Street, Syntagma Square).
In case that a quorum is not achieved in the First Repeat Shareholders' Meeting a Second Repeat Shareholders' Meeting will follow on Tuesday June 24th, 2008 at 10:00 hours at the same Hotel.
The relevant deadlines for the deposit of the share blocking certificates and the legal documentation at the Headquarters of the Company on behalf of the Shareholders are Friday June 6th, 2008 (for participation in the First Repeat Shareholders' Meeting) and Wednesday June 18th, 2008 (for participation in the Second Repeat Shareholders' Meeting).
1. Presentation and approval of the Financial Statements of the Company (on parent Company and Consolidated basis) for the accounting year 2007 (1.1.2007-31.12.2007), together with the accompanying Reports of the Board of Directors and the Auditors.
2. Discharge of the members of the Board of Directors and the Auditors from any liability for damages with regard to the Financial Statements and activities during the above mentioned accounting year.
3. Election of the Members of the new Board of Directors as the term of service of the existing Board expires.
4. Approval of a dividend.
5. Election of two Chartered Auditors, that is, one ordinary and one substitute, for the accounting year 2008 and approval of their fees.
6. Approval of the fees paid to the Members of the Board of Directors for the accounting year 2007 and pre-approval of the fees for the accounting year 2008.
7. Amendment, supplementation, abolition and renumbering of various provisions of the Company's Memorandum and Articles of Association for adaptation to the Law 3604/2007.
8. Amendment of the following articles of the Company's Memorandum and Articles of Association for functional and reinstatement purposes: (a) 8, 26, 28 (the amendments concern provisions incompatible with the fact that the Company shares are listed on the Stock Exchange) (b) 29 (abolition of the requirement for an increased quorum in the case of a common bond loan) (c) 33 (reduction of the required majority vote percentage) and (d) 37 (abolition of the provision for the duration of the first accounting year).
9. Approval of the formation of a taxed reserve for an amount of euro 3,629,713 concerning the capital expenditure of the Company in an investment project which more specifically related to (a) the introduction of natural gas to the refinery and (b) the replacement of a gas turbine of the cogeneration plant of the refinery.
Shareholders who wish to participate in the Annual Ordinary Shareholders' Meeting, according to the Law and the Company's Codified Memorandum and Articles of Association, must block their shares, through the User of their Securities Account at the Dematerialised Securities System (S.A.T) or the Hellenic Exchanges S.A (previously Central Securities Depository), and deposit the relevant certificate together with the legal documentation at the Headquarters of the Company, at least 5 days prior to the date of the Ordinary Shareholders' Meeting, that is, until Friday May 23rd, 2008 (included).
In case that the required quorum, according to the Law and the Company's Codified Memorandum and Articles of Association, is not achieved and because of this reason a decision on certain matters of the agenda cannot be made, a First Repeat Shareholders' Meeting will be held on Thursday June 12th, 2008 at 10:00 hours at the above mentioned Hotel NJV Athens Plaza (A2 Vassileos Georgiou Street, Syntagma Square).
In case that a quorum is not achieved in the First Repeat Shareholders' Meeting a Second Repeat Shareholders' Meeting will follow on Tuesday June 24th, 2008 at 10:00 hours at the same Hotel.
The relevant deadlines for the deposit of the share blocking certificates and the legal documentation at the Headquarters of the Company on behalf of the Shareholders are Friday June 6th, 2008 (for participation in the First Repeat Shareholders' Meeting) and Wednesday June 18th, 2008 (for participation in the Second Repeat Shareholders' Meeting).