ALPHA SERVICES AND HOLDINGS S.A.
Imvitation to the ordinary general meeting of shareholders
In accordance with Codified Law 2190/1920 "On Corporate Legislation" as amended and article 12 of the Bank's Articles of Incorporation, the Shareholders of Alpha Bank A.E., are invited to the Annual Ordinary General Meeting (A.G.M.), on Thursday, April 3, 2008, at 12:00 noon, at the Hilton Athens Hotel, 46 Vassilissis Sophias Avenue, Athens.
AGENDA
1. Submission for approval of the annual financial statements as of 31.12.2007, along with the relevant reports of the Board of Directors and the Auditors, and the distribution of profits.
2. Discharge of the Board of Directors and the Auditors from any liability for the financial year 2007.
3. Election of Auditors, regular and alternate, for the financial year 2008 and approval of their remuneration.
4. Approval of a share buy-back scheme according to article 16 of Codified Law 2190/1920.
5. Ratification of the adaptation of article 5 of the Bank's Articles of Incorporation regarding the Bank's share capital, due to the share capital increase following the exercise of stock option rights.
6. Increase of the share capital of the Bank by capitalisation of the "share premium" account and part of the "retained earnings" account. Alteration of the share nominal value and modification of article 5 of the Bank's Articles of Incorporation regarding the Bank's share capital.
7. Amendment, supplementation, abolition and renumbering of certain of the Bank's Articles of Incorporation for better functionality and adaptation to Law 3604/2007.
8. Approval of the Board of Directors? fees.
9. Appointment of two independent members of the Board of Directors, among the existing non-executive members.
10. Election of a new member of the Board of Directors.
11. Grant of authorisation, according to article 23, paragraph 1 of Codified Law 2190/1920, to the members of the Board of Directors, the General Management as well as to Managers to participate in the Board of Directors or in the management of Group Companies having similar purposes.
12. Decision taking for the transmission of information via electronic means by the Bank (article 18 Law 3556/2007).
All Shareholders have the right to participate in the Annual General Meeting and vote, in person or by proxy. Every share gives the right to one vote.
Shareholders who wish to attend the Annual General Meeting should, through their operator in the Dematerialised Securities System (S.Α.Τ.), bind whole or part of the shares they possess in exchange for a share binding certificate, which they should deposit by Friday, March 28, 2008, in any Branch of Alpha Bank. In cases where no operator has been appointed and the shares have been placed in the special account, share binding certificates will be issued by the Hellenic Exchanges S.A., 110 Athinon Avenue, Athens.
Shareholders can also deposit their share binding certificates in any bank in Greece or the Deposit and Loans Fund and abroad in Alpha Bank Branches or in Alpha Bank London, Alpha Bank Cyprus LTD, Alpha Bank Romania, Alpha Bank A.D. Skopje and Alpha Bank Srbija A.D., or any other bank and present the receipt they will be supplied with as well as any documents of representation at the Main Branch of Alpha Bank, 40 Stadiou Street (Shareholders? Section, tel. 210 326 5810) by Friday, March 28, 2008.
AGENDA
1. Submission for approval of the annual financial statements as of 31.12.2007, along with the relevant reports of the Board of Directors and the Auditors, and the distribution of profits.
2. Discharge of the Board of Directors and the Auditors from any liability for the financial year 2007.
3. Election of Auditors, regular and alternate, for the financial year 2008 and approval of their remuneration.
4. Approval of a share buy-back scheme according to article 16 of Codified Law 2190/1920.
5. Ratification of the adaptation of article 5 of the Bank's Articles of Incorporation regarding the Bank's share capital, due to the share capital increase following the exercise of stock option rights.
6. Increase of the share capital of the Bank by capitalisation of the "share premium" account and part of the "retained earnings" account. Alteration of the share nominal value and modification of article 5 of the Bank's Articles of Incorporation regarding the Bank's share capital.
7. Amendment, supplementation, abolition and renumbering of certain of the Bank's Articles of Incorporation for better functionality and adaptation to Law 3604/2007.
8. Approval of the Board of Directors? fees.
9. Appointment of two independent members of the Board of Directors, among the existing non-executive members.
10. Election of a new member of the Board of Directors.
11. Grant of authorisation, according to article 23, paragraph 1 of Codified Law 2190/1920, to the members of the Board of Directors, the General Management as well as to Managers to participate in the Board of Directors or in the management of Group Companies having similar purposes.
12. Decision taking for the transmission of information via electronic means by the Bank (article 18 Law 3556/2007).
All Shareholders have the right to participate in the Annual General Meeting and vote, in person or by proxy. Every share gives the right to one vote.
Shareholders who wish to attend the Annual General Meeting should, through their operator in the Dematerialised Securities System (S.Α.Τ.), bind whole or part of the shares they possess in exchange for a share binding certificate, which they should deposit by Friday, March 28, 2008, in any Branch of Alpha Bank. In cases where no operator has been appointed and the shares have been placed in the special account, share binding certificates will be issued by the Hellenic Exchanges S.A., 110 Athinon Avenue, Athens.
Shareholders can also deposit their share binding certificates in any bank in Greece or the Deposit and Loans Fund and abroad in Alpha Bank Branches or in Alpha Bank London, Alpha Bank Cyprus LTD, Alpha Bank Romania, Alpha Bank A.D. Skopje and Alpha Bank Srbija A.D., or any other bank and present the receipt they will be supplied with as well as any documents of representation at the Main Branch of Alpha Bank, 40 Stadiou Street (Shareholders? Section, tel. 210 326 5810) by Friday, March 28, 2008.