MIG HOLDINGS S.A.
Notice to An Extra-Ordinary General Meeting of Shareholders
Further to the decision taken by the Board of Directors of the company under the name "MARFIN INVESTMENT GROUP HOLDINGS S.A." (the "Company") during its meeting of 30.9.2008, the Company's shareholders are invited to attend an Extra-Ordinary General Meeting on Monday, October 27th 2008 at 17:00, in the conference room of the ground floor of the premises of "Investment Bank of Greece S.A.", which is located on 24B Kifissias Avenue in Amaroussion, Attica, Greece, in order to resolve on the following agenda items:
1. Increase of the Company's share capital through payment in cash and through the issuance of new common registered shares to be issued above par, with a respective amendment of article 5, para. 1 of the Company's Articles of Incorporation.
2. Abolition of existing shareholders' pre-emption rights on the abovementioned share capital increase, with relation to the shares to be issued, and determination of the manner of distribution of the new shares.
3. Determination of the issue price of the new shares and of the other terms of the increase of the share capital. - The right of the shareholders to dividends that will derive from the increase of the share capital. - Listing of the shares to be issued as a result of the share capital increase at the Athens Stock Exchange.
4. Authorization of the Board of Directors of the Company to regulate all issues pertaining to the preparation of a Prospectus, the granting of permits and approvals by the Capital Market Commission and the Athens Stock Exchange, the listing of new shares at the Athens Stock Exchange and any other related issue.
5. Other issues.
In case that the quorum required by the law for the adoption of resolutions on any of the items on the agenda is not achieved, the 1st Reiterative Extraordinary General Meeting will be held on Monday, November 10th at 17:00 at the same premises, and the 2nd Reiterative Extraordinary General Meeting (if required) will be held on Monday, November 24th at 17:00 at the same premises.
The items on the agenda of any Reiterative General Meetings to be held will be those mentioned above, excluding any items which may have been already resolved upon.
All shareholders are entitled to attend the Extraordinary General Meeting either in person or by proxy, pursuant to the Articles of Incorporation. Those shareholders who wish to attend the Extraordinary General Meeting and any reiterative meeting thereof should block all or part of the shares they hold through the Operator of the Account where their shares are registered with the Incorporeal Securities Depository or through Hellenic Exchanges S.A. (former Central Securities Depository S.A.) in respect of shares registered in their Special Account, and submit the relevant Certificate issued by the Operator or the Hellenic Exchanges S.A. respectively, together with any representation documents, at the Company's Treasury (24 Kifissias Avenue, Amaroussion, Attica, Greece), at least five (5) full days prior to the Extraordinary General Meeting and any Reiterative Meeting thereof.
1. Increase of the Company's share capital through payment in cash and through the issuance of new common registered shares to be issued above par, with a respective amendment of article 5, para. 1 of the Company's Articles of Incorporation.
2. Abolition of existing shareholders' pre-emption rights on the abovementioned share capital increase, with relation to the shares to be issued, and determination of the manner of distribution of the new shares.
3. Determination of the issue price of the new shares and of the other terms of the increase of the share capital. - The right of the shareholders to dividends that will derive from the increase of the share capital. - Listing of the shares to be issued as a result of the share capital increase at the Athens Stock Exchange.
4. Authorization of the Board of Directors of the Company to regulate all issues pertaining to the preparation of a Prospectus, the granting of permits and approvals by the Capital Market Commission and the Athens Stock Exchange, the listing of new shares at the Athens Stock Exchange and any other related issue.
5. Other issues.
In case that the quorum required by the law for the adoption of resolutions on any of the items on the agenda is not achieved, the 1st Reiterative Extraordinary General Meeting will be held on Monday, November 10th at 17:00 at the same premises, and the 2nd Reiterative Extraordinary General Meeting (if required) will be held on Monday, November 24th at 17:00 at the same premises.
The items on the agenda of any Reiterative General Meetings to be held will be those mentioned above, excluding any items which may have been already resolved upon.
All shareholders are entitled to attend the Extraordinary General Meeting either in person or by proxy, pursuant to the Articles of Incorporation. Those shareholders who wish to attend the Extraordinary General Meeting and any reiterative meeting thereof should block all or part of the shares they hold through the Operator of the Account where their shares are registered with the Incorporeal Securities Depository or through Hellenic Exchanges S.A. (former Central Securities Depository S.A.) in respect of shares registered in their Special Account, and submit the relevant Certificate issued by the Operator or the Hellenic Exchanges S.A. respectively, together with any representation documents, at the Company's Treasury (24 Kifissias Avenue, Amaroussion, Attica, Greece), at least five (5) full days prior to the Extraordinary General Meeting and any Reiterative Meeting thereof.