Α.Γ.Ε.Τ. ΗΡΑΚΛΗΣ
Resolutions of the Extraordinary Shareholders General Meeting of HERACLES GCC.
During the 99th Extraordinary General Meeting of the Company's Shareholders of December 24th 2008, the following decisions were taken:
SUBJECT 1st : Approval of the Board of Directors decision dated 27.11.2008 for the distribution of preliminary dividend to the Shareholders of the Company.
SUBJECT 2nd: Approval of the distribution of reserve from taxed profits of previous financial years and of special reserve according to Law 1892/1990 article 23, amounting in total 31,987,218.15, i.e. 0.45 per share. The net total after the withholding tax (10%) distributable amount, is up to 28.788.496,34, i.e. 0,405 per share.
Beneficiaries of the abovementioned amount will be all shareholders of the Company by the expiry of the session of Athens Stock Exchange on January 2nd 2009. The shares will be traded ex pre-dividend at Athens Exchange as of 5.1.2009. The payment of the pre-dividend will start on January 14th 2009.
In accordance with article 329 of the Athens Stock Exchange Regulations and article 39 of the Central Securities Depository (already as Hellenic Stock Exchanges S.A.), the abovementioned amount shall be paid by National Bank of Greece.
Shareholders shall collect the above amount as follows:
1. Through their Administrators (custodians/ banks or Stock Exchange member firms), as long as such administrators are entitled to collect the above amount.
2. Through National Bank of Greece network of branches, upon producing documentation of their Investor Account in the Dematerialised Securities System (DSS), as well as their identity card, in case they have not granted their Administrator with the relevant authorisation to collect the payable amount or their shares are kept with the Central Securities Depository (already as Hellenic Stock Exchanges S.A.), in the Special Account, or they are kept in accounts of not appeared shareholders.
A duly authorised third party other than the shareholder himself or herself may collect the payable amount only by presenting the relevant authorisation document attested by a Police or other competent authority.
SUBJECT 3rd: Approval of the election of Mr. Pierre Deleplanque, who was elected, as a non executive member, in replacement of the resigned member Mr. Albert Corcos, by virtue of the Board Decision no 3146, taken during the meeting of 26.8.2008, and as an executive member - Μanaging Director, by virtue of the Board Decision no 3148, taken during the meeting of 1.10.2008, as well as approval of the election of Mr. Didier Petetin, who was elected, as a non executive member, in replacement of Mr. Sa'd Sebbar, by virtue of Board Decision no 3150, taken during the meeting of 27.11.2008, according to Law 3016/2002, as amended and being in force, and regarding the remaining part of the service of duties of the resigned members, meaning till the Ordinary General Assembly of 2009, which will decide about the actions executed during financial year 2008.
SUBJECT 4th: Approval of the remuneration and compensations of members of the Board of Directors for the financial year 2008 and pre-approval of remuneration till the Ordinary Shareholders` Meeting of 2009, as well as granting permission for the execution of agreements with Members of the Company's Board of Directors.
SUBJECT 5th: Approval ofthe amendments of the Company's Articles of Association (articles 25, 30 and 33), following the indications of the competent authority (Direction of Societe Anonyme and Credit of Ministry of Development).
SUBJECT 6th: No further announcements were made.
At the meeting of the Extraordinary General Assembly 22 Shareholders were present or legally represented, representing 56,550,052 shares, i.e. 79.56 % of the paid up share capital.
SUBJECT 1st : Approval of the Board of Directors decision dated 27.11.2008 for the distribution of preliminary dividend to the Shareholders of the Company.
SUBJECT 2nd: Approval of the distribution of reserve from taxed profits of previous financial years and of special reserve according to Law 1892/1990 article 23, amounting in total 31,987,218.15, i.e. 0.45 per share. The net total after the withholding tax (10%) distributable amount, is up to 28.788.496,34, i.e. 0,405 per share.
Beneficiaries of the abovementioned amount will be all shareholders of the Company by the expiry of the session of Athens Stock Exchange on January 2nd 2009. The shares will be traded ex pre-dividend at Athens Exchange as of 5.1.2009. The payment of the pre-dividend will start on January 14th 2009.
In accordance with article 329 of the Athens Stock Exchange Regulations and article 39 of the Central Securities Depository (already as Hellenic Stock Exchanges S.A.), the abovementioned amount shall be paid by National Bank of Greece.
Shareholders shall collect the above amount as follows:
1. Through their Administrators (custodians/ banks or Stock Exchange member firms), as long as such administrators are entitled to collect the above amount.
2. Through National Bank of Greece network of branches, upon producing documentation of their Investor Account in the Dematerialised Securities System (DSS), as well as their identity card, in case they have not granted their Administrator with the relevant authorisation to collect the payable amount or their shares are kept with the Central Securities Depository (already as Hellenic Stock Exchanges S.A.), in the Special Account, or they are kept in accounts of not appeared shareholders.
A duly authorised third party other than the shareholder himself or herself may collect the payable amount only by presenting the relevant authorisation document attested by a Police or other competent authority.
SUBJECT 3rd: Approval of the election of Mr. Pierre Deleplanque, who was elected, as a non executive member, in replacement of the resigned member Mr. Albert Corcos, by virtue of the Board Decision no 3146, taken during the meeting of 26.8.2008, and as an executive member - Μanaging Director, by virtue of the Board Decision no 3148, taken during the meeting of 1.10.2008, as well as approval of the election of Mr. Didier Petetin, who was elected, as a non executive member, in replacement of Mr. Sa'd Sebbar, by virtue of Board Decision no 3150, taken during the meeting of 27.11.2008, according to Law 3016/2002, as amended and being in force, and regarding the remaining part of the service of duties of the resigned members, meaning till the Ordinary General Assembly of 2009, which will decide about the actions executed during financial year 2008.
SUBJECT 4th: Approval of the remuneration and compensations of members of the Board of Directors for the financial year 2008 and pre-approval of remuneration till the Ordinary Shareholders` Meeting of 2009, as well as granting permission for the execution of agreements with Members of the Company's Board of Directors.
SUBJECT 5th: Approval ofthe amendments of the Company's Articles of Association (articles 25, 30 and 33), following the indications of the competent authority (Direction of Societe Anonyme and Credit of Ministry of Development).
SUBJECT 6th: No further announcements were made.
At the meeting of the Extraordinary General Assembly 22 Shareholders were present or legally represented, representing 56,550,052 shares, i.e. 79.56 % of the paid up share capital.