ΤΑΧΥΔΡΟΜΙΚΟ ΤΑΜΙΕΥΤΗΡΙΟ Α.Τ.Ε.
Resolutions of the Ordinary General Meeting of June, 30th 2009
T.T. HELLENIC POSTBANK S.A., in the course of providing accurate and reliable information to the investors, its shareholders and every interested party, pursuant to Law 3556/2007 and the Athens Exchange Rulebook, announces that its Ordinary General Meeting of Shareholders was held on Tuesday, June 30th, 2009, at 15:00 hours, at the Historic Hall of the Athens Exchange, 1 Pesmazoglou Street, in Athens.
The General Meeting was attended in person or proxy by shareholders representing 71,769,958 shares and voting rights, out of a total of 142,232,982 shares and voting rights, namely 51.16% of the total share capital of the Bank. The General Meeting, compiling the required by law quorum, took the following resolutions:
1st Item
The General Meeting approved a) the Annual Financial Statements for the fiscal year 2008, on Consolidated and Stand Alone basis, prepared on the basis of I.F.R.S., together with the relevant Auditors`and Board of Directors` Reports, and b) the Board of Directors' proposal for the distribution of profits.
2nd Item
The General Meeting decided the release of the members of the Board of Directors, executive and non executive, as well as the Auditors of the Bank from any liability for indemnity with respect to the terminated fiscal year commencing on January 1st, 2008 until December 31st, 2008.
3rd Item
The General Meeting approved the fees and remuneration payments of the executive and non-executive members of the BoD for the terminated fiscal year, commencing on January 1st, 2008 until December 31st, 2008.
4th Item
The General Meeting decided the preliminary approval of remuneration to be paid to members of the Board of Directors for the fiscal year 2009 expanding until the next Ordinary General Meeting of Shareholders.
5th Item
The General Meeting elected the Audit Firm "PRICE WATERHOUSE COOPERS" as Certified Auditors to audit the Financial Statements of the fiscal year commencing on January 1st, 2009 until December 31st, 2009 and in particular Mr. Konstantinos Mihalatos of Ioannis (Rec. no. 17701) and Mr. Sourmpis Dimitrios of Andreas (Rec. no. 16891), as Regular Certified Auditors as well as Mr. Riris Kyriakos of Georgios (Rec. no. 12111) and Mr. Psaltis Marios of Thomas (Rec. no. 3800811) as Substitute Certified Auditors. The General Meeting also approved their remuneration.
6th Item
The General Meeting ratified the appointment of the Greek State`s representative Mr. Angelos Androulidakis, according to the Decision 12039/B702/5.3.2009 of the Minister of Economy and Finance and Law 3723/2008 "For the enhancement of liquidity of the economy in response to the impact of the international financial crisis", as an additional member of the BoD of the Bank.
7th Item
The General Meeting pursuant to Law 2190/1920 "re: Societes Anonymes", elected for a 5-year term of service, new Board of Directors and designated two (2) independent non executive members, according to the provisions of Law 3016/2002, as currently in force. The composition of the new Board of Directors is as follows:
Philippides Angelos
Kaminaris Antonios
Xifaras George
Oikonomopoulou Antouaneta
Chatzimichalis Dimitrios
Michalopoulou Adamantia
Mavros Stamatios
Halikias Ioannis, Independent Non Executive Board Member
Spiliopoylos Basileios, Independent Non Executive Board Member
Tsagdis Ioannis, Employee Representative
Kotsiris Konstantinos
8th Item
Pursuant to article 23 of Law 2190/1920 and to article 16 of the Bank`s Articles of Association, the General Meeting granted permission to members of the Board of Directors and Officers of the Bank, to participate in the BoD or in the management of both affiliated companies of the Bank and other companies having similar purposes.
9th Item
Ratified the election of the two (2) out of three (3) members that constitute the existing Bank`s "Audit Committee", in replacement of resigned members. Constituted a new Audit Committee according to the provisions of article 37 of Law 3693/2008 - electing as members of the Committee Mr. Halikias Ioannis, Independent Not Executive Board Member, Spiliopoylos Basileios, Independent Non Executive Board Member, Spiliopoylos Basileios, Independent Non Executive Board Member and Ms. Michalopoulou Adamantia, Member of the Board of Directors.
10th Item
According to the article 23a of Law 2190/1920 "re: Societes Anonymes", the General Meeting decided the approval of agreements between the Bank and a) the new Members of the Board of Directors and b) General Managers of the Bank.
The General Meeting was attended in person or proxy by shareholders representing 71,769,958 shares and voting rights, out of a total of 142,232,982 shares and voting rights, namely 51.16% of the total share capital of the Bank. The General Meeting, compiling the required by law quorum, took the following resolutions:
1st Item
The General Meeting approved a) the Annual Financial Statements for the fiscal year 2008, on Consolidated and Stand Alone basis, prepared on the basis of I.F.R.S., together with the relevant Auditors`and Board of Directors` Reports, and b) the Board of Directors' proposal for the distribution of profits.
2nd Item
The General Meeting decided the release of the members of the Board of Directors, executive and non executive, as well as the Auditors of the Bank from any liability for indemnity with respect to the terminated fiscal year commencing on January 1st, 2008 until December 31st, 2008.
3rd Item
The General Meeting approved the fees and remuneration payments of the executive and non-executive members of the BoD for the terminated fiscal year, commencing on January 1st, 2008 until December 31st, 2008.
4th Item
The General Meeting decided the preliminary approval of remuneration to be paid to members of the Board of Directors for the fiscal year 2009 expanding until the next Ordinary General Meeting of Shareholders.
5th Item
The General Meeting elected the Audit Firm "PRICE WATERHOUSE COOPERS" as Certified Auditors to audit the Financial Statements of the fiscal year commencing on January 1st, 2009 until December 31st, 2009 and in particular Mr. Konstantinos Mihalatos of Ioannis (Rec. no. 17701) and Mr. Sourmpis Dimitrios of Andreas (Rec. no. 16891), as Regular Certified Auditors as well as Mr. Riris Kyriakos of Georgios (Rec. no. 12111) and Mr. Psaltis Marios of Thomas (Rec. no. 3800811) as Substitute Certified Auditors. The General Meeting also approved their remuneration.
6th Item
The General Meeting ratified the appointment of the Greek State`s representative Mr. Angelos Androulidakis, according to the Decision 12039/B702/5.3.2009 of the Minister of Economy and Finance and Law 3723/2008 "For the enhancement of liquidity of the economy in response to the impact of the international financial crisis", as an additional member of the BoD of the Bank.
7th Item
The General Meeting pursuant to Law 2190/1920 "re: Societes Anonymes", elected for a 5-year term of service, new Board of Directors and designated two (2) independent non executive members, according to the provisions of Law 3016/2002, as currently in force. The composition of the new Board of Directors is as follows:
Philippides Angelos
Kaminaris Antonios
Xifaras George
Oikonomopoulou Antouaneta
Chatzimichalis Dimitrios
Michalopoulou Adamantia
Mavros Stamatios
Halikias Ioannis, Independent Non Executive Board Member
Spiliopoylos Basileios, Independent Non Executive Board Member
Tsagdis Ioannis, Employee Representative
Kotsiris Konstantinos
8th Item
Pursuant to article 23 of Law 2190/1920 and to article 16 of the Bank`s Articles of Association, the General Meeting granted permission to members of the Board of Directors and Officers of the Bank, to participate in the BoD or in the management of both affiliated companies of the Bank and other companies having similar purposes.
9th Item
Ratified the election of the two (2) out of three (3) members that constitute the existing Bank`s "Audit Committee", in replacement of resigned members. Constituted a new Audit Committee according to the provisions of article 37 of Law 3693/2008 - electing as members of the Committee Mr. Halikias Ioannis, Independent Not Executive Board Member, Spiliopoylos Basileios, Independent Non Executive Board Member, Spiliopoylos Basileios, Independent Non Executive Board Member and Ms. Michalopoulou Adamantia, Member of the Board of Directors.
10th Item
According to the article 23a of Law 2190/1920 "re: Societes Anonymes", the General Meeting decided the approval of agreements between the Bank and a) the new Members of the Board of Directors and b) General Managers of the Bank.