ΜΗΧΑΝΙΚΗ Α.Ε.

Announcement of the decisions of the Shareholders Ordinary General Meeting of 24.06.2009

MICHANIKI SA announces, pursuant to article 4.1.3.3. of the Athens Stock Exchange Regulation, that the Shareholders? Ordinary General Meeting held on the 24th June 2009, on Wednesday, at 14:00, at the Company?s head offices in the Municipality of Marousi, Attica (91 Megalou Alexandrou and 25 Martiou Str.) in the presence and representation of 58 natural and legal persons, representing 19.560.431 ordinary registered shares with voting rights, on a total of 66.937.526 ordinary shares with voting right and, consequently, with a 29,22% quorum of the paid share capital distributed in registered shares, decided on the following items of the agenda: 1st, 2nd, 3rd, 4th, 5th and 6th with the majority written below. More specifically, the General Meeting after discussing took the following decisions: 1st Item: Submission and approval of the Consolidated Financial Statements of the fiscal year from January 1, 2008 to December 31, 2008, with the relevant reports of the Board of Directors and the chartered accountants. Approval of profit appropriation. The approval of the reports of the Board of Directors and chartered accountants as well as the appropriation of the profits with a ? 0.09 dividend distribution per share (ordinary and preference) after abstracting the corresponding income tax (net dividend) were decided with 19.560.431 votes, that is with a 100 % majority of the represented votes. The dividend will be increased with the dividend corresponding to the own shares of the Company, that is ? 0.00057 per share, registered and preference, and, consequently, the total amount to be collected by the shareholders comes up to ? 0.09057 per share and after the tax retaining obligation for dividends of 10% in favour of the Greek State (par. 1, article 18, l. 3697/2008) the remaining dividend amounts to ? 0,081513 net per share. Shareholders on record at the end of the Athens Stock Exchange's trading session on Tuesday, June 30, 2009 (Record Day) are entitled to such dividend. As of Friday, June 26, 2009 the shares of the Company will be traded on the Athens Stock Exchange ex dividend. The payment of the dividend is to commence on July 3, 2009. The dividend shall be paid pursuant to the procedure determined by articles 35.5 of the Regulation of the Athens Stock Exchange and 39 of the Regulation of the HELLENIC EXCHANGES SA HOLDINGS (former CENTRAL SECURITIES DEPOSITORY SA). EFG EUROBANK ERGASIAS has been defined as the Reimbursing Bank that shall pay the dividend as follows: A) through the operators of beneficiary shareholders? Account at the Dematerialized Security System (DSS); B) directly to the shareholders, through the EFG EUROBANK ERGASIAS network of branches upon presentation of a) the Account at the DSS, when the shareholders keep their shares? portfolio at the HELLENIC EXCHANGES SA HOLDINGS (former CENTRAL SECURITIES DEPOSITORY SA) or have not given or have revoked the proxy to an operator for the collection of the dividend and b) their identity card, their Tax Identification Number (TIN) and the competent Tax Office. The dividend can be collected by a third party provided that apart from the aforementioned the following are presented: power of attorney with all the data of the beneficiary and the authenticity of the signature of the person providing the attorney attested by police or other competent authority. For the shareholders that their dividends cannot be paid through their operators, according to case (A), the dividend can be collected in person via the branch network of the Reimbursing Bank as of July 3,2009, according to case (B). After a five-year period, the dividend is prescribed in favor of the Greek State. For further information, shareholders may contact the Company?s Shareholders? Office (91 Megalou Alexandrou and 25 Martiou Str., 151 24 Marousi, Attica, tel: 210 80 97 100, fax 210 61 43 359).
2nd Item: Release of the members of the Board of Directors and of the chartered accountants from any responsibility for compensation concerning the activities, the management and the annual financial statements of the fiscal year from 01.01.2008 to 31.12.2008. The release of the members of the Board of Directors and the chartered accountants from any responsibility for compensation for the fiscal year 2008 was decided with 19.002.704 votes, that is with a 99,94 % majority of the represented votes. Please note that pursuant to the law, there was no participation in the voting of 546.871 shares, that is a percentage of 2,8% of the represented in the meeting votes, which, after a relevant proxy of the shareholders, were represented in the General Meeting by members of the Board of Directors.
3th Item: Approval of the remuneration of the Chartered Accountants for the fiscal year of 2008.The payment of the remuneration amounting to ? 43,868.00 plus VAT to the company of chartered accountants with the name ASSOCIATED CERTIFIED PUBLIC ACCOUNTANTS, with Mr. Georgios Skampavirias, father?s name Athanasios, as a regular chartered accountant and Mr. Dimitrios Chaidos, father?s name Agamemnon, as a substitute, for the fiscal year of 2008 was approved with 19.549.575 votes, that is a 100 % majority of the represented votes. There was an abstention of one (1) shareholder with 10.856 shares and votes.
4th Item: Approval of the payments to the members of the Board of Directors. The payment of the total amount of ? 1,150,000.00 to the members of the Board of Directors for their participation in it was approved with 19.549.575 votes, that is a 100 % majority of the shareholders who took part at the voting. There was an abstention of one (1) shareholder with 10.856 shares and votes.
5th Item: Appointment of a regular and a substitute Chartered Accountant for the fiscal year of 2009 and determination of the remuneration. It was decided with 19.549.575 votes, that is a 100 % majority of the represented votes, that the company of chartered accountants with the name ASSOCIATED CERTIFIED PUBLIC ACCOUNTANTS, with Mr. Georgios Skampavirias, father?s name Athanasios, as a regular chartered accountant and Mr. Dimitrios Chaidos, fathers name Agamemnon, as a substitute, shall be appointed for the auditing of the financial statements of the Company and the Consolidated Financial Statements of the Group, the half-yearly financial statements of the Company and the Group and drawn capital certificates of use during the fiscal year of 2009 and their remuneration for this audit shall be ? 43,868.00 plus VAT. There was an abstention of one (1) shareholder with 10.856 shares and votes.
6th Item: It was decided with 19.549.575 votes, that is a 100 % majority of the represented votes according to the article 37 of the law 3693/2008 the election of the members of the Audit Committee of the Company as follows: Μr. Aggelo Tsaklagano as an independent non executive consultant, N. Kampa and Eleni Bozani non executive members of the Board of Directors, as members. There was an abstention of one (1) shareholder with 10.856 shares and votes.