SPRIDER STORES A.E
Decisions of the Annual Ordinary General Meeting of the Shareholders
The Annual Ordinary General Shareholders Meeting of SPRIDER STORES SA was held on Monday, June 15, 2009, at the company's business headquarters in Anthoussa. A total of 24 shareholders were present, owning 61.528.051 shares out of 78,787,980 shares outstanding, representing 78.09% of the paid share capital; therefore the General meeting was validly held in quorum regarding all agenda items. The General Meeting:
1.Approved with a majority of 99,97% of the represented voting rights, the company and the consolidated Annual Financial Report of the fiscal year from 01/01/2008 to 31/12/2008, under the International Financial Reporting Standards (I.F.R.S.) upon the announcement of the Board of Directors Management Report and the Audit Report of the Chartered Accountants - Auditors.
2.Unanimously approved of earnings' distribution for the full year from 01/01/2008 to 31/12/2008 and of the BoD's proposal, concerning the non distribution of dividend.
3.Unanimously approved to discharge the Board of Directors members and the Chartered Accountant - Auditor from any liabilities arising from the full year 2008.
4.Unanimously approved the remunerations and other expenses paid to Board of Directors members during full year 2008 which amounted to euro 161.943,36 and pre-approved of the remunerations for full year 2009 (January 1, 2009 to December 31, 2009) to not exceed euro 10.000 per month for every Board member.
5.Unanimously approved the election of GRANT THORNTON S.A. for the audit of FY 2009 and specifically Mr. Vasileios Kazas (SOEL Reg. No 13281) and Mr. Pavlos Stellakis (SOEL Reg. No 24941) as regular and deputy chartered accountant - auditor respectively for the financial year from 1st January 2009 to 31st December 2009.
6.Unanimously approved the election of a new BoD, as follows:
Athanasios Dorotheos Hatzioannou, Executive Member
Savvas Dorotheos Hatzioannou, Executive Member
Charalampos Emmanuel Xylouris, Executive Member
Dorotheos Athanasios Hatzioannou, Executive Member
Evaggelos Athanasios Hatzioannou, Executive Member
Emmanuel Vlaseros, Independent non Executive Member
Konstantinos Leonidas Apostolakis, Independent non Executive Member
Vasileios Panagiotis Tsiganos, Independent non Executive Member
The above BoD will be effective for six (6) years, up to 14/06/2015.
7.Unanimously approved the establishment of an Audit Committee, according to article 37 of Law 3693/2008, as follows:
Emmanuel Vlaseros, Chairman
Konstantinos Leonidas Apostolakis, Member
Vasileios Panagiotis Tsiganos, Member
8.Unanimously approved the amendment of article 3 of the company's Articles of Association, regarding the company's activity. More specifically, the activity of production and trading of house ware was added. Importing and exporting the above products. Representing domestic or foreign houses, which produce the above or related products and the wholesale or retail sale in the Greek or international market. The company's management deems that this activity will not significantly affect SPRIDER STORES sales, profitability, personnel employed and net worth.
9.Approved with a majority of 93,26% of the represented voting rights the authorization to the CEO to exercise parallel activity and pre - approved of the relevant co - operation contract, according to article 23a of Law 2190/1920.
1.Approved with a majority of 99,97% of the represented voting rights, the company and the consolidated Annual Financial Report of the fiscal year from 01/01/2008 to 31/12/2008, under the International Financial Reporting Standards (I.F.R.S.) upon the announcement of the Board of Directors Management Report and the Audit Report of the Chartered Accountants - Auditors.
2.Unanimously approved of earnings' distribution for the full year from 01/01/2008 to 31/12/2008 and of the BoD's proposal, concerning the non distribution of dividend.
3.Unanimously approved to discharge the Board of Directors members and the Chartered Accountant - Auditor from any liabilities arising from the full year 2008.
4.Unanimously approved the remunerations and other expenses paid to Board of Directors members during full year 2008 which amounted to euro 161.943,36 and pre-approved of the remunerations for full year 2009 (January 1, 2009 to December 31, 2009) to not exceed euro 10.000 per month for every Board member.
5.Unanimously approved the election of GRANT THORNTON S.A. for the audit of FY 2009 and specifically Mr. Vasileios Kazas (SOEL Reg. No 13281) and Mr. Pavlos Stellakis (SOEL Reg. No 24941) as regular and deputy chartered accountant - auditor respectively for the financial year from 1st January 2009 to 31st December 2009.
6.Unanimously approved the election of a new BoD, as follows:
Athanasios Dorotheos Hatzioannou, Executive Member
Savvas Dorotheos Hatzioannou, Executive Member
Charalampos Emmanuel Xylouris, Executive Member
Dorotheos Athanasios Hatzioannou, Executive Member
Evaggelos Athanasios Hatzioannou, Executive Member
Emmanuel Vlaseros, Independent non Executive Member
Konstantinos Leonidas Apostolakis, Independent non Executive Member
Vasileios Panagiotis Tsiganos, Independent non Executive Member
The above BoD will be effective for six (6) years, up to 14/06/2015.
7.Unanimously approved the establishment of an Audit Committee, according to article 37 of Law 3693/2008, as follows:
Emmanuel Vlaseros, Chairman
Konstantinos Leonidas Apostolakis, Member
Vasileios Panagiotis Tsiganos, Member
8.Unanimously approved the amendment of article 3 of the company's Articles of Association, regarding the company's activity. More specifically, the activity of production and trading of house ware was added. Importing and exporting the above products. Representing domestic or foreign houses, which produce the above or related products and the wholesale or retail sale in the Greek or international market. The company's management deems that this activity will not significantly affect SPRIDER STORES sales, profitability, personnel employed and net worth.
9.Approved with a majority of 93,26% of the represented voting rights the authorization to the CEO to exercise parallel activity and pre - approved of the relevant co - operation contract, according to article 23a of Law 2190/1920.