ΑΝΕΚ Α.Ε.
Resolutions adopted by the annual general meeting
We inform you that at the Annual General Meeting of the Company? s shareholders held on May 31, 2009, 10 a.m. on the premises of our Company in which shareholders attended in person or by proxy representing 37.490.971 shares and equal voting rights, thus 23,24% of the total paid up share capital of the company (total share capital 161.299.191 shares), the following decisions were adopted:
Item No 2 Approval of the submitted Company's Annual Financial Report for the fiscal year 2008. (votes 35.283.767 thus 96,44%)
Item No 3 (A) Approval of the release of the members of the BoD from any responsibility of indemnity in relation to the Company's Annual Financial Report and Company?s management for the fiscal year 2008. (votes 35.630.462 thus 97,38 %)
Item No 3 (B) Approval of the release of the Certified Auditors from any responsibility of indemnity in relation to the Annual Financial Report for the fiscal year 2008. (votes 35.580.353 thus 97,25 %)
Item No 4 (Unanimous decision in order Item 10 of the Agenda as per invitation to be numbered as Item 4 for practical reasons and change of numeration of following Items)
Election of new BoD for a four year tenure, which consists of fifteen members, four of the members were appointed by virtue of article 15 par.1 of the Articles of Association of the Company and by virtue of Article 18 par. 3 of CL2190/20, thus: former Metropolitan Bishop of Kissamos and Selino Irineos Galanakis, the Mayor of Chania Mr. Kyriakos Virvidakis, the Mayor of Rethymnon Mr. Georgios Marinakis and Mr. Georgios Baourakis from the Chania Association of Certified Economists, and eleven members were elected by the GM as following: APOSTOLAKIS EMMANOUIL, ARCHONTAKIS GEORGIOS, VARDINOGIANNIS IOANNIS, GALANAKIS EMMANOUIL, KATSANEVAKIS GEORGIOS, MARAKAKIS MICHAIL, BAIRAKTARIS EVANGELOS, BALIS ARISTOTELIS, PROTOPAPADAKIS SPYRIDON. As independent members were appointed by the General Meeting GEORVASAKIS MICHAIL and KANTILIERAKIS DIMITRIOS (votes 36.085.900 thus 98,63 %)
Item No 5 Establishment of the Audit Committee, as per Art. 37 of L.3693/2008 and election of its members KANTILIERAKIS DIMITRIOS, BAIRAKTARIS EVANGELOS and appointed as independent member Mr. GEORVASAKIS MICHAIL. (votes 35.679.936 thus 97,52 %)
Item No 6 Election as Certified Auditors for the fiscal year 2009 :
(a) Emmanuil Diamantoulakis son of Nikolaos (GRANT THORNTON). (votes 31.680.366 thus 86,59%)
(b) Nikolaos Zaharias son of Georgios (SOL S.A.) (votes 32.312.735 thus 88,32 %)
Election as alternate Certified Auditor for the fiscal year 2009, Mr. STAMATIS GRIGORIS son of Konstantinos (SOL S.A.) (votes 30.249.443 thus 82,68 %)
Item No 7 (A) Approval of the remuneration of the members of the BoD for the fiscal year 2008. (votes 35.347.705 thus 96,61 %)
Item No 7 (B) Pre approval of the remuneration of the members of the BoD for the fiscal year 2009. (votes 35.278.655 thus 96,42 %)
Item No 8 (A) Approval of the remuneration of the First Vice-president of the BoD for the fiscal year 2008. (votes 34.891.134 thus 95,36%)
Item No 8 (B) Approval of the remuneration of the Second Vice-president of the Bo D for the fiscal year 2008. (votes 34.688.518 thus 94,81 %)
Item No 8 (C) Approval of the remuneration of the Managing Director for the fiscal year 2008. (votes 35.351.868 thus 96,62 %)
Item No 8 (D) Approval of the remuneration of the alternate Managing Director for the fiscal year 2008. (votes 35.604.053 thus 97,31 %)
Item No 8 (E) Pre approval of the remuneration of the First Vice-president of the BoD for the fiscal year 2009. (votes 34.747.885 thus 94,97 %)
Item No 8 (F) Pre approval of the remuneration of the Second Vice-president of the BoD for the fiscal year 2009. (votes 34.531.734 thus 94,38 %)
Item No 8 (G) Pre approval of the remuneration of the Managing Director for the fiscal year 2009. (votes 35.311.840 thus 96,51%)
Item No 8 (H) Pre approval of the remuneration of the alternate Managing Director for the fiscal year 2009. (votes 35.434.265 thus 96,85 %)
Item No 9 Grant of permission to the members of the BoD and to the Company?s Managers, as per Art. 23, par. 1 of C.L. 2190/1920, to participate in the Board of Directors or the management and the institutional bodies of other affiliated companies, (as per Art. 42e par. 5 of C.L. 2190/1920), and in the Board of Directors or the management and the institutional bodies of other companies which pursue similar to the Company? s objectives. (votes 34.936.186 thus 95,49 %)
Item No 10 Approval of the completion of the disposal of the raised up capital from the share capital increase through payment in cash, as per BoD decision dated 18-12-2008 for extension of the time- limit for the completion of such disposal and the change of the use of such raised up capital in relation to the Prospectus dated 30-03-2007. (votes 33.996.668 thus 92,92 %)
Item No 2 Approval of the submitted Company's Annual Financial Report for the fiscal year 2008. (votes 35.283.767 thus 96,44%)
Item No 3 (A) Approval of the release of the members of the BoD from any responsibility of indemnity in relation to the Company's Annual Financial Report and Company?s management for the fiscal year 2008. (votes 35.630.462 thus 97,38 %)
Item No 3 (B) Approval of the release of the Certified Auditors from any responsibility of indemnity in relation to the Annual Financial Report for the fiscal year 2008. (votes 35.580.353 thus 97,25 %)
Item No 4 (Unanimous decision in order Item 10 of the Agenda as per invitation to be numbered as Item 4 for practical reasons and change of numeration of following Items)
Election of new BoD for a four year tenure, which consists of fifteen members, four of the members were appointed by virtue of article 15 par.1 of the Articles of Association of the Company and by virtue of Article 18 par. 3 of CL2190/20, thus: former Metropolitan Bishop of Kissamos and Selino Irineos Galanakis, the Mayor of Chania Mr. Kyriakos Virvidakis, the Mayor of Rethymnon Mr. Georgios Marinakis and Mr. Georgios Baourakis from the Chania Association of Certified Economists, and eleven members were elected by the GM as following: APOSTOLAKIS EMMANOUIL, ARCHONTAKIS GEORGIOS, VARDINOGIANNIS IOANNIS, GALANAKIS EMMANOUIL, KATSANEVAKIS GEORGIOS, MARAKAKIS MICHAIL, BAIRAKTARIS EVANGELOS, BALIS ARISTOTELIS, PROTOPAPADAKIS SPYRIDON. As independent members were appointed by the General Meeting GEORVASAKIS MICHAIL and KANTILIERAKIS DIMITRIOS (votes 36.085.900 thus 98,63 %)
Item No 5 Establishment of the Audit Committee, as per Art. 37 of L.3693/2008 and election of its members KANTILIERAKIS DIMITRIOS, BAIRAKTARIS EVANGELOS and appointed as independent member Mr. GEORVASAKIS MICHAIL. (votes 35.679.936 thus 97,52 %)
Item No 6 Election as Certified Auditors for the fiscal year 2009 :
(a) Emmanuil Diamantoulakis son of Nikolaos (GRANT THORNTON). (votes 31.680.366 thus 86,59%)
(b) Nikolaos Zaharias son of Georgios (SOL S.A.) (votes 32.312.735 thus 88,32 %)
Election as alternate Certified Auditor for the fiscal year 2009, Mr. STAMATIS GRIGORIS son of Konstantinos (SOL S.A.) (votes 30.249.443 thus 82,68 %)
Item No 7 (A) Approval of the remuneration of the members of the BoD for the fiscal year 2008. (votes 35.347.705 thus 96,61 %)
Item No 7 (B) Pre approval of the remuneration of the members of the BoD for the fiscal year 2009. (votes 35.278.655 thus 96,42 %)
Item No 8 (A) Approval of the remuneration of the First Vice-president of the BoD for the fiscal year 2008. (votes 34.891.134 thus 95,36%)
Item No 8 (B) Approval of the remuneration of the Second Vice-president of the Bo D for the fiscal year 2008. (votes 34.688.518 thus 94,81 %)
Item No 8 (C) Approval of the remuneration of the Managing Director for the fiscal year 2008. (votes 35.351.868 thus 96,62 %)
Item No 8 (D) Approval of the remuneration of the alternate Managing Director for the fiscal year 2008. (votes 35.604.053 thus 97,31 %)
Item No 8 (E) Pre approval of the remuneration of the First Vice-president of the BoD for the fiscal year 2009. (votes 34.747.885 thus 94,97 %)
Item No 8 (F) Pre approval of the remuneration of the Second Vice-president of the BoD for the fiscal year 2009. (votes 34.531.734 thus 94,38 %)
Item No 8 (G) Pre approval of the remuneration of the Managing Director for the fiscal year 2009. (votes 35.311.840 thus 96,51%)
Item No 8 (H) Pre approval of the remuneration of the alternate Managing Director for the fiscal year 2009. (votes 35.434.265 thus 96,85 %)
Item No 9 Grant of permission to the members of the BoD and to the Company?s Managers, as per Art. 23, par. 1 of C.L. 2190/1920, to participate in the Board of Directors or the management and the institutional bodies of other affiliated companies, (as per Art. 42e par. 5 of C.L. 2190/1920), and in the Board of Directors or the management and the institutional bodies of other companies which pursue similar to the Company? s objectives. (votes 34.936.186 thus 95,49 %)
Item No 10 Approval of the completion of the disposal of the raised up capital from the share capital increase through payment in cash, as per BoD decision dated 18-12-2008 for extension of the time- limit for the completion of such disposal and the change of the use of such raised up capital in relation to the Prospectus dated 30-03-2007. (votes 33.996.668 thus 92,92 %)