CYPRUS POPULAR BANK PUBLIC CO LTD

Merger through absorption of Marfin Egnatia Bank S.A. by Marfin Popular Bank Public Co Ltd .

The Board of Directors of Marfin Popular Bank Public Co Ltd at its meeting held on 13/11/2009, having taken into account the book value of the merging companies in accordance with the Financial Statements and the Transformation Balance Sheet dated 30/06/2009, approved the Common Draft Terms of Cross Border Merger through absorption of Marfin Egnatia Bank S.A. by Marfin Popular Bank Public Co Ltd and prepared the Report of the Board of Directors on the above Merger in accordance with Article 201ID of Companies Law. The share exchange ratio of the absorbed company recommended to be approved at the General Meetings of the merging companies is the following:
0,6726990008 new common ordinary shares of Marfin Popular Bank Public Co Ltd of euro 0,85 nominal value each, for each old ordinary share of Marfin Egnatia Bank S.A. of euro 1,27 nominal value each.
As a result of the issue of new shares the issued share capital of Marfin Popular Bank Public Co Ltd will be increased by the amount euro 4.913.952,85 divided into 5.781.121 new common ordinary shares of euro 0,85 nominal value each.
The shareholders of Marfin Popular Bank Public Co Ltd continue to hold the same number of shares which they held before the beginning of the results of the merger.
The above share exchange ratio and all the terms of the Common Draft Terms of Cross Border Merger are subject to the approval of the General Meetings of the merging companies and on condition of obtaining the mandatory permissions and approvals of the responsible Authorities.