EVROPI HOLDINGS SOCIETE ANONYME
Resolutions of the Extraordinary General Meeting of the Shareholders'
According to P.D.350/1985 Article 6 par. 1b.
The company announces the resolutions of the Extraordinary General Assembly of its Shareholders, which convened on 07.08.2009 at the company's registered offices, 3 Paster str. 3, Athens. The General Meeting was in quorum and the shares of the present Shareholders represented 61,06% of the company's paid up share capital, and therefore the percentages of quorum required by law, were fulfilled. The following resolutions have been reached:
1) The Extraordinary General Meeting, pursuant to article 23A Law 2190/1920, has approved unanimously the contract (No. 16.950/17.7.2008) of the notary Mrs. Maria Kaiafa - Kavoura, related to the spin off process of the construction sector of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A. "and to the transfer of the construction sector to the 100% subsidiary company under the corporate name "IOANNIS KLOUKINAS -IOANNIS LAPPAS CONSTRUCTION S.A." and the distinctive title "K.L.M. S.C.A.", and all the actions, declarations and acts made by the members of the Board of Directors, by the attorneys and by any third person acting on their behalf aiming at the completion of the spin off process.
2) The Extraordinary General Meeting, pursuant to article 23 A Law 2190/1920, has approved unanimously the subrogation (cession of all the rights and assumption of all the debts) of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." in the place of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." to all the contracts concluded between the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and the company under the corporate name "EKTASIS DEVELOPMENT S.A. Construction, real estate Development and Services", dated 3.7.2006, 14.7.2006, 10.01.2008, 10.01.2008, 25.1.2008, 18.3.2008, 2.7.2008 and to all other contracts concluded between them.
3) The Extraordinary General Meeting, pursuant to article 23A Law 2190/1920, has approved unanimously the subrogation (cession of all the rights and assumption of all the debts) of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." in the place of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." to all the contracts (of constructional nature) concluded between the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and third legal entities or natural persons.
4) The Extraordinary General Meeting, pursuant to article 23A Law 2190/1920 has given unanimously, its permission:
(a) to conclude the contract of the sale of the claim owed to the 100% subsidiary company under the corporate name "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." ("seller of the claim") against the company under the corporate name "EKTASIS DEVELOPMENT S.A. Construction, real estate Development and Services" and the distinctive title "EKTASIS DEVELOPMENT S.A." amounting to 2.947.357,38 Euros, to the President of the Board of Directors and Managing Director (both of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A.") Mr. Ioannis Kloukinas, son of George ("buyer of the claim"), who shall pay in cash the equivalent amount as purchase price, and
(b) to conclude the contract of the cession of the claim owed to the 100% subsidiary company under the corporate name "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." ("assignor") against the company "EKTASIS DEVELOPMENT S.A. Construction, real estate Development and Services" ("debtor") amounting to 2.947.357,38 Euros, to the President of the Board of Directors and Managing Director (both of the company "I. KLOUKINAS -I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A.") Mr. Ioannis Kloukinas, son of George ("assignee"), and to proceed to any other relevant contract.
The draft of the above mentioned contracts has been approved and the Board of Directors of the Company has been authorized (a) to participate to the Extraordinary General Meeting of the Shareholders of the Company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." (given that the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." is the only shareholder of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A."), which shall have as agenda the permission of the conclusion of the above contracts and their signature, and to give the relevant permission, and (b) to sign the contracts and to proceed to any other action which is considered to be necessary for the materialization of the above mentioned contracts.
5) There were no miscellaneous announcements.
The company announces the resolutions of the Extraordinary General Assembly of its Shareholders, which convened on 07.08.2009 at the company's registered offices, 3 Paster str. 3, Athens. The General Meeting was in quorum and the shares of the present Shareholders represented 61,06% of the company's paid up share capital, and therefore the percentages of quorum required by law, were fulfilled. The following resolutions have been reached:
1) The Extraordinary General Meeting, pursuant to article 23A Law 2190/1920, has approved unanimously the contract (No. 16.950/17.7.2008) of the notary Mrs. Maria Kaiafa - Kavoura, related to the spin off process of the construction sector of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A. "and to the transfer of the construction sector to the 100% subsidiary company under the corporate name "IOANNIS KLOUKINAS -IOANNIS LAPPAS CONSTRUCTION S.A." and the distinctive title "K.L.M. S.C.A.", and all the actions, declarations and acts made by the members of the Board of Directors, by the attorneys and by any third person acting on their behalf aiming at the completion of the spin off process.
2) The Extraordinary General Meeting, pursuant to article 23 A Law 2190/1920, has approved unanimously the subrogation (cession of all the rights and assumption of all the debts) of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." in the place of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." to all the contracts concluded between the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and the company under the corporate name "EKTASIS DEVELOPMENT S.A. Construction, real estate Development and Services", dated 3.7.2006, 14.7.2006, 10.01.2008, 10.01.2008, 25.1.2008, 18.3.2008, 2.7.2008 and to all other contracts concluded between them.
3) The Extraordinary General Meeting, pursuant to article 23A Law 2190/1920, has approved unanimously the subrogation (cession of all the rights and assumption of all the debts) of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." in the place of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." to all the contracts (of constructional nature) concluded between the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and third legal entities or natural persons.
4) The Extraordinary General Meeting, pursuant to article 23A Law 2190/1920 has given unanimously, its permission:
(a) to conclude the contract of the sale of the claim owed to the 100% subsidiary company under the corporate name "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." ("seller of the claim") against the company under the corporate name "EKTASIS DEVELOPMENT S.A. Construction, real estate Development and Services" and the distinctive title "EKTASIS DEVELOPMENT S.A." amounting to 2.947.357,38 Euros, to the President of the Board of Directors and Managing Director (both of the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A.") Mr. Ioannis Kloukinas, son of George ("buyer of the claim"), who shall pay in cash the equivalent amount as purchase price, and
(b) to conclude the contract of the cession of the claim owed to the 100% subsidiary company under the corporate name "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." ("assignor") against the company "EKTASIS DEVELOPMENT S.A. Construction, real estate Development and Services" ("debtor") amounting to 2.947.357,38 Euros, to the President of the Board of Directors and Managing Director (both of the company "I. KLOUKINAS -I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." and of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A.") Mr. Ioannis Kloukinas, son of George ("assignee"), and to proceed to any other relevant contract.
The draft of the above mentioned contracts has been approved and the Board of Directors of the Company has been authorized (a) to participate to the Extraordinary General Meeting of the Shareholders of the Company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A." (given that the company "I. KLOUKINAS - I. LAPPAS CONSTRUCTION AND COMMERCIAL S.A." is the only shareholder of the company "IOANNIS KLOUKINAS - IOANNIS LAPPAS CONSTRUCTION S.A."), which shall have as agenda the permission of the conclusion of the above contracts and their signature, and to give the relevant permission, and (b) to sign the contracts and to proceed to any other action which is considered to be necessary for the materialization of the above mentioned contracts.
5) There were no miscellaneous announcements.