Decisions of Ordinary General Meeting

At the Ordinary General Meeting of Shareholders of ELLAKTOR SA held on 26 June 2015, was attended by 172 shareholders, representing 110,599,275 ordinary registered voting shares, therefore the quorum achieved was 62.49% of the voting share capital. (It is noted that the Company holds 4,570,034 own shares which, however, attach no voting rights and were not counted for the quorum at the General Meeting). The Meeting discussed and decided on all items of the daily agenda.

In particular, the Ordinary General Meeting decided the following:

With regard to item 1:

Approved the Annual Financial Statements and the Annual Consolidated Financial Statements for the financial year ended on 31 December 2014, after the relevant reports of the Board of Directors and of the certified auditor-accountant were read aloud.

Specifically approved, among others, not to distribute dividend for the financial year 2014, and to transfer resulting losses to the next year in order to be offset against future gains.

Number of shares representing validly cast votes: 110,599,275

Percentage of voting share capital: 62.49% 

Total number of validly cast votes: 110,599,275

Number of votes for: 110,192,838 (99.6325% of votes present and represented) – Number of votes against: 0 - Abstained: 406,437.

With regard to item 2:

Released the members of the Board of Directors and the Certified Auditor-Accountant from  all liability or compensation claims arising from the exercise of their duties for fiscal year 2014.

Number of shares representing validly cast votes: 110,599,275

Percentage of voting share capital: 62.49% 

Total number of validly cast votes: 110,599,275

Number of votes for: 109,735,038 (99.2185% of votes present and represented) – Number of votes against: 457,800 - Abstained: 406,437.

With regard to item 3:

Approved the payment of €715,000.00 representing remuneration (compensation) paid to the members of the Board of Directors for the fiscal year 2014, pursuant to article 24(2) of Codified Law 2190/1920, as in force.

The above remuneration (compensation) has been pre-approved by the Ordinary General Meeting on 27.06.2014.

The aforementioned remuneration (compensation) is subject to tax withholding according to the provisions of the applicable tax legislation, and is also charged with legal stamp duties.

Moreover, the payment of €715,000.00 for remuneration (compensation) to members of the Board of Directors for the current fiscal year 2015, pursuant to article 24(2) of Codified Law 2190/1920, was pre-approved.

The aforementioned remuneration (compensation) is subject to tax withholding according to the provisions of the applicable tax legislation, and is also charged with legal stamp duties.

Number of shares representing validly cast votes: 110,599,275

Percentage of voting share capital: 62.49% 

Total number of validly cast votes: 110,599,275

Number of votes for: 106,117,142 (95.9474% of votes present and represented) – Number of votes against: 4,482,133 - Abstained: 0.

With regard to item 4:

Elected, following the proposal of the Audit Committee, the certified company of Chartered Accountants PriceWaterhouseCoopers (PWC) to audit the Company's annual financial company's statements and consolidated financial statements for FY 2015. Upon the proposal of the PWC Mr. Dimitrios A. Sourbis has been designed as Ordinary Certified Auditor-Accountant, and Mr. Marios Th. Psaltis has been designed as his replacement. The fee was set at the amount of €135,000.00, plus VAT.

Number of shares representing validly cast votes: 110,599,275

Percentage of voting share capital: 62.49% 

Total number of validly cast votes: 110,599,275

Number of votes for: 110,499,275 (99.9095% of votes present and represented) – Number of votes against: 0 - Abstained: 100,000.

With regard to item 5:

Authorised, pursuant to article 23(1) of Codified Law 2190/1920, the members of the Board of Directors and the General Management of the Company, as well as to Directors, to participate in Boards of Directors or in the Management of companies pursuing similar or contiguous purposes as those of the Company.

Number of shares representing validly cast votes: 110,599,275

Percentage of voting share capital: 62.49% 

Total number of validly cast votes: 110,599,275

Number of votes for: 109,429,304 (98.9421% of votes present and represented) – Number of votes against: 1,150,859 - Abstained: 19,112.

With regard to item 6:

Approved, pursuant to article 23(a) of Codified Law 2190/1920, the extension and or renewal of contracts made between the Company and its affiliates, within the meaning of article 42(e)(5) of Codified Law 2190/20, as in force.

Number of shares representing validly cast votes: 110,599,275

Percentage of voting share capital: 62.49% 

Total number of validly cast votes: 110,599,275

Number of votes for: 83,472,906 (75.4732% of votes present and represented) – Number of votes against: 24,038,812 - Abstained: 3,087,557.

With regard to item 7:

No specific announcement was made.

 

Kifissia, 29/06/2015

Decisions of Ordinary General Meeting