PROTON ΤΡΑΠΕΖΑ Α.Ε.
Decisions of the Annual General Meeting
PROTON BANK S.A. (hereinafter "Proton Bank") announces that the Annual General Meeting of the Shareholders of the Bank convened on June 28th, 2010 at 18:00 pm, at the company's offices (124-126 Syngrou Avenue), in which shareholders (either in person or by proxy) participated representing 21,893,035 shares out of a total of 62,683,822 shares, namely 34.93% of the share capital. The General Meeting:
1. Αpproved the annual financial statements and the consolidated financial statements of the Bank for the 8th financial year (01.01.2009 - 31.12.2009), together with the management report of the Board of Directors of the Bank and the Chartered Auditor's report.
2. Approved the release of the members of the Board of Directors and the Chartered Auditors from any liability for compensation in relation to the financial year ended, 01.01.2009-31.12.2009.
3. Approved the remuneration of the members of the Board of Directors paid for and during the financial year 2009 and (pre-)approved the remuneration of the members of the Board of Directors for the financial year 2010.
4. Appointed the Chartered Auditors Mr Konstantinos I. Michalatos (SOEL reg. no. 17701) and Mr. Dimitris A. Sourbis (SOEL reg. no. 16891) from the auditing firm "PriceWaterhouseCoopers", as the regular and deputy Chartered Auditor of the Bank respectively, for the financial year 2010.
5. Decided the ratification (i) of the election dated 4.1.2010 of Messrs Lavrentios Lavrentiadis and Gerasimos Sapountzoglou and Ms. Smaragda Liarmakopoulou as new members of the BoD in substitution of the resigning members Messrs Stavros Lekkakos, Panagiotis Giannopoulos and Ioannis Viggopoulos; (ii) the election dated 2.3.2010 of Mr. Theodoros Assimakopoulos and Ms. Eleni Skoura as new members of the BoD in substitution of the resigning members Ms. Sotiria Theodossi and Mr. Georgios Minettas; (iii) the election dated 19.3.2010 of Mr. Tryphon Kollintzas as new member of the BoD in substitution of the resigning member Mr. Gerasimos Sapountzoglou; (iv) the election dated 19.3.2010 in a subsequent BoD meeting of Mr. Gerassimos Sapountzoglou as an independent, non-executive member of the BoD in substitution of the resigning independent, non-executive member Ms. Alexandra Stavropoulou.
6. Approved (i) the appointment of Mr. Panagiots Alexakis, Mr. Gerasimos Sapountzoglou and Ms Eleni Skoura as Audit Committee members, according to article 37 of Law 3693/2008, (ii) the remuneration of the members for the fiscal year 2009 and defined their remuneration for fiscal year 2010.
7. Approved the granting of the permission, according to article 23 of Codified Law 2190/1920, to the members of the Board of Directors and Managers of the Bank to participate in the management of affiliated (as per article 42e, par. 5, of Codified Law 2190/1920) companies of the Bank, which pursue the same or related goals with those of the Bank.
8. Approved agreements between the Bank and members of its Board according to article 23a of c.l. 2190/1920.
9. On the ninth item, the Annual General Meeting did not take any decision.
1. Αpproved the annual financial statements and the consolidated financial statements of the Bank for the 8th financial year (01.01.2009 - 31.12.2009), together with the management report of the Board of Directors of the Bank and the Chartered Auditor's report.
2. Approved the release of the members of the Board of Directors and the Chartered Auditors from any liability for compensation in relation to the financial year ended, 01.01.2009-31.12.2009.
3. Approved the remuneration of the members of the Board of Directors paid for and during the financial year 2009 and (pre-)approved the remuneration of the members of the Board of Directors for the financial year 2010.
4. Appointed the Chartered Auditors Mr Konstantinos I. Michalatos (SOEL reg. no. 17701) and Mr. Dimitris A. Sourbis (SOEL reg. no. 16891) from the auditing firm "PriceWaterhouseCoopers", as the regular and deputy Chartered Auditor of the Bank respectively, for the financial year 2010.
5. Decided the ratification (i) of the election dated 4.1.2010 of Messrs Lavrentios Lavrentiadis and Gerasimos Sapountzoglou and Ms. Smaragda Liarmakopoulou as new members of the BoD in substitution of the resigning members Messrs Stavros Lekkakos, Panagiotis Giannopoulos and Ioannis Viggopoulos; (ii) the election dated 2.3.2010 of Mr. Theodoros Assimakopoulos and Ms. Eleni Skoura as new members of the BoD in substitution of the resigning members Ms. Sotiria Theodossi and Mr. Georgios Minettas; (iii) the election dated 19.3.2010 of Mr. Tryphon Kollintzas as new member of the BoD in substitution of the resigning member Mr. Gerasimos Sapountzoglou; (iv) the election dated 19.3.2010 in a subsequent BoD meeting of Mr. Gerassimos Sapountzoglou as an independent, non-executive member of the BoD in substitution of the resigning independent, non-executive member Ms. Alexandra Stavropoulou.
6. Approved (i) the appointment of Mr. Panagiots Alexakis, Mr. Gerasimos Sapountzoglou and Ms Eleni Skoura as Audit Committee members, according to article 37 of Law 3693/2008, (ii) the remuneration of the members for the fiscal year 2009 and defined their remuneration for fiscal year 2010.
7. Approved the granting of the permission, according to article 23 of Codified Law 2190/1920, to the members of the Board of Directors and Managers of the Bank to participate in the management of affiliated (as per article 42e, par. 5, of Codified Law 2190/1920) companies of the Bank, which pursue the same or related goals with those of the Bank.
8. Approved agreements between the Bank and members of its Board according to article 23a of c.l. 2190/1920.
9. On the ninth item, the Annual General Meeting did not take any decision.