LAMDA DEVELOPMENT S.A.

Annual General Meeting Resolutions

The Annual General Meeting of the Shareholders, which was held today, Tuesday the 15th June 2016, in Athens, at the Hilton hotel, at the “Galaxy” hall, was lawfully attended by 50 shareholders representing 60,491,729 common registered shares of a total of 79,721,775 common registered shares and there was a 75.88% quorum of the paid-up Company Share Capital. The Meeting discussed and took decisions on all items of the agenda, as follows:

1.      Approval of the Financial Statements pertaining to the fiscal year starting on 1 January 2015 and ending on 31 December 2015, together with the relevant Reports of the Board of Directors and the Certified Auditors.

The Company's Financial Statements for the fiscal year starting on January 1st, 2015 and ending December 31st, 2015 along with the Board of Directors and the Auditors' Reports were approved.

FOR

60,491,729

shares

(100.00%)

AGAINST

0

shares

(0.00%)

ABSTAIN

0

shares

(0.00%)

 

2.      Discharge of the Board of Directors and the Certified Auditors from all liability for the fiscal year from 01 January 2015 to 31 December 2015.

The members of the Board of Directors and the Certified Auditors were discharged from all liability for the fiscal from 01 January 2015 to 31 December 2015.

FOR

60,491,729

shares

(100.00%)

AGAINST

0

shares

(0.00%)

ABSTAIN

0

shares

(0.00%)

 

3.      Appointment of Certified Auditors for the fiscal year from 01 January 2016 to 31 December 2016 and determination of their compensation.

Appointed to carry out the audit for the fiscal year from 01 January 2016 to 31 December 2016 was the Audit Company under the name “PRICEWATERHOUSECOOPERS S.A.”. Its remuneration for 2016 was approved for a total consideration of euro 103,000.00.

FOR

60,340,308

shares

(99.75%)

AGAINST

14,636

shares

(0.02%)

ABSTAIN

136,785

shares

(0.23%)

 

4.      Approval of contracts and remunerations of the Directors pursuant to articles 23a and 24 of Codified Law 2190/1920.

The remuneration of the Directors pursuant to articles 23a and 24 of C.L. 2190/1920) was approved as follows:

Fiscal year 2015

-     Remuneration of Executive Board Members, for a total amount of euro 745,106.00.

-     Remuneration of Board Members for the participation in Board Meetings, for a total amount of euro 155,360.00.

Fiscal year 2016

Remunerations of Executive Board Members corresponding to the remunerations paid in fiscal year 2015, and remunerations of  Members for the participation in Board Meetings, of a total amount of up to euro 200,000.00 and in accordance with the annual budget of the Company

 

FOR

59,965,682

shares

(99.13%)

AGAINST

486,926

shares

(0.80%)

ABSTAIN

39,121

shares

(0.06%)

 

5.                  Approval of the partial change of use of the funds raised from the share capital increase of the Company by decision of the Extraordinary General Meeting of the Company's shareholders dated 29 April 2014, following relevant decision of the Board of Directors.

The General Meeting approved the decision of the Board of Directors dated 24 May 2016 for the partial change of use of the funds raised from the Company's share capital increase, under the resolution of the Extraordinary General Meeting of the Shareholders, dated 29 April 2014, which amounted to the net amount of 146.1 million Euro (150 million Euro total revenue, minus 3.9 million issue costs, hereinafter “Increase”).

In specific, the General Meeting approved the decision  of the  Board of Directors, dated 24.05.2016, for the introduction of a new forth (d) category of intended uses of raised funds, entitled “Acquisition of Own Shares” at section 4.2 (Use of the Fund Raised) of the approved by the Hellenic Capital Market Commission Prospectus of Increase, with an aggregate expense amount of up to seven million Euro (EUR 7,000,000) and with an equal reduction of the third (c) category of raised funds intended issues, with a view to continuing the implementation of the Shareholders' General Meeting resolution dated 16.06.2015 for the purchase of own shares until 16.06.2017 and up to one-tenth (1/10) of the each time total paid-up share capital, for a minimum purchase price equal to the par value of the share, to wit, 0.30 Euro, and a maximum purchase price equal to 10.00 Euro per share.

For the rest, the provisions of section 4.2 (Use of Raised Funds) of the Prospectus, as approved by the Hellenic Capital Market Commission, shall apply, with no further modification.

 

FOR

60,491,729

shares

(100.00%)

AGAINST

0

shares

(0.00%)

ABSTAIN

0

shares

(0.00%)

 

 

It is also noted, that the management of the Company according to its strategy, intends to set up a new company in which participations of the Malls that holds will be contributed, in order to attract new investments and become more flexible in the development of investment opportunities. For any progress in the abovementioned matter, the Company will promptly inform the investing public.