AVAX S.A.

Decisions of AMG 25.06.2012

A N N O U N C E M E N T

 

Decisions of AGM of 25.06.2012

 

Ιn accordance with paragraph 4.1.3.3 of the Athens Stock Exchange's regulation, J&P-AVAX SA announces that the Annual General Meeting of the Company's shareholders was held on June 25, 2012 at its headquarters, with 58,832,148 shares or 75.761% of total voting rights being represented.

 

Shareholders voted on the agenda as follows:

 

Item #1: Approval of Annual Accounts 2011, Directors' Review and Auditors Review

Unanimously approved with 58,832,148 shares or 75.761% cast in favour.

 

Item #2: Appropriation of financial result for fiscal 2011

Unanimously approved the distribution of no dividend for fiscal 2011, with 58,832,148 shares or 75.761% cast in favour.

 

Item #3: Waiver of responsibility of Board of Directors and Auditors for 2011 accounts Unanimously approved with 58,832,148 shares or 75.761% cast in favour.

 

Item #4: Election auditors for fiscal 2012

Approved with 58,827,213 shares or 75.755% cast in favour of the appointment of “INTERNATIONAL Certified & Registered Auditors S.A.” as auditors to the 2012 accounts, their remuneration to be set by the Auditors Supervisory Body, in accordance with article 18 of Presidential Decree 226/1997 and its amendments. On the same item, 4,935 shares or 0.006% abstained from the vote.

 

Item #5: Approval of a gross €900,000 total remuneration of members of the Board of Directors for fiscal 2011, and preliminary approval of a gross €900,000 total remuneration for fiscal 2012.

Approved with 58,830,605 shares or 75.759% cast in favour, and 1,543 shares or 0.002% abstaining from the vote.

 

Item #6: Approval of replacement of a Board director Mr Constantine Shiacolas by Mrs Leoni Paraskevaides Mavronikola

Approved with 58,827,213 shares or 75.755% cast in favour, and 4,935 shares or 0.006% abstaining from the vote.

 

Item #7: Election of new Board of Directors due to end of its term

A total of 58,827,213 shares or 75.755% were cast in favour, while 4,935 shares or 0.006% abstained from the vote, on electing the following Board members:

 

1

Leonidas (Dakis) Joannou

Non-Executive

2

Konstantinos Kouvaras

Executive

3

Nicholas Gerarhakis

Executive

4

Konstantinos Mitzalis

Executive

5

George Demetriou

Executive

6

Konstantinos Lysaridis

Executive

7

Christos Joannou

Executive

8

John Pistiolis

Non-Executive

9

Efthivoulos Paraskevaides

Non-Executive

10

Leoni Paraskevaides Mavronikola

Non-Executive

11

John Hastas

Independent, Non-Executive

12

David Watson

Independent, Non-Executive

 

 

 

Item #8: Approval of participation of the Company into other companies and joint ventures set up in 2011

Approved with 58,830,605 shares or 75.759% cast in favour, and 1,543 shares or 0.002% abstaining from the vote.

 

Item #9: Approval as per article 23a of Corporate Law2190/1920 on contracts signed between the Company and members of its Board of Directors and their related parties

Approved with 58,796,520 shares or 75.715% cast in favour, 34,085 shares or 0.044% cast against, and 1,543 shares or 0.002% abstaining from the vote.

 

Item #10: Approval as per article 23a of Corporate Law2190/1920 on members of the Board of Directors participating in the management of companies with similar activities

Unanimously approved with 58,832,148 shares or 75.761% cast in favour.

 

Item #11: The chairman of the AGM informed shareholders of latest developments concerning the Company

Approved with 58,796,520 shares or 75.715% cast in favour, and 35,628 shares or 0.046% cast against.