DECISIONS OF THE SHAREHOLDERS’ ORDINARY GENERAL ASSEMBLY HELD ON JUNE 28, 2022

Today, the 28th day of June 2022, the Shareholders of the company GEK TERNA S.A. held the Ordinary General Assembly, in which 129 Shareholders holding 54,125,371 shares and voting rights, thus a percentage of 55.63 % of the share capital, participated and the following decisions were made:

 

Item 1: Approved unanimously with 54,125,371 votes in favor (100% of those present) the Financial Statements (corporate and consolidated) for the year 2021 as they were uploaded on the website of the Company and the Athens Stock Exchange and recorded in detail in the Annual Financial Report, the relevant Report of the Board of Directors and the Report of the Certified Auditor - Accountant.

 

Item 2: The Annual Report of the Audit Committee for the year 01.01.2021-31.12.2021 was approved unanimously, with 54,125,371 votes in favor (100% of those present).

 

Item 3: The General Assembly, with 54,083,998 votes in favor (99.92% of those present) and abstain of 41,373 (0.08% of those present), approved the overall management during the fiscal year 2021 by the Members of the Board and specifically Messrs.: Dimitrios Antonakos, Michael Gourzis, Aggelos Benopoulos, Georgios Peristeris, Konstantinos Vavaletskos (until 1/7/2021), Emmanuel Vrailas (until 1/7/2021), Emmanuel Moustakas, Georgios Perdikaris, Apostolos Tamvakakis, Gagik Apkarian, Spyridon Capralos, Penelope Lazaridou, Athanasios Skordas (until 1/7/2021 and from 19/7/2021), Dimitrios Afentoulis (from 1/7/2021), Konstantinos Lamprou (from 19/7/2021), Aikaterini Delikoura (from 1/7/2021) and Sofia Staikou (from 1/7/2021).

 

Item 4: The General Meeting, with 53,382,699 votes in favor (98.63% of those present), 701,299 against (1.30% of those present) and an abstention of 41,373 votes (0.08% of those present), discharged the Auditor from any liability or indemnification arising from the performance of her duties for the year 2021.

 

Item 5: The General Assembly approved, with 49,478,896 votes in favor (91.42% of those present), 4,600,475 against (8.50% of those present) and an abstention of 46,000 votes (0.08% of those present), the proposal of the Board of Directors for the approval of the Remuneration Report of the members of the Board of Directors of the Company for the fiscal year 2021 according to article 112 of law 4548/2018.

 

Item 6: The auditing company GRANT THORNTON was elected with 54,125,371 votes in favor and an abstention of 1,650 votes for the audit of the Corporate and Consolidated Financial Statements 2022 and remuneration on the basis of the respective for year 2021 after any adjustment according to the needs of the audit.

Regarding Item 7, the report of the independent members of the Board of Directors was submitted to the General Meeting of Shareholders, pursuant to article 9 par. 5 of law 4706/2020.

 

Item 8: The General Meeting approved with 54,125,371 votes in favor and an abstention of 1,650 votes, the increase of the share capital of the Company by the amount of € 12,410,794.00 by capitalizing part of the special share premium reserve and increasing the nominal value of the share from € 0.57 to 0.69 and simultaneously reducing  the share capital by the amount of € 12,410,794.00 by reducing the nominal value of each share from € 0.69 to € 0.57, and the return of the amount of the reduction, € 0.12 per share, to the Shareholders and the relevant add to paragraph 5 of article 5 of the Articles of Association and granted the authorization to the Board of Directors to undertake all the relevant procedures for the implementation of this decision.

 

Regarding Item 9 “Various announcements, approvals and discussion of issues of general interest”, no items for approval and decision making were raised.


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