Invitation to the Ordinary General Meeting of 30 June 2017
According to the law and the Articles of Association of the Company, the Board of Directors invites the shareholders of the HELLENIC MARKET INDUSTRY TECHNICAL AND TOURIST COMPANY IKTINOS HELLAS SA to an Ordinary General Meeting on 30 June 2017, Friday at 12:00 pm. At the company's offices in Lykovrisi 7 - Metamorphosis, for discussion and decision-making on the following issues:
1. Submission and approval of the annual Financial Statements for the fiscal year 01.01.2016 - 31.12.2016, in accordance with the International Accounting Standards, as well as the relevant reports of the Board of Directors and the Certified Auditor-Accountant.
2. Approval for the distribution of profit dividends to the shareholders of the fiscal year 01.01.2016 - 31.12.2016.
3. Discharge of the members of the Board of Directors and the Certified Auditor-Accountant from any liability for compensation for the operations of the year 2016.
4. Election of a regular and a substitute Certified Auditor-Accountant for the audit of the financial statements for the financial year 01.01.2017 - 31.12.2017.
5. License, in accordance with article 23 par. 1 of CL. 2190/1920 to the members of the Board of Directors as participating in Boards of Directors and management boards of other companies with competitive or non-Company purposes.
6. Approval of the remuneration paid to the members, executives and non-members, of the Board of Directors during the year 2016 and pre-approval of the fees and other benefits to the members of the Board of Directors for the year 2017.
7. Election of members of the Audit Committee according to article 44 of law 4449/2017.
8. Election of a new Board of Directors.
9. Other Announcements.
Shareholders of IKTINOS HELLAS SA have the right to participate and vote at the Ordinary General Meeting. In the Records of the Securities System managed by HELLENIC EXCHANGES SA (HELEX) which holds the securities of the Company at the beginning of the fifth day (record date: 25 June 2017) preceding the ordinary General Meeting. Demonstration of the shareholder status is done by presenting a relevant written certificate of "HELEX" or, alternatively, by direct online connection of the Company with the archives of "HELEX". The relevant written confirmation or electronic certification regarding the shareholding must be received by the Company no later than the third day before the General Meeting. The Company is deemed to have the right to participate and vote in the General Meeting only those who have the capacity of shareholder on the above registration date. In case of non-compliance with the provisions of article 28a of CL. 2190/1920, the shareholders participate in the Ordinary General Meeting only after its permission.
It should be noted that the exercise of voting rights does not imply the freezing of the shares of the beneficiary or the observance of any other similar procedure which restricts the possibility of selling and transferring them during the period between the recording date and the date of the General Meeting.
Each shareholder may take part and vote either in person or by signing a power of attorney appointing up to three (3) representatives. Legal persons participate in the General Meeting appointing as their representatives up to three (3) natural persons. However, if the shareholder owns shares that appear on more than one securities account, this limitation does not prevent the shareholder from designating different dealers for the shares appearing in each securities account in relation to the General Meeting. A representative acting for more than one shareholder may vote differently for each shareholder. The shareholder's shareholder is required to disclose to the Company, prior to the start of the General Meeting, any specific event that may be useful to shareholders to assess the risk that the agent may serve interests other than the interests of the shareholder. For the purposes of this paragraph, a conflict of interest may arise, in particular where the agent:
A) is a shareholder exercising control over the Company or is another legal entity or an entity controlled by that shareholder,
B) is a member of the Board of Directors or the General Administration of the Company or a shareholder exercising control over the Company or any other legal person or entity controlled by a shareholder exercising control over the Company,
C) is an employee or a statutory auditor of the Company or a shareholder exercising control over the Company or any other legal person or entity controlled by a shareholder exercising control over the Company,
D) is a spouse or relative of first degree with one of the natural persons referred to in (a) to (c). The appointment and revocation of a shareholder's representative is made in writing and filed with the Company at its headquarters or sent by fax (210 2818574) at least three (3) days prior to the date of the General Meeting. The Articles of Incorporation of the Company do not provide for the possibility to participate in the General Meeting by electronic means without the physical presence of the shareholders at the venue or the remote participation of the shareholders in the voting.
At the request of shareholders representing one twentieth (1/20) of the paid up share capital, the Board of Directors of the Company is obliged to include on the agenda of the General Meeting additional issues if the relevant application is received by the Board of Directors until 15.06.2017, At least fifteen (15) days prior to the General Meeting. The request for inclusion of additional items on the agenda is accompanied by a justification or draft decision for approval by the General Meeting and the revised agenda is published in the same way as the previous agenda on 17.06.2017, ie thirteen (13) days Before the date of the General Meeting and at the same time it is made available to the shareholders on the Company's web site together with the justification or the draft resolution submitted by the shareholders according to the provisions of article 27 par. .N. 2190/1920.
At the request of shareholders representing one twentieth (1/20) of the paid up share capital, the Board of Directors makes available to the shareholders according to the provisions of article 27 par. 2190/1920, no later than 24.6.2017, ie at least six (6) days prior to the date of the General Meeting, draft decisions on matters included in the original or revised agenda if the relevant application is received by the Board of Directors Until 23.06.2017, ie at least seven (7) days before
Date of the General Assembly.
At the request of any shareholder submitted to the Company until 25.06.2017, ie at least five (5) full days before the General Meeting, the Board of Directors is obliged to provide the General Meeting with the requested specific information on the Company's affairs, at As these are useful for the actual assessment of the items on the agenda. The Board of Directors may respond in a single application to shareholders with the same content. The obligation to provide information does not exist when the relevant information is already available on the Company's website, in particular in the form of questions and answers.
At the request of shareholders representing one fifth (1/5) of the paid up share capital submitted to the Company until 25.06.2017, ie at least five full days before the General Meeting, the Board of Directors is obliged to provide To the General Meeting information on the course of corporate affairs and the Company's assets. In all the above mentioned cases, the requesting shareholders have to prove their shareholding and the number of shares they hold in the exercise of the relevant right. Such proof shall also be the presentation of a certificate by the entity in which the relevant securities are held or the certification of the shareholding by direct online connection of the company and the Company.
The information and documents provided for in article 27 par. 2190/1920 will be available in electronic form on the Company's website at www.iktinos.gr and in a printed copy at the company's offices at 7 Lykovryseos Street, Metamorfosi, Attica.