HERACLES GENERAL CEMENT COMPANY S.A.

Resolutions of the Ordinary Shareholders General Meeting of HERACLES GENERAL CEMENT COMPANY held on 9th May 2014 at 16.00

Resolutions of the Ordinary Shareholders General Meeting of

HERACLES GENERAL CEMENT COMPANY

held on 9th May 2014 at 16.00

 

During the 107th Ordinary General Meeting of the Company's Shareholders, in which 19 shareholders were present or represented by proxy, representing 64,043,799 shares, i.e. 90.09% of the paid up share capital, the General Meeting took the following decisions:

 

1. Approved the election of Mr Jean-Claude Block, in replacement of the resigned Mr Louis Chavane, for the remaining of his term in office, i.e. until 22.06.2015, which may be automatically extended until the Ordinary General Assembly of 2015 which will judge the deeds of the fiscal year 2014.

 

2. Approved the financial statements of the financial year 2013 with the Annual Reports of the Board of Directors and the Auditors.

 

3. Discharged the Board Members and Auditors from any liability for damages whatsoever for the financial year 2013.

 

4. Elected the Auditing Company Deloitte «Deloitte. Hatzipavlou Sofianos & Kambanis S.A.» (SOEL NO E 120) for the financial year 2014 and defined the maximum amount of their fees.

 

5.  Elected new seventh member of the Board of Directors  Mr Neil Curtis, Deputy General Counsel of Lafarge SA.

 

6. Approved the remuneration and compensations of the Members of the Board of Directors for the financial year 2013 and pre-approved their remuneration until the Ordinary Shareholders' Meeting of 2015 which will decide regarding financial year 2014. The General Meeting of the Company's Shareholders granted also permission for the conclusion of agreements with Members of the Company's Board of Directors.

 

7. Granted to the Members of the Board of Directors, the General Managers and the Managers of the Company permission to participate in the Board of Directors' Meetings or in the Management of the Group's Companies, which pursue the same or similar goals.

 

8.  It was announced that the Company has not executed till today the own-shares purchase program, through Athens Stock Exchange, which has been decided during the Shareholders Ordinary General Assembly of 22.6.2012, pursuant to article 16 of Law 2190/1920, being in force as amended by Law 3604/2007, which expires on 24.6.2014.