CYPRUS POPULAR BANK PUBLIC CO LTD
Extraordinary General Meeting
You are hereby informed that at 18:00 on Thursday, 15 May 2008, or immediately after the conclusion of the business of the Annual General Meeting to be held on the same day, an Extraordinary General Meeting of shareholders of MARFIN POPULAR BANK PUBLIC CO LTD (the "Bank") will be held at the Hilton Cyprus Hotel in Nicosia to consider and, if so decided, pass the following Special Resolutions, as proposed.
Special Resolution 1
That, in conformity with the provisions of Law of 2007 on Adoption of the Euro regarding the conversion of the share capital, from 1 January 2008:
(a) The share capital of the Bank is converted from Cyprus Pounds to Euro.
(b) The nominal value of a Bank share is converted and decreased, after rounding down, from CYP 0,50 to EUR 0,85.
(c) The nominal share capital of the Bank is converted and decreased from CYP 475.000.000 (EUR 811.585.684,65), divided into 950.000.000 shares, each with a nominal value of CYP 0.50, to EUR 807.500.000, divided into 950.000.000 shares, each with a nominal value of EUR 0,85.
(d) The issued share capital of the Company is converted and decreased, after rounding, from CYP 398.345.574,50 (EUR 680.613.822,76) to EUR 677.187.476,65, divided into 796.691.149 shares, each with a nominal value of EUR 0,85.
(e) The reduction in the issued share capital of the Bank resulting from the above conversion of the share capital from Cyprus Pounds to Euro totaling Euro 3.426.346,11, is entered in a Special Reserve Account which will be called "Difference from the conversion of the share capital to Euro", for future capitalization or other lawful use.
Special Resolution 2
That the Ordinary Resolution which was voted and approved at the Extraordinary General Meeting of the Bank which was held on 17 December 2007 in relation to the conversion of the share capital of the Bank from Cyprus Pounds to Euro is cancelled and is hereby be cancelled.
A shareholder entitled to attend and vote at the Meeting, is entitled to appoint a proxy to attend and vote on his behalf. The proxy need not be a member of the Bank.
Special Resolution 1
That, in conformity with the provisions of Law of 2007 on Adoption of the Euro regarding the conversion of the share capital, from 1 January 2008:
(a) The share capital of the Bank is converted from Cyprus Pounds to Euro.
(b) The nominal value of a Bank share is converted and decreased, after rounding down, from CYP 0,50 to EUR 0,85.
(c) The nominal share capital of the Bank is converted and decreased from CYP 475.000.000 (EUR 811.585.684,65), divided into 950.000.000 shares, each with a nominal value of CYP 0.50, to EUR 807.500.000, divided into 950.000.000 shares, each with a nominal value of EUR 0,85.
(d) The issued share capital of the Company is converted and decreased, after rounding, from CYP 398.345.574,50 (EUR 680.613.822,76) to EUR 677.187.476,65, divided into 796.691.149 shares, each with a nominal value of EUR 0,85.
(e) The reduction in the issued share capital of the Bank resulting from the above conversion of the share capital from Cyprus Pounds to Euro totaling Euro 3.426.346,11, is entered in a Special Reserve Account which will be called "Difference from the conversion of the share capital to Euro", for future capitalization or other lawful use.
Special Resolution 2
That the Ordinary Resolution which was voted and approved at the Extraordinary General Meeting of the Bank which was held on 17 December 2007 in relation to the conversion of the share capital of the Bank from Cyprus Pounds to Euro is cancelled and is hereby be cancelled.
A shareholder entitled to attend and vote at the Meeting, is entitled to appoint a proxy to attend and vote on his behalf. The proxy need not be a member of the Bank.