F.G. EUROPE S.A.
Announcement
According to Article 279 of the rules of the Athens Exchange we disclose that:
The annual general assembly of shareholders of the company on its meeting today March 26, 2008, that were attended by six (6) shareholders representing the 68,74% of the companies total shares:
1. Approved the company and consolidated financial statements of the company for the year January 1, to December 31, 2007.
2. Approved the proposal of the Board of Directors to distribute the amount of Euro 11.616.033,88 as dividend to the shareholders of the company, representing Euro 0,22 per share. Beneficiaries of the dividend will be the holders of shares of March 27, 2008, ex-dividend date will be Friday, March 28, 2008 and payment will begin on Friday, April 4, 2008.
3. Granted authorization to the Board of Directors according to the provisions of par. 1.b and 4.a of Article 13 of CL 2190/1920, to decide about the time to increase the share capital of the company, the amount, the number and price of the new shares etc.
4. Decided the cancellation of 1.780.220 treasury shares that represent 3,26% of the total share capital, that were purchased according to the decision of the extraordinary general assembly of February 8, 2005, because of the completion of a three years holding period on April 1, 2008 from the date of the first purchase, reducing the share capital by the amount of Euro 534.066 and the share premium account by the amount of Euro 5.055.920,71 up to the total amount of purchase (5.589.986,71). The total amount of the purchase cost of the treasury shares (5.589.986,71), that was completed in 2006 is subtracted from the company?s and Group?s equity.
5. Released the members of the Board of Directors and the Auditors from any compensation liability for the fiscal year January 1 to December 31, 2007.
6. Elected the new Board of Directors for a two years service term as follows:
Executive members: Fidakis Georgios, Koutsoubelis Konstantinos, Pantousis Ioannis, Demenagas Andreas-Fotios and Vlamis Georgios and Non-executive and independent members:
Stroggylopoulos Georgios, Katsoulakos Ioannis, Lioukas Spyros and Piblis Nikoalos.
7. Approved the fees and compensation to the independent non-executive members of the Board of Directors paid in 2007 and pre approved their remuneration for the fiscal year 2008.
8. Granted permission according to article 23 a of Law 2190/1920 and approved the conclusion of agreements between the company and the members of the Board of Directors or companies related to them.
9. Granted permission to the members of the Board of Directors according to article 23 par. 1 of Law 2190/1920, to participate in the Board of Directors or the management of affiliated companies that have similar businesses or activities.
10. Elected the audit firm SOL S.A. for the performance of the audit of the financial statements of the company for the fiscal year from January 1 to December 31, 2008.
11. Approved the existing agreements between the company and its subsidiaries.
Finally, a reference to the company?s very good perspectives according to the up to data was made, regardless of the significant deficiency in products due to the prevalent situation in the ports and impuissance of customs clearance. For the year 2008 as a whole, according to the up to date data, the management expects a further increase in sales of the long living consumer goods, which will have a positive effect on the Group's financial results and profits.
The management's estimations are based on:
The increased need of residential air conditioning, the trend to branded, new technology products (INVERTER), the outstanding rise in oil prices, factors which are expected to reinforce the demand in the air conditioners segment, increasing the company?s sales on the domestic market for 2008, as well.
The important boost in exports accruing from the Turkish market, where the Group started activating from the beginning of 2008.
The increase in sales of central and semi-central air-condition, apart from the Greek market, on the Balkan and the Turkish market, where high demand is noticed.
The increase in sales of SHARP LCD TVs, which is expected to peak in the first half of 2008, due to the important sports events. (EURO 2008, OLYMPIC GAMES IN PEKING) M
oreover, a reference to the restructuring of bank loans was made, by the issuance of a syndicated loan of 75 mil. euro
Referring to the energy sector, it was announced by the management that the strategic investments will be continued, while 2 new energy units will be added to the Group?s capacity within 2008. These are the second hydroelectric plant of HYDORELECTRIC ACHAIAS S.A. at the Kerinitis River, of 1.015MW capacity, and the wind park, of 10MW capacity, of EOLIKI KYLINDRIAS S.A., a 100% subsidiary company of R.F. ENERGY S.A.
Furthermore, the management announced the completion of the transfer of the shares of the 55.25% subsidiary company HYDROELECTRIC AHAIAS S.A. and the 100% of the subsidiary company CITY ELECTRIC S.A. to the Group?s subsidiary company R.F. ENERGY S.A., which acquired totally the 100% of the shares of the above companies. Moreover, the management announced the completion of the construction and the start-up, from this month, of the wind park with 15MW capacity, of KALLISTI ENERGIAKI S.A., a 100% subsidiary company of R.F.ENERGY S.A.
The annual general assembly of shareholders of the company on its meeting today March 26, 2008, that were attended by six (6) shareholders representing the 68,74% of the companies total shares:
1. Approved the company and consolidated financial statements of the company for the year January 1, to December 31, 2007.
2. Approved the proposal of the Board of Directors to distribute the amount of Euro 11.616.033,88 as dividend to the shareholders of the company, representing Euro 0,22 per share. Beneficiaries of the dividend will be the holders of shares of March 27, 2008, ex-dividend date will be Friday, March 28, 2008 and payment will begin on Friday, April 4, 2008.
3. Granted authorization to the Board of Directors according to the provisions of par. 1.b and 4.a of Article 13 of CL 2190/1920, to decide about the time to increase the share capital of the company, the amount, the number and price of the new shares etc.
4. Decided the cancellation of 1.780.220 treasury shares that represent 3,26% of the total share capital, that were purchased according to the decision of the extraordinary general assembly of February 8, 2005, because of the completion of a three years holding period on April 1, 2008 from the date of the first purchase, reducing the share capital by the amount of Euro 534.066 and the share premium account by the amount of Euro 5.055.920,71 up to the total amount of purchase (5.589.986,71). The total amount of the purchase cost of the treasury shares (5.589.986,71), that was completed in 2006 is subtracted from the company?s and Group?s equity.
5. Released the members of the Board of Directors and the Auditors from any compensation liability for the fiscal year January 1 to December 31, 2007.
6. Elected the new Board of Directors for a two years service term as follows:
Executive members: Fidakis Georgios, Koutsoubelis Konstantinos, Pantousis Ioannis, Demenagas Andreas-Fotios and Vlamis Georgios and Non-executive and independent members:
Stroggylopoulos Georgios, Katsoulakos Ioannis, Lioukas Spyros and Piblis Nikoalos.
7. Approved the fees and compensation to the independent non-executive members of the Board of Directors paid in 2007 and pre approved their remuneration for the fiscal year 2008.
8. Granted permission according to article 23 a of Law 2190/1920 and approved the conclusion of agreements between the company and the members of the Board of Directors or companies related to them.
9. Granted permission to the members of the Board of Directors according to article 23 par. 1 of Law 2190/1920, to participate in the Board of Directors or the management of affiliated companies that have similar businesses or activities.
10. Elected the audit firm SOL S.A. for the performance of the audit of the financial statements of the company for the fiscal year from January 1 to December 31, 2008.
11. Approved the existing agreements between the company and its subsidiaries.
Finally, a reference to the company?s very good perspectives according to the up to data was made, regardless of the significant deficiency in products due to the prevalent situation in the ports and impuissance of customs clearance. For the year 2008 as a whole, according to the up to date data, the management expects a further increase in sales of the long living consumer goods, which will have a positive effect on the Group's financial results and profits.
The management's estimations are based on:
The increased need of residential air conditioning, the trend to branded, new technology products (INVERTER), the outstanding rise in oil prices, factors which are expected to reinforce the demand in the air conditioners segment, increasing the company?s sales on the domestic market for 2008, as well.
The important boost in exports accruing from the Turkish market, where the Group started activating from the beginning of 2008.
The increase in sales of central and semi-central air-condition, apart from the Greek market, on the Balkan and the Turkish market, where high demand is noticed.
The increase in sales of SHARP LCD TVs, which is expected to peak in the first half of 2008, due to the important sports events. (EURO 2008, OLYMPIC GAMES IN PEKING) M
oreover, a reference to the restructuring of bank loans was made, by the issuance of a syndicated loan of 75 mil. euro
Referring to the energy sector, it was announced by the management that the strategic investments will be continued, while 2 new energy units will be added to the Group?s capacity within 2008. These are the second hydroelectric plant of HYDORELECTRIC ACHAIAS S.A. at the Kerinitis River, of 1.015MW capacity, and the wind park, of 10MW capacity, of EOLIKI KYLINDRIAS S.A., a 100% subsidiary company of R.F. ENERGY S.A.
Furthermore, the management announced the completion of the transfer of the shares of the 55.25% subsidiary company HYDROELECTRIC AHAIAS S.A. and the 100% of the subsidiary company CITY ELECTRIC S.A. to the Group?s subsidiary company R.F. ENERGY S.A., which acquired totally the 100% of the shares of the above companies. Moreover, the management announced the completion of the construction and the start-up, from this month, of the wind park with 15MW capacity, of KALLISTI ENERGIAKI S.A., a 100% subsidiary company of R.F.ENERGY S.A.