M. J. MAILLIS S.A.

Resolutions of the Annual General Shareholders Meeting held on June 30, 2014

The Annual Ordinary General Meeting was held on Thursday, June 30, 2014, at 11.00, at Kifissia Attikis, 7, Kavalieratou Taki street, at the conference hall. The total number of shares that were present or represented were 121.147.698 out of 322.925.288 total shares of the company, corresponding to a percentage of 37,52%   of the company' s share capital, with the total number of shareholders attending in person or being represented amounting to five (5).

The following agenda items were discussed and decided:

1. The General Meeting approved, by a unanimous resolution of the represented to above Meeting of 37,52 % the paid up company share capital, corresponding to 121.147.698 votes of five (5) shareholders, the revised Annual Financial Statements (Company's and Consolidated) for the fiscal year 2012 and the Annual Financial Statements (Company's and Consolidated) for the fiscal year 2013 (1.1.2013– 31.12.2013) as such statements were approved by the resolution of the board of directors with number 715 and dated 28.03.2014.

2. The General Meeting, by a unanimous resolution of the represented to above Meeting 37,52 % the paid up company share capital, corresponding to 121.147.698 votes of five (5) shareholders, after calling each one of the shareholders who were present and  represented, released the Board of Directors and the Auditor from any liability for the fiscal year 2013.

3. The General Meeting, by affirmative vote of the represented to above Meeting 37,51% of the paid up company share capital, corresponding to 121.143.728 votes of four (4) shareholders, elected as Certified Auditor for the fiscal year 2014 the audit company PricewaterhouseCoopers, with registered seat at Halandri Attiki (268 Kifissias Avenue) with Companies Registry Number 30593/01ΑΤ/Β/94/91/99 and Certified Auditors Registry Number 113 and determined the remuneration of the aforementioned Audit Company up to the amount of four hundred fifty thousand and eight hundred fifty euros (450.850 €) for the audit of the Company's Financial Statements  and the Consolidated Financial Statements for the fiscal year 2014 and as  substitute auditor.  

4. The General Meeting, by affirmative vote of the represented to above Meeting 37,51% of the paid up company share capital, corresponding to 121.143.728 votes of four (4) shareholders, approved the election of Mr. George Momferratos during the meeting of the Board of Directors on 17.03.2014, as independent –non executive member of the Board of Directors, in replacement of the late independent non executive member Stylianos Stavridis.

5. The General Meeting, by a unanimous resolution of the represented to above Meeting 37,52% of the paid up company share capital, corresponding to 121.147.698 votes of five (5) shareholders approved the election of Mr. George Momferratos during the meeting of the Board of Directors on 17.03.2014, as independent –non executive as member of the Audit Committee of Law 3693/2008 art. 37 in replacement of the late independent non executive member Stylianos Stavridis and elected a new Audit Committee of Law 3693/2008 art. 37 for a four year term and members Mrs Lito Ioannidou, Mr. George Momferratos and Mr. Petros Tzannetakis.

6.The General Meeting, by a unanimous resolution of the represented to above Meeting 37,52% of the paid up company share capital, corresponding to 121.147.698 votes of five (5) shareholders approved the total paid up amount of all kind of remunerations to the members of the Board of Directors, except of  those employed by the Company by virtue of employment agreements,  for the fiscal year 2013, i.e.:(a)  total amount of €150,000  as annual remuneration (attendance expenses) to the non executive members of the Board of Directors for their  participation in the Board, i.e. 25.000 € to each of the above members and (b) as further compensation of  the independent-non executive members of the Board of Directors, who have been elected as members of the Audit Committee of article 37 of Law 3693/2008,  for the time spent on their auditing tasks, the total annual amount of €46,700  for all three members .

Further on, the General Meeting, by the same as above unanimous resolution,   determined  the remunerations of the members of the Board of Directors, except of  those employed by the Company by virtue of employment agreements,  for the fiscal year 2014  to the same amounts as for fiscal year 2013, i.e. :

(a)          The annual remuneration (attendance fees) of each non executive member of the Board of Directors, participating in the Board to be set to the amount of 25,000 €, i.e. total amount of € 150.000 and

(b)          The extra remuneration of the independent – non executive members of the Board of Directors, who have been appointed to the Audit Committee of article 37 of Law 3693/2008, for the time they will spent on their auditing tasks, to be set to the total annual amount of 46.700€ for all three members.

7. The General Meeting, by a unanimous resolution of the represented to above Meeting 37,52% of the paid up company share capital, corresponding to 121.147.698 votes of five (5) shareholders, granted its authorization pursuant to article 23 paragraph 1 of Codified Law 2190/1920 to the members of the Board of Directors  and to the Company's executives to participate in the Board of Directors and/or in the management of other companies of the Group pursuing the same or similar objectives as those pursued by the Company.

8. The General Meeting, by affirmative vote of the represented to above Meeting 37,51% of the paid up company share capital, corresponding to 121.143.728 votes of four (4) shareholders, approved the amendment of the employment agreement, of the Vice-President of the Board and Chief Executive Officer (CEO), Mr. Ioannis Lentzos as per the amount of his fees as long as he holds the new office of CEO and the extension of the employment agreement of the member of the Board and Chief Financial Officer (CFO) Mr. Dimitrios Kouvatsos.

9. The General Meeting, by affirmative vote of the represented to above Meeting 37,51% of the paid up company share capital, corresponding to 121.143.728 votes of four (4) shareholders, resolved, in conformity to the provisions of  article 47 and 48 of cl. 2190/1920, due to the Company's equity being less than 50% of the Company's share capital,  the continuation of the Company's activity. Ιn this respect, the General Meeting referred to the singing of the restructuring agreement which was announced on Friday 27th of June 2014 which already changes decisively the prospect of restoring the ratio of Company's equity to its share capital, due to capitalization of a large amount of Company's debt as provided for in the relevant agreement. In furtherance to the above resolutions, the General Meeting authorized  the Board of Directors to co operate further with the Company's lenders for the restructuring of the Company's loans, which (restructuring) will include, among others, the partial  capitalization of  loans, that will result, as abovementioned, to the full reconstitution of the ratio of Company's equity to its  share capital.