S & B INDUSTRIAL MINERALS S.A.
FORM OF ARTICLE 4 L.3401/2005
S&B INDUSTRIAL MINERALS S.A.: FORM OF ARTICLE 4 L.3401/2005 REGARDING THE TRADING OF NEW SHARES ARISING FROM THE SHARE CAPITAL INCREASE THROUGH CAPITALIZATION OF INDISPOSED PROFITS TO BE DISTRIBUTED TO MANAGEMENT EXECUTIVES
S&B Industrial Minerals S.A. (the "Company") informs the public that following resolution of the General Shareholders Ordinary Meeting on 14/5/2008, has decided to proceed with a share capital increase by 99.297 Euro and issuance of 99.297 new shares of nominal value one (1) euro each and issuance price at premium, through capitalization of indisposed tax profits, so as to be disposed to eleven (11) top management executives of the company and of affiliated companies, as well as to executive members of the Board of Directors as per Company's Board of Directors decision.
This disposal will take place as recognition of the efforts and achievements of the above executives in 2007 according to judgment of the Board of Directors (decision on 19.05.2008). The new shares will be distributed to the company's top management executives based on article 1 par. 2 of P.D.30/1988:
"The distribution of shares according to par. 1 of P.D.30/1988 is optional and resolved by the General Meeting of the company owning the shares to be distributed by quorum required and majority defined in articles 29 par. 1, 2 and 31 par. 1 of the Cod. L. 2190/1920. For this purpose the company acquires the shares either through purchase or issuance of new shares via share capital increase contributed by indisposed profits or covered by the shareholders. The shares to be distributed can be common or preferred. Beneficiaries can be individuals of any kind of employment relationship with the company or affiliate. The distribution of shares is ordered by the Board of Directors and delivery of the shares to the beneficiaries. The resolution of the General Meeting defines in particular the kind and number of shares to be distributed, the beneficiaries and any other relevant detail not otherwise regulated by law. "
Since the issuance of these shares is in favour of employed personnel, according to the above provisions, there will be no exercise of the pre-emptive right of old shareholders. Hence, following this increase the share capital amounts to 30.975.957 euro divided to 30.975.957 shares of nominal value one (1) euro each.
This share capital increase was recorded in the Register of Societes Anonymes on June 2nd 2008 with the K2-6430 and K2-6430 Ministry of Development decision and announcement respectively.
Responsible for the drafting of this information note and of the accuracy of its content is Mr. Kriton Anavlavis, Chief Financial Officer of the Group. The present note is available at the company's offices in Kifissia - 15 A. Metaxa str, 145 64 Kifissia and in electronic form at the corporate website www.sandb.com
For any further information the shareholders may contact the shareholders' department, Ms. Vicky Exarchou, tel: +30 210 6296168.