CYPRUS POPULAR BANK PUBLIC CO LTD
Decisions of the Extraordinary General Meeting of 31 May 2011
"MARFIN POPULAR BANK PUBLIC CO LTD" (the "Bank") announces that on 31.05.2011 an Extraordinary General Meeting was held the participation, in person or by proxy, of shareholders representing 39,16% of the Bank's share capital. During the Meeting concerned, discussion took place and decisions were taken on all the matters on the agenda, as follows:
Ordinary Resolution 1
Approval was granted on the basis of 99,99% of the share capital represented that the nominal share capital of the Company is increased from €1.776.500.000,00 divided into 2.090.000.000 ordinary shares of nominal value €0,85 each to €1.870.000.000,00 divided into 2.200.000.000 ordinary shares of nominal value €0,85 each by the creation of 110.000.000 new ordinary shares of nominal value €0,85 each which will have the same rights as the existing ordinary shares of the Company.
Ordinary Resolution 2
Approval was granted on the basis of 96,59% of the share capital represented that the terms of the Share Options Scheme established by the First (Ordinary) Resolution of the Extraordinary General Meeting of the Shareholders which was held on 17 April 2007 and was amended by the Ordinary Resolution 1 of the Extraordinary General Meeting of the Shareholders which was held on 23 December 2009, for the Members of the Board of Directors and the employees of the Company, as well as for its affiliated and associated companies be amended and in particular that the exercise price is re-set at one euro and eighty cent (€1,80) and any other term as considered necessary be amended.
Special Resolution 1
It was confirmed on the basis of 96,79%, apart from 0,03% of the share capital represented who abstained from voting, the authorization granted to the Board of Directors of the Company by the Second (Special) Resolution of the Extraordinary General Meeting of the Shareholders which was held on 17 April 2007 to issue, in the framework of the implementation of the Share Options Scheme, as is currently in force, up to 80.000.000 shares of the Company of nominal value eighty five cents (€0,85) each, without the shares first being offered to the existing shareholders of the Company as provided by the Articles of Association of the Company and the Law.
Ordinary Resolution 1
Approval was granted on the basis of 99,99% of the share capital represented that the nominal share capital of the Company is increased from €1.776.500.000,00 divided into 2.090.000.000 ordinary shares of nominal value €0,85 each to €1.870.000.000,00 divided into 2.200.000.000 ordinary shares of nominal value €0,85 each by the creation of 110.000.000 new ordinary shares of nominal value €0,85 each which will have the same rights as the existing ordinary shares of the Company.
Ordinary Resolution 2
Approval was granted on the basis of 96,59% of the share capital represented that the terms of the Share Options Scheme established by the First (Ordinary) Resolution of the Extraordinary General Meeting of the Shareholders which was held on 17 April 2007 and was amended by the Ordinary Resolution 1 of the Extraordinary General Meeting of the Shareholders which was held on 23 December 2009, for the Members of the Board of Directors and the employees of the Company, as well as for its affiliated and associated companies be amended and in particular that the exercise price is re-set at one euro and eighty cent (€1,80) and any other term as considered necessary be amended.
Special Resolution 1
It was confirmed on the basis of 96,79%, apart from 0,03% of the share capital represented who abstained from voting, the authorization granted to the Board of Directors of the Company by the Second (Special) Resolution of the Extraordinary General Meeting of the Shareholders which was held on 17 April 2007 to issue, in the framework of the implementation of the Share Options Scheme, as is currently in force, up to 80.000.000 shares of the Company of nominal value eighty five cents (€0,85) each, without the shares first being offered to the existing shareholders of the Company as provided by the Articles of Association of the Company and the Law.