ELVAL HOLDINGS S.A.
RESOLUTIONS OF THE ANNUAL GENERAL MEETING
The company ELVAL S.A. announces that, on Wednesday, 15 June 2011 and 12:30 p.m., its shareholders assembled at the Annual General Shareholders Meeting at the PRESIDENT hotel in Athens. Fourteen (14) shareholders were present, owners of 88,653,558 shares of total 124,100,815 shares, namely the 71.44%.
On the topics of the General Meeting the shareholders decided the following:
1. The approval of the annual financial statements of fiscal year 2010, with the relevant reports of the Board of Directors and Auditors. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,653,558 (i.e. 100% of attending votes)).
2. The discharge of the members of the Board of Directors and Auditors from every compensation liability for the fiscal year 2010. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,653,558 (i.e. 100% of attending votes)).
3. The election as independent auditors for the fiscal year 2011 the auditing company of KPMG CERTIFIED AUDITORS A.E., according to their offer. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,600,219 (i.e. 99.94% of attending votes), votes against 52,077 (i.e. 0.059% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
4. The election as a new Board of Directors of the company for a term of one (1) year the following:
(1) MILTIADIS LIDORIKIS
(2) DIMITRIOS KYRIAKOPOULOS,
(3) IOANNIS PANAGIOTOPOULOS,
(4) KONSTANTINOS KATSAROS,
(5) NIKOLAOS KOUDOUNIS,
(6) ANDREAS KYRIAZIS, independent member,
(7) KONSTANTINOS BAKOURIS,
(8) ABRAHAM MEYIR,
(9) KONSTANTINOS KOUKLELIS,
(10) GERARD DECOSTER, independent member,
(11) REINHOLD WAGNER
(Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,600,219 (i.e. 99.94% of attending votes), votes against 52,077 (i.e. 0.059% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
5. The election of the following Audit Committee members, according to Article 37 of the Law No 3693/2008:
(1) ANDREAS KYRIAZIS, non executive, independent member
(2) ABRAHAM MEYIR,
(3) KONSTANTINOS KOUKLELIS.
(Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,645,413 (i.e. 99.99% of attending votes), votes against 6,883 (i.e. 0.009% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
6. The approval of the remuneration of members of the Board of Directors in accordance with article 24 par. 2 of the Law No 2190/1920. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,645,413 (i.e. 99.99% of attending votes), votes against 6,883 (i.e. 0.009% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
7. The approval of the coverage of ELVAL's participation for investments that have integrated in the development Law No 3299/2004. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,645,413 (i.e. 99.99% of attending votes), votes against 6,883 (i.e. 0.009% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
8. The approval of the issuance of common bond loans, in accordance with L. 3156/2003, up to the amount of eighty million Euros (€80,000,000.00). (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,600,219 (i.e. 99.94% of attending votes), votes against 52,077 (i.e. 0.059% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
9. There were no other announcements.
On the topics of the General Meeting the shareholders decided the following:
1. The approval of the annual financial statements of fiscal year 2010, with the relevant reports of the Board of Directors and Auditors. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,653,558 (i.e. 100% of attending votes)).
2. The discharge of the members of the Board of Directors and Auditors from every compensation liability for the fiscal year 2010. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,653,558 (i.e. 100% of attending votes)).
3. The election as independent auditors for the fiscal year 2011 the auditing company of KPMG CERTIFIED AUDITORS A.E., according to their offer. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,600,219 (i.e. 99.94% of attending votes), votes against 52,077 (i.e. 0.059% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
4. The election as a new Board of Directors of the company for a term of one (1) year the following:
(1) MILTIADIS LIDORIKIS
(2) DIMITRIOS KYRIAKOPOULOS,
(3) IOANNIS PANAGIOTOPOULOS,
(4) KONSTANTINOS KATSAROS,
(5) NIKOLAOS KOUDOUNIS,
(6) ANDREAS KYRIAZIS, independent member,
(7) KONSTANTINOS BAKOURIS,
(8) ABRAHAM MEYIR,
(9) KONSTANTINOS KOUKLELIS,
(10) GERARD DECOSTER, independent member,
(11) REINHOLD WAGNER
(Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,600,219 (i.e. 99.94% of attending votes), votes against 52,077 (i.e. 0.059% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
5. The election of the following Audit Committee members, according to Article 37 of the Law No 3693/2008:
(1) ANDREAS KYRIAZIS, non executive, independent member
(2) ABRAHAM MEYIR,
(3) KONSTANTINOS KOUKLELIS.
(Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,645,413 (i.e. 99.99% of attending votes), votes against 6,883 (i.e. 0.009% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
6. The approval of the remuneration of members of the Board of Directors in accordance with article 24 par. 2 of the Law No 2190/1920. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,645,413 (i.e. 99.99% of attending votes), votes against 6,883 (i.e. 0.009% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
7. The approval of the coverage of ELVAL's participation for investments that have integrated in the development Law No 3299/2004. (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,645,413 (i.e. 99.99% of attending votes), votes against 6,883 (i.e. 0.009% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
8. The approval of the issuance of common bond loans, in accordance with L. 3156/2003, up to the amount of eighty million Euros (€80,000,000.00). (Votes: 88,653,558 (i.e. 100% of attending votes), votes for 88,600,219 (i.e. 99.94% of attending votes), votes against 52,077 (i.e. 0.059% of attending votes), abstention 1,262 (i.e. 0.001% of attending votes)).
9. There were no other announcements.