CYPRUS POPULAR BANK PUBLIC CO LTD
Decesions of the Annual General Meeting and the Meeting of the Board of Directors held on May 18, 2011
DECISIONS OF THE ANNUAL GENERAL MEETING
"MARFIN POPULAR BANK PUBLIC CO LTD" (the "Bank") announces that on 18.05.2011 the Annual General Meeting was held with the participation, in person or by proxy, of shareholders representing 40,29% of the Bank's share capital. During the Meeting concerned, discussion took place and decisions were taken on the matters on the agenda, as follows:
1. The Financial Statements of the Bank for the year ended December 31st, 2010 and the relevant Reports of the Directors and the Auditors were considered and unanimously approved.
2. Approval was granted on the basis of 99,73% of the share capital represented, for distribution of a dividend for the year 2010 of Euro 0,10 per share, in the form of shares issued by the Bank with an issue price of Euro 1,00 per share, in accordance to the decision of the Board of Directors dated 29.3.2011. At the same time the Board of Directors was authorised to determine the ex-dividend date, the date and the procedure for payment of the dividend to beneficiaries, taking into account the Financial Calendar announced to investors.
It is reminded that according to the above Calendar, beneficiaries for the dividend will be those holding shares at the end of the trading session of the Athens Exchange and the Cyprus Stock Exchange on 27.05.2011, the ex-dividend date will be 25.05.2011, the record date will be 27.05.2011 and the proposed start date for payment of the dividend will be 17.06.2011.
Moreover, it was decided on the basis of 99,73% of the share capital represented, the authorization of the Board of Directors to determine the process of settlement of fractional rights that will arise from the payment of the dividend in shares as above, to regulate any matter that relates to the listing of the new shares on the Cyprus Stock Exchange and Athens Exchange and any other relevant matter.
3. The General Meeting elected on the basis of 99,80% of the share capital represented, the new Board of Directors, made up of Andreas Vgenopoulos, Neoclis Lysandrou, Vasilios Theocharakis, Efthimios Bouloutas, Christos Stylianides, Panayiotis Kounnis, Eleftherios Hiliadakis, Platon Lanitis, Stylianos Stylianou, Fadel Al Ali, Abdulrazaq Al Jassim, Hesham Abdulla Al Qassim, Constantinos Mylonas, and Markos Foros.
4. (a) Approval was granted on the basis of 96,85%, apart from 0,01% of the share capital represented who abstained from voting, for an annual fee of Euro 30.000 for the Non Executive Members of the Board of Directors and Euro 20.000 for the Chairman of the Audit Committee.
(b) Approval was unanimously granted for the Restricted Stock Scheme for the Members of the Board of Directors and key management personnel of the Group, as presented to the Annual General Meeting. 5. Approval was granted on the basis of 97,19%, apart from 0,31% of the share capital represented who abstained from voting, for the reappointment of PricewaterhouseCoopers and Grant Thornton as joint independent Auditors of the Bank and the Board of Directors was authorised to determine their remuneration.
DECISIONS OF THE BOARD OF DIRECTORS
The Board of Directors, which was elected by the Annual General Meeting of Shareholders, was constituted as follows:
Andreas Vgenopoulos - Chairman, Non Executive Member,
Neoclis Lysandrou - Vice Chairman, Non Executive Member,
Vasilios Theocharakis - Vice Chairman, Non Executive Member,
Efthimios Bouloutas - Group Chief Executive Officer, Executive Member,
Christos Stylianides - Deputy Chief Executive Officer, Executive Member,
Panayiotis Kounnis - Deputy Chief Executive Officer, Executive Member,
Eleftherios Hiliadakis - Executive Member,
Platon Lanitis - Non Executive Member,
Stelios Stylianou - Non Executive Member,
Fadel Al Ali - Non Executive Member,
Abdulrazaq Al Jassim - Non Executive Member,
Hesham Abdulla Al Qassim - Independent Non Executive Member,
Constantinos Mylonas - Independent Non Executive Member,
Markos Foros, Independent Non Executive Member.
The Board of Directors after its constitution elected Mr Constantinos Mylonas as Senior Independent Non Executive Director.
The Board of Directors has also appointed the Members of the following Committees as follows:
Audit Committee: Constantinos Mylonas - Chairman, Markos Foros, Neoclis Lysandrou - Members
Compensation Committee: Constantinos Mylonas - Chairman, Platon Lanitis, Markos Foros - Members
Nominations / Internal Governance Committee: Platon Lanitis - Chairman, Markos Foros, Neoclis Lysandrou - Members
Risk Management Committee: Neoclis Lysandrou - Chairman, Markos Foros, Christos Stylianides - Members
Furthermore, the Board of Directors has confirmed the constitution of the Members of the other Committees [Project & Technology Committee (I.T. Steering Committee), Executive Committee, ALCO Committee, Market Risk Committee, Credit Committees] as they were appointed by the Board of Directors on a previous meeting.
"MARFIN POPULAR BANK PUBLIC CO LTD" (the "Bank") announces that on 18.05.2011 the Annual General Meeting was held with the participation, in person or by proxy, of shareholders representing 40,29% of the Bank's share capital. During the Meeting concerned, discussion took place and decisions were taken on the matters on the agenda, as follows:
1. The Financial Statements of the Bank for the year ended December 31st, 2010 and the relevant Reports of the Directors and the Auditors were considered and unanimously approved.
2. Approval was granted on the basis of 99,73% of the share capital represented, for distribution of a dividend for the year 2010 of Euro 0,10 per share, in the form of shares issued by the Bank with an issue price of Euro 1,00 per share, in accordance to the decision of the Board of Directors dated 29.3.2011. At the same time the Board of Directors was authorised to determine the ex-dividend date, the date and the procedure for payment of the dividend to beneficiaries, taking into account the Financial Calendar announced to investors.
It is reminded that according to the above Calendar, beneficiaries for the dividend will be those holding shares at the end of the trading session of the Athens Exchange and the Cyprus Stock Exchange on 27.05.2011, the ex-dividend date will be 25.05.2011, the record date will be 27.05.2011 and the proposed start date for payment of the dividend will be 17.06.2011.
Moreover, it was decided on the basis of 99,73% of the share capital represented, the authorization of the Board of Directors to determine the process of settlement of fractional rights that will arise from the payment of the dividend in shares as above, to regulate any matter that relates to the listing of the new shares on the Cyprus Stock Exchange and Athens Exchange and any other relevant matter.
3. The General Meeting elected on the basis of 99,80% of the share capital represented, the new Board of Directors, made up of Andreas Vgenopoulos, Neoclis Lysandrou, Vasilios Theocharakis, Efthimios Bouloutas, Christos Stylianides, Panayiotis Kounnis, Eleftherios Hiliadakis, Platon Lanitis, Stylianos Stylianou, Fadel Al Ali, Abdulrazaq Al Jassim, Hesham Abdulla Al Qassim, Constantinos Mylonas, and Markos Foros.
4. (a) Approval was granted on the basis of 96,85%, apart from 0,01% of the share capital represented who abstained from voting, for an annual fee of Euro 30.000 for the Non Executive Members of the Board of Directors and Euro 20.000 for the Chairman of the Audit Committee.
(b) Approval was unanimously granted for the Restricted Stock Scheme for the Members of the Board of Directors and key management personnel of the Group, as presented to the Annual General Meeting. 5. Approval was granted on the basis of 97,19%, apart from 0,31% of the share capital represented who abstained from voting, for the reappointment of PricewaterhouseCoopers and Grant Thornton as joint independent Auditors of the Bank and the Board of Directors was authorised to determine their remuneration.
DECISIONS OF THE BOARD OF DIRECTORS
The Board of Directors, which was elected by the Annual General Meeting of Shareholders, was constituted as follows:
Andreas Vgenopoulos - Chairman, Non Executive Member,
Neoclis Lysandrou - Vice Chairman, Non Executive Member,
Vasilios Theocharakis - Vice Chairman, Non Executive Member,
Efthimios Bouloutas - Group Chief Executive Officer, Executive Member,
Christos Stylianides - Deputy Chief Executive Officer, Executive Member,
Panayiotis Kounnis - Deputy Chief Executive Officer, Executive Member,
Eleftherios Hiliadakis - Executive Member,
Platon Lanitis - Non Executive Member,
Stelios Stylianou - Non Executive Member,
Fadel Al Ali - Non Executive Member,
Abdulrazaq Al Jassim - Non Executive Member,
Hesham Abdulla Al Qassim - Independent Non Executive Member,
Constantinos Mylonas - Independent Non Executive Member,
Markos Foros, Independent Non Executive Member.
The Board of Directors after its constitution elected Mr Constantinos Mylonas as Senior Independent Non Executive Director.
The Board of Directors has also appointed the Members of the following Committees as follows:
Audit Committee: Constantinos Mylonas - Chairman, Markos Foros, Neoclis Lysandrou - Members
Compensation Committee: Constantinos Mylonas - Chairman, Platon Lanitis, Markos Foros - Members
Nominations / Internal Governance Committee: Platon Lanitis - Chairman, Markos Foros, Neoclis Lysandrou - Members
Risk Management Committee: Neoclis Lysandrou - Chairman, Markos Foros, Christos Stylianides - Members
Furthermore, the Board of Directors has confirmed the constitution of the Members of the other Committees [Project & Technology Committee (I.T. Steering Committee), Executive Committee, ALCO Committee, Market Risk Committee, Credit Committees] as they were appointed by the Board of Directors on a previous meeting.