Announcement of HERACLES GENERAL CEMENT COMPANY Codified Articles of Association Draft of Amendment

In accordance with provisions of article 19 par. 2 of L. 3556/2007 and in view of the meeting of the Annual Ordinary General Assembly on Thursday 27 June 2013, ΗERACLES GENERAL CEMENT COMPANY announces that it intends to amend articles 11, 15 and 18 of the Company's Articles of Association regarding the Board of Directors.

On the above issue, the articles 11, 15 and 18 of the Company's Articles of Association, are being proposed to be drafted as follows:

“Article 11

The Company is managed by the Board of Directors consisting from five (5) to nine (9) members elected from the General Meeting of  Shareholders and may be freely revoked by it.

The term of office of the members of the Board of Directors is three years and is automatically extended until the first Ordinary General Meeting after the expiration of their term of office which, however, may not exceed four years. The members of the Board of Directors can be re-elected.”

“Article 15

a. The Board of Directors must meet at the Company seat each time this is required by the law, the articles of association or the needs of the Company.

b. The Board of Directors may validly meet in a place other than the Company seat, which may be either in Paris, France or in Agria Volos, Mylaki Aliveriou or Mikro Vathy Avlidos in Halkis, in accordance with the provisions of these Articles on quorum and majority. It may also meet elsewhere in Greece or abroad, provided all members are present or represented and none of them objects to holding the meeting and passing resolutions. Further, the Board meets validly by tele– or videoconference, under the terms of the law in force and under the security provisions regarding the validity of the meeting, stipulated by resolution of the Board of Directors. In this case the invitation to the members of the Board of Directors includes the necessary information for their participation in the meeting.

c. Each member may, in a simple letter, authorize another member of the Board of Directors to represent him in one or more meetings of the Board of Directors and vote on his behalf. Each member may not represent more than one nor may it transfer such representation authorization to another party. A member of the Board of Directors may not be represented by a person who is not a member of the Board of Directors. A quorum of the Board of Directors is comprised of one half plus one of the number of the members being present or represented, but in any case attendance in person of members should never be below three. The resolutions of the Board of Directors are validly taken by absolute majority of the members present or represented, and in case of equality the voting is repeated with the Chairman having a casting vote. On personal matters the decisions of the Board of Directors are taken in secret vote.”

“Article 18

In the event a member of the Board of Directors resigns, dies or loses in any way its capacity, the remaining members, provided they are at least three, may elect member(s) in replacement for the rest of the term of the member(s) replaced. Such resolution on the election is notified to the next General Meeting, which can replace the elected members, even if no such subject has been provided in the agenda. Any acts undertaken by the Board of Directors, convened as above, with the participation of member(s) elected by the remaining members, are valid and binding for the Company in relation to third parties. The remaining Directors may alternatively carry on the management and the representation of the Company without replacing the vacant members, provided their number exceeds one half (1/2) of the number of the members initially appointed and the legal provisions on corporate governance are observed. In any event, the remaining members regardless of their number shall be entitled to call the General Meeting with exclusive item on the agenda the election of a new Board of Directors.”