Forthnet S.A.

Announcement of the Resolutions of the Ordinary General Meeting of Shareholders

The company Forthnet S.A announces that the Annual Ordinary General Meeting of its Shareholders was held on the 27th of June 2012, the day being Wednesday, at 11:00, at the premises of Company's registered seat, Municipality of Heraklion in Crete (Foundation for Research and Technology, area Vassilika Voutes). In the aforementioned meeting the items on the agenda were discussed and resolutions were adopted on these items.

Throughout the term of the General Meeting, twenty four (24) shareholders were present, representing the 73,79% of the paid up share capital of the Company, which corresponds to 114.699.808 shares, out of the total 155,431,324 shares with a voting right, and therefore the Company had the required by Law quorum for adopting resolutions on all the items of the agenda.

Specifically:

 

-As regards the 1st item on the agenda, the Ordinary General Meeting approved the Financial Statements (Parent Company and Consolidated) for the fiscal year 2011 (01/01/2011-31/12/2011) along with the respective reports of the Board of Directors and the Audit Certificates of the Certified Auditors-Accountants of the Company for the proceedings of the terminated fiscal year of 2011. Furthermore, the non distribution of dividend was approved.

 

For: 114.699.808 votes, i.e. percentage 100 % of the represented share capital.

Against: 0 votes.

Abstinence: 0 votes.

 

-As regards the 2nd item on the agenda, the Ordinary General Meeting released the members of the Board of Directors and the Certified Auditors-Accountants from any liability for damages with regard to the financial statements and administration during the fiscal year of 2011 (01/01/2011-31/12/2011).

 

For: 114.619.808 votes, i.e. percentage 99,93% of the represented share capital.

Against: 80.000 votes, i.e. percentage 0,07% of the represented share capital.

Abstinence: 0 votes.

 

-As regards the 3rd item on the agenda, the Ordinary General Meeting elected the auditing companies: a) “ERNST & YOUNG (HELLAS) CERTIFIED AUDITORS-ACCOUNTANTS S.A” and b) “SOL S.A.-ASSOCIATED CERTIFIED PUBLIC ACCOUNTANTS-AUDITORS”, in order to jointly undertake the statutory audit of the Financial Statements (Parent Company and Consolidated) for the fiscal year of 2012 and approved their compensation.

 

For: 113.941.846 votes, i.e. percentage 99,34% of the represented share capital.

Against: 80.000 votes, i.e. percentage 0,07% of the represented share capital.

Abstinence: 677.962 votes, i.e. percentage 0,59% of the represented share capital.

 

-As regards the 4th item on the agenda, the Ordinary General Meeting approved the specific tax audit and the issuance of the tax certificate for 2011, which was conducted according to the law and jointly by the auditing companies “ERNST & YOUNG (HELLAS) CERTIFIED AUDITORS-ACCOUNTANTS S.A” and “SOL S.A.-ASSOCIATED CERTIFIED PUBLIC ACCOUNTANTS-AUDITORS”, as well as their paid compensation.

 

In addition, the Ordinary General Meeting elected for the conduct of the specific tax audit and the issuance of the tax certificate for the current fiscal year of 2012 (01/01/2012 to 31/12/2012) the auditing companies “ERNST & YOUNG (HELLAS) CERTIFIED AUDITORS-ACCOUNTANTS S.A” and “SOL S.A.-ASSOCIATED CERTIFIED PUBLIC ACCOUNTANTS-AUDITORS” and approved their compensation.

 

For: 114.609.833 votes, i.e. percentage 99,92% of the represented share capital.

Against: 80.000 votes, i.e. percentage 0,07% of the represented share capital.

Abstinence: 9.975 votes, i.e. percentage 0,01% of the represented share capital.

 

-As regards the 5th item on the agenda, the Ordinary General Meeting approved the paid compensation and benefits to the executive and non-executive Members of the Board of Directors during the fiscal year 2011. It defined and approved the remuneration of the non executive and the executive members for the fiscal year of 2012 and approved the update of the productivity and incentive plan at the discretion of the Board of Directors and on the basis of the achievement of targets.

For: 111.878.901 votes, i.e. percentage 97,54% of the represented share capital.

Against: 483.945 votes, i.e. percentage 0,42% of the represented share capital.

Abstinence: 2.336.962 votes, i.e. percentage 2,04% of the represented share capital.

 

-As regards the 6th item on the agenda, the Ordinary General Meeting approved agreements between the Company and affiliated enterprises of Forthnet Group, according to article 23a of the C.L. 2190/1920 as valid.

For: 114.619.808 votes, i.e. percentage 99,93% of the represented share capital.

Against: 80.000 votes, i.e. percentage 0,07% of the represented share capital.

Abstinence: 0 votes.

 

-As regards the 7th item on the agenda, the Ordinary General Meeting granted an authorization to the Chief Executive Officer of the company, with a view to evaluate the terms of the existing collective Retirement Plan of 2009, as it was materialized within the framework of the 22.01.2009, 07.04.2009 and 24.12.2009 resolutions of the Board of Directors and approved by the June 2010 resolution of the General Meeting of the Company, in the light of the current financial conditions and negotiate either the amendment of the existing Plan or the terms of a new Plan provided that the terms of the new Plan are considered to be to the Company's profit, notifying the relevant Contract to the Board of Directors. Within the bounds of the granted authorization, the General Meeting approved the right of annulment or transfer of the existing Plan, provided that this is necessary according to the circumstances or at the Chief Executive Officer's discretion.

For: 111.813.209 votes, i.e. percentage 97,48% of the represented share capital.

Against: 483.945 votes, i.e. percentage 0,42% of the represented share capital.

Abstinence: 2.402.654 votes, i.e. percentage 2,09% of the represented share capital.

 

-As regards the 8th item on the agenda of the Ordinary General Meeting, no resolutions were adopted.