EUROPEAN INNOVATION SOLUTIONS S.A.

EINS INVITATION TO GENERAL MEETING

INVITATION
to the shareholders of the Société Anonyme under the corporate name
“European Innovation Solutions S.A.”
with the distinctive title
“E.In.S. S.A.”
Formerly “Euroconsultants Société Anonyme of Development and Technology Consultants”
GEMI No. 57659404000
to the Ordinary General Meeting.

 

The Board of Directors of the Société Anonyme under the corporate name “European Innovation Solutions S.A.”, with the distinctive title “E.In.S. S.A.”, formerly “Euroconsultants Société Anonyme of Development and Technology Consultants”, hereinafter referred to as the “Company”, hereby invites, in accordance with the law and the Articles of Association, the shareholders of the Company to an Ordinary General Meeting to be held on Thursday, 25 June 2026, at 12:00 noon, at the registered office of the Company in Pylaia, Thessaloniki, and specifically at 21 Antoni Tritsi Street, 2nd floor, for the discussion and adoption of resolutions on the following items of the agenda:

  1. Submission and approval of the Separate and Consolidated Annual Financial Statements for the financial year from 1.1.2025 to 31.12.2025, and of the relevant Statements and Reports of the Board of Directors and the Certified Auditors-Accountants. 
  2. Submission and presentation by the Chairman of the Audit Committee of the Audit Committee Activity Report for the year 2025, in accordance with Article 44 of Law 4449/2017; this item shall not be put to vote. 
  3. Submission of the Report of the Independent Non-Executive Members for the financial year 2025, in accordance with Article 9 par. 5 of Law 4706/2020; this item shall not be put to vote. 
  4. Discussion and advisory vote on the Remuneration Report for the financial year 2025, in accordance with Article 112 of Law 4548/2018. 
  5. Approval, pursuant to Article 108 of Law 4548/2018, of the overall management of the Company by the Board of Directors during the financial year 2025, and discharge of the Certified Auditors-Accountants from any liability for compensation in respect of their actions during the financial year 2025, in accordance with Article 117 par. 1 item (c) of Law 4548/2018. 
  6. Approval of the remuneration and benefits paid to the members of the Board of Directors for the financial year 2025. 
  7. Approval of advance payment of remuneration to the members of the Board of Directors for the financial year 2026, namely from 1.1.2026 to 31.12.2026, in accordance with Article 109 of Law 4548/2018 and the approved and currently applicable Remuneration Policy of the Company, as well as approval of the relevant agreements in connection with the above. 
  8. Election of one regular and one substitute Certified Auditor-Accountant for the statutory audit of the annual financial statements for the financial year from 01.01.2026 to 31.12.2026, the review of the interim financial statements for the same financial year, and determination of their remuneration. 
  9. Granting of permission, in accordance with Law 4548/2018, to the members of the Board of Directors and to Directors of the Company to participate in the Boards of Directors or in the management of other affiliated companies, or non-affiliated companies within the meaning of Law 4548/2018, pursuing similar purposes. 
  10. Approval of the distribution of profits for the financial year 2025 and adoption of a resolution on the payment of a dividend to the shareholders. Determination of the manner and time of payment. 
  11. Announcement of the election of a new member of the Board of Directors in replacement of a resigned member, as well as of the change in the capacity of a Board member from independent non-executive to non-executive due to the completion of a nine-year term — Approval of the relevant actions and decisions of the Board of Directors. 
  12. Amendment of Article 27, “Extraordinary Quorum & Majority of the General Meeting”, of the Company’s Articles of Association, and granting of authorisation to the Board of Directors to codify the Articles of Association into a single text. 
  13. Granting of authorisation to the Board of Directors to establish a share disposal programme pursuant to Article 113 par. 4 of Law 4548/2018 for the members of the Board of Directors and the personnel of the Company, as well as of its affiliated companies within the meaning of Article 32 of Law 4308/2014, in the form of stock options for the acquisition of shares. 
  14. Approval of the revised Internal Regulation of Operation of the Company, as already approved on 9.12.2025 by the Company’s Board of Directors. 
  15. Other matters and announcements. 

In the event that the quorum required by law for the adoption of resolutions on the items of the agenda is not achieved, the Repeat Ordinary General Meeting shall convene on 7 July 2026, Tuesday, at 12:00 noon, at the same venue, with the same agenda items, without the need for a new invitation, since five days shall elapse between the first meeting and the repeat meeting and the text of this Invitation describes in detail the place and time at which any Repeat General Meeting shall convene.

In accordance with Law 4548/2018, the Company informs the shareholders of the following:

 

A. RIGHT TO PARTICIPATE AND VOTE

Any person appearing as a shareholder in the records of the Dematerialised Securities System managed by “EURONEXT ATHENS HOLDING S.A.”, formerly “Hellenic Exchanges – Athens Stock Exchange S.A. Holding”, with the distinctive title “EURONEXT ATHENS”, in which the Company’s transferable securities, namely shares, are kept, is entitled to participate in the Ordinary General Meeting.

Proof of shareholder status shall be provided by submitting a relevant written certificate issued by the above entity or, alternatively, by direct electronic connection of the Company with the records of said entity.

Shareholder status must exist on 20.6.2026, the record date, namely at the beginning of the fifth day before the date of the General Meeting of 25.6.2026, and the relevant certificate or electronic certification regarding shareholder status must be received by the Company no later than 22.6.2026, namely on the third day before the Ordinary General Meeting.

For the Repeat Ordinary General Meeting of 7.7.2026, shareholder status must also exist at the beginning of the same record date as above, namely 20.6.2026, since the date of the Repeat Ordinary General Meeting is not more than 30 days from the record date, namely 20.6.2026, pursuant to Article 124 par. 6 of Law 4548/2018. The relevant written certificate or electronic certification regarding shareholder status must be received by the Company no later than 4.7.2026, namely on the third day before the meeting of the above Repeat Ordinary General Meeting.

In relation to the Company, only persons having shareholder status on the respective record date shall be deemed to have the right to participate and vote at the General Meeting. In the event of non-compliance with the provisions of Law 4548/2018, the relevant shareholder shall participate in the General Meeting only upon permission thereof.

It is noted that the exercise of the above rights, namely the rights of participation and voting, does not require the blocking of the beneficiary’s shares nor compliance with any other similar procedure restricting the possibility of selling and transferring such shares during the period between the record date and the date of the General Meeting.

Each share confers the right to one vote. The full text of this Invitation, as well as the information provided for under Law 4548/2018, is available in electronic form on the Company’s website: www.eins.com.gr

Thessaloniki, 26 May 2026

The Board of Directors