INVITATION TO GENERAL MEETING
INVITATIONOF SHAREHOLDERS TO THE GENERAL ASSEMBLYof the company with the name "PAPAPANAGIOTOU Industrial Trading and Representation Company" and the distinctive title " DROMEAS SA "( Registered Public Registry Number: 114048152000)In accordance with the law and the Articles of Association, the Board of Directors of the public limited company with the name "PAPAPANAGIOTOU Industrial Trading and Representation Company" and the distinctive title "DROMEAS SA" and ISIN code: GRS 412503005 (hereinafter the "Company"), by its decision of 29/05/2026, invites the shareholders of the company to the General Assembly, on 23/06/2026, Tuesday at 12 noon. (GMT +03:00) at the offices of the Company's headquarters in the SERRES INDUSTRIAL AREA, P.C. 62121 – Municipal Unit of Lefkonas of the Municipality of Serres, for discussion and decision-making on the following agenda items:
- Submission and approval of the Annual Financial Statements for the corporate year 01.01.2025 - 31.12.2025 and the relevant reports of the Board of Directors and the Certified Public Accountants.
- Approval of the distribution of profits for the corporate fiscal year 01.01.2025 – 31.12.2025
- Submission of the Audit Committee's Activity Report for the fiscal year 01.01.2025 – 31.12.2025,
- Approval of overall management that took place during the corporate fiscal year 01.01.2025 - 31.12.2025 and release of the Certified Public Accountants from any liability for compensation for the audit of the corporate fiscal year 01.01.2025 - 31.12.2025.
- Election of a regular and alternate Certified Public Accountant to audit the financial statements and for him control and assurance her exhibition sustainability of the current corporate fiscal year 01.01.2026 – 31.12.2026 and determination of their remuneration.
- Approval of the remuneration of members of the Board of Directors for their attendance at the meetings of the Board of Directors and for the services offered to the Company during the 2025 financial year and pre-approval of the remuneration and compensation of members of the Board of Directors for their attendance at the meetings of the Board of Directors and for the services offered to the Company during the 2026 financial year.
- Submission for discussion and voting of the Remuneration Report of the members of the Board of Directors for the fiscal year 01. 01.2025 – 31.12.2025.
- Submission of a report by the Independent Non-Executive Members of the Board of Directors, in accordance with article 9 par. 5 of Law 4706/2020.
- Submission of the 'Remuneration Policy' for approval, in accordance with the art. 110, par. 2 of Law 4548/2018.
- Announcement of consecutive election from the Administrative Council of its executive members, in replacement of resigned members, according to article 82 par. 1 of Law 4548/2018.
- Increase in the number of members of the Board of Directors from six (6) to seven (7) and election of a new member.
- Other Matters - Announcements.
If the quorum required by law (1/5 on the paid-up capital and the corresponding voting rights) is not achieved for the discussion and decision-making on one or more issues, the shareholders are hereby invited, without publication of a special invitation, to a repeated General Meeting of the Company, which will be held at the same place, on 30/06/2026, Tuesday, at 12:00 ( GMT +03:00).In accordance with article 121 par. 4 of Law 4548/2018, the Company informs the Shareholders of the following:
A. Right to participate and vote.Each share is entitled to one vote. Only natural and legal persons who appear as shareholders of the Company, namely those registered in the Dematerialized Securities System (DSS) file managed by the “HELLENIC CENTRAL SECURITIES DEPOSITORY S.A.” [hereinafter “(ELKAT) ” ] or those identified as such through registered intermediaries or other intermediaries in compliance with the provisions of the legislation (Law 4548/2018, Law 4569/2018, Law 4706/2020 and Regulation (EU) 2018/1212) as well as the Regulation of Operation of the Hellenic Central Securities Depository (Government Gazette) are entitled to participate and vote in the General Meeting (initial and repeat). Β΄/1007/16.03.2021), at the beginning of the fifth (5th) day preceding the General Assembly meeting, namely Thursday, June 18, 2026 (the "Record Date", which also applies to any repeat Assembly ).OR Proof of shareholder status may be provided by any legal means and, in any case, is certified electronically based on information received by the Company up to and before the commencement of the General Meeting from the Hellenic Securities and Exchange Commission, or through the participating and registered intermediaries in accordance with the above provisions. A shareholder may participate in the General Meeting based on confirmations or notifications of articles 3, 5 and 6 of Regulation (EU) 2018/1212 provided by the intermediary, unless the General Meeting refuses such participation for a serious reason that justifies its refusal in accordance with the provisions in force (article 19 par. 1 of Law 4569/2018, article 124 par. 5 of Law 4548/2018). Only those who have the status of shareholder as described above, at the beginning of the Record Date, are considered to have the right to participate and vote in the General Meeting with respect to the Company. The exercise of participation and voting rights in the general meeting does not require the binding of the beneficiary's shares nor the observance of any other similar procedure which limits the possibility of selling and transferring them during the period between the Record Date and the General Meeting. Legal entities participate in the general meeting through their representatives.Items 1 ,2 , 4 , 5 , 6 , 9 , 10 and 11 of the Agenda are subject to a binding vote of the shareholders, Item 7 is subject to discussion and voting, but the vote is advisory, while Items 3 , 8 and 12 are not subject to voting, but the Company may make various announcements and/or the shareholders or their representatives may express a position and opinion. The alternative voting options for all Items on the Agenda (except for Items 3 , 8 and 12 ) are as follows: for; / against; / abstain. The shareholder representative may not receive voting instructions and may vote at his/her discretion.B. Procedure for exercising voting rights through a proxyEach shareholder participates in the General Meeting and votes either in person or through a proxy. Each shareholder may appoint up to three (3) representatives. However, if the shareholder holds shares of the Company, which appear in more than one securities account, this limitation does not prevent the shareholder from appointing different representatives for the shares appearing in each securities account in relation to the General Meeting. Legal entities participate in the General Meeting by appointing up to three (3) natural persons as their representatives. A representative acting for more than one shareholder may vote differently for each shareholder. The shareholder representative is obliged to notify the Company, before the start of the General Meeting, of any specific fact that may be useful to the shareholders for assessing the risk that the representative serves interests other than the interests of the shareholder. Within the meaning of this paragraph, a conflict of interest may arise in particular when the representative:
a) is a shareholder exercising control of the Company or is another legal person or entity controlled by that shareholder, b) is a member of the board of directors or the general management of the Company or a shareholder exercising control of the Company, or another legal person or entity controlled by a shareholder exercising control of the Company, c) is an employee or a certified auditor of the Company or a shareholder exercising control of the Company, or another legal person or entity controlled by a shareholder exercising control of the Company, d) is a spouse or first-degree relative of one of the natural persons referred to in cases (a) to (c).THE appointment and or recall or replacement of representative of shareholder becomes in writing or by electronic means and is notified in the Company forty-eight (48) hours before from the appointed meeting time her General Meeting , Notification is made either at the offices of its headquarters (SERRON INDUSTRIAL AREA, P.C. 62121 – Municipal Unit of Lefkonas of the Municipality of Serres - Shareholder Service) or by message electronic mail to the email address dromeas @ dromeas . grAn authorization form is available on the Company's website www.dromeas.gr .The beneficial shareholder is requested to ensure that the Company confirms receipt of the appointment of representatives by calling the telephone number 2321099220.C. Minority rights of shareholders according to with article 141 par. 2, 3, 6 and 7 of law 4548/2018:a) Upon request of shareholders representing 1/20 of the paid-up share capital, the Board of Directors is obliged to include additional items on the agenda. The relevant request must be received by the Board of Directors at least 15 days before the General Meeting, i.e. by June 8 , 2026, and must be accompanied by a justification or a draft resolution for approval by the General Meeting. The revised agenda is published in the same manner as the previous agenda, thirteen (13) days before the date of the General Meeting and is simultaneously made available to shareholders on the Company's website, together with the justification or the draft resolution submitted by the shareholders. If these matters are not published, the requesting shareholders are entitled to request the postponement of the general meeting, setting a date for the continuation of the meeting, the one specified in the shareholders' request, which, however, cannot be more than twenty (20) days from the date of the postponement, and to proceed with the publication themselves, as specified in the second paragraph of this paragraph, at the expense of the Company.b) Shareholders representing one twentieth (1/20) of the paid-up capital have the right to submit draft resolutions on issues included in the initial or any revised agenda of the general meeting. The relevant application must be received by the board of directors at least seven (7) days before the date of the general meeting, i.e. in this case by 16.06.2026, and the draft resolutions are made available to shareholders as described below, under " E. Available Documents", at least six (6) days before the date of the General Meeting, i.e. in this case from 17.06.2026.c) Upon request of any shareholder submitted to the Company at least five (5) full days prior to the General Meeting, i.e. by June 17, 2026, the Board of Directors is obliged to provide the General Meeting with the requested specific information on the affairs of the Company, to the extent that such information is useful for the actual assessment of the items on the agenda. There is no obligation to provide information when the relevant information is already available on the Company's website. The board of directors may refuse to provide the information for a compelling material reason, which shall be recorded in the minutes. In the cases of this paragraph, the board of directors may respond uniformly to shareholder requests with the same content.d) Upon a request from shareholders representing 1/5 of the paid-up share capital, which is submitted to the Company within the deadline of the previous paragraph, the Board of Directors is obliged to provide the General Meeting with information on the progress of the company's affairs and the financial situation of the Company. The Board of Directors may refuse to provide information for a compelling material reason, which shall be recorded in the minutes.In all the above-mentioned cases, the requesting shareholders must prove their shareholding status and - except for the above case c) - the number of shares they hold when exercising the relevant right . Proof of shareholding status may be provided by any legal means and is, however, certified electronically based on information received by the Company from the Hellenic Securities Depository, if it provides registry services, or through the participants and registered intermediaries in the Central Securities Depository in any other case. Detailed information regarding the above minority rights and the terms of their exercise are available on the Company's website ( www.dromeas.gr )D. Available Documents – InformationThe information of par. 3 and 4 of article 123 of Law 4548/2018 and specifically, this invitation, the documents to be submitted to the General Meeting, a draft resolution for each item on the proposed agenda and relevant recommendations of the Board of Directors, as well as any draft resolutions proposed by the shareholders in accordance with the above terms, the Board of Directors' recommendation for any candidate members thereof, pursuant to article 18 par. 1 of Law 4706/2020, the forms to be used for voting by proxy, will be posted on the Company's website www . dromeas . gr . The total number of shares and voting rights that the shares embody on the date of this invitation is also available on this website. The above will also be available in hard copy at the offices of the Company's registered office in SERRON INDUSTRIAL AREA, P.O. 62121 – Municipal Unit of Lefkonas of the Municipality of Serres.SERRES INDUSTRIAL AREA 29/05/2026
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