On 30/06/2010, Wednesday and at 17:00 p.m., the Ordinary General Shareholders’ Meeting of “GR. SARANTIS S.A.” took place at the company’s registered offices. During the General Meeting, shareholders representing 16,471,183 shares were present, corresponding to a 45.59% of the company’s share capital (excluding the company’s treasury shares according to L.2190/1920). As a result, the company had the required by the law quorum and majority to make decisions on all the daily agenda issues, apart from the 6th issue (amendment of the stock option plan). Therefore, the discussion and decision making on the aforementioned issues was postponed and will take place during a Repeated General Shareholders Meeting at the same place on Thursday, July 15th 2010 at 17:00, and if again the quorum required by the law is not achieved, during a second Repeated General Shareholders Meeting at the same place on Wednesday July 28th 2010 at 14:00.
Specifically, the above Meeting:
1.Approved the Annual Company and Consolidated Financial Statements for the fiscal year 01/01/2009 - 31/12/2009, as well as the Management (Board of Directors) Report and Auditors Reports, as these were published in the Press on 23/03/2010 and are included in the 2009 Annual Financial Report issued by the Company.
2.Approved the distribution of the Earnings Table, according to which a dividend of €0.01 per share will be distributed to the beneficiary shareholders. According to the legislation in force, the dividend corresponding to the company’s 2,225,900 treasury shares is applied to the dividend paid out to the other shareholders and hence the dividend is increased to 0.01062 euro per share. The aforementioned dividend amount is subject to a 10% withholding tax (in accordance with the provisions of article 18 of L.3697/2008), and therefore shareholders will receive a net amount of 0.00955 euro per share. Based on the record date rule, shareholders registered in the Dematerialized Securities System on Thursday July 8th 2010 (ex-div date is Tuesday July 6th 2010, before the start of trading), are entitled to receive the dividend. The commencement for the dividend payment is set for Wednesday, July 14th 2010 via the National Bank of Greece.
3.Recognized that the Board of Directors and the Certified Auditors have no responsibility, regarding any kind of compensation, for their actions during the financial year 01/01/2009 - 31/12/2009.
4.Elected the Auditing Firm BAKER TILLY HELLAS SA, for the audit of financial statements for the current year (01/01/2010 - 31/12/2010) and also approved the auditing company’s fee.
5.Approved the extension of employment contracts as well as the remuneration of the Company’s Managing Director and Board of Directors’ Members, for the financial year 2009.
6.Pre-approved the remuneration of the Company’s Managing Director and Board of Directors’ Members for the current year 2010.
7.Approved a share buyback program through the Athens Exchange and according to article 16 of c.l. 2190/1920 as in force, up to 10% of the company’s shares (the 10% currently represents 3,835,094 shares), including the 2,225,900 shares already acquired by the company based on the resolutions of the General Shareholders Meetings of 02/06/2008 and 11/11/2008. The maximum buy back price was set at seventeen euros (17 €) per share and the lowest at one euro and fifty four cents (1.54 €) per share or the applicable nominal value. The company may acquire own shares up to twenty four months from the date of the General Meeting, that is up to 30/06/2012, in order to improve the company’s earnings and dividend per share, indirectly distribute earnings/return capital to the shareholders as well as for use in a possible partnership or a possible future acquisition. Finally, the Board of Directors was authorized to act accordingly for the completion of the buyback program.