Resolutions of the Ordinary General Shareholders’ Meeting

On April 27th 2018, Friday and at 14:00 p.m., the Ordinary General Shareholders’ Meeting of “GR. SARANTIS S.A.” took place at the company’s registered offices. During the General Meeting, 103shareholders representing 24,933,069 shares were present, corresponding to a 71.36% of the company’s share capital. As a result, the company had the required by the law quorum and majority to make decisions on the daily agenda issues.

Specifically, the above Meeting:

1. Approved the Annual Company and Consolidated Financial Statements for the fiscal year 01/01/2017 - 31/12/2017, as well as the Management (Board of Directors) Report and Auditors Reports, as these were uploaded in the company’s website and are included in the 2017 Annual Financial Report. 
Moreover, approved the distribution of dividend of € 0.28 per share to the Company’s shareholders eligible for dividend payment. The payment will be realized on June 01st 2018.

The voting was as follows:

Positive votes: 24,933,069, i.e. 71.36% of the total shares and voting rights and 100% of the present votes. 
Negative votes: 0. 
Abstain: 0.

2. Released the Board members and the Certified Auditor from any liability for indemnity regarding the financial statements and the management of the aforementioned financial year.

The voting was as follows:

Positive votes: 24,933,069, i.e. 71.36% of the total shares and voting rights and 100% of the present votes. 
Negative votes: 0. 
Abstain: 0.

3. Elected the audit firm “BDO CERTIFIED PUBLIC ACCOUNTANT S.A.” as the auditor for the financial year 01.01.2018 – 31.12.2018 and approved auditing company's fee as the minimum fee defined by law plus VAT.

The voting for the aforementioned resolution was as follows:

Positive votes: 21,846,514, i.e. 62.53% of the total shares and voting rights and 87.6% of the present votes. 
 Negative votes: 2,462,642, i.e. 7.05% of the total shares and voting rights and 9.9% of the present votes.  
Abstain: 623,913, i.e. 1.79% of the total shares and voting rights and 2.5% of the present votes.

4. Approved the Company’s share capital increase through the capitalization of reserves by 349,387.42 euros and the increase in the share’s nominal value from 1.55 euro to 1.56 euro. 
Following the aforementioned increase, the Company’s share capital will amount to 54,504,437.52 euro divided to 34,938,742 common registered shares of nominal value 1.56 euro each. The Meeting also approved the subsequent amendment of article 5 of the Company’s Articles of Association.

The voting was as follows:

Positive votes: 24,933,069, i.e. 71.36% of the total shares and voting rights and 100% of the present votes. 
Negative votes: 0. 
Abstain: 0.

5. Approved the increase of the total number of shares through the issuance of (1) new share for each (1) old share, reducing at the same time the share’s nominal value from 1.56 euro to 0.78 euro (stock split of 1 for 1). Therefore the Company’s share capital, amounting to 54,504,437.52 euros, will be divided by 69,877,484 common registered shares of nominal value 0.78 euros each. The Meeting also approved the subsequent amendment of article 5 of the Company’s Articles of Association.

The new shares will have the right to the Company’s FY 2018 earnings.

At the same time, the Board of Directors was authorized to proceed with all necessary technical arrangements regarding the issuance of the new shares and their listing on the Athens Stock Exchange, as well as the distribution of the new shares to Company’s shareholders.

The voting was as follows:

Positive votes: 24,933,069, i.e. 71.36% of the total shares and voting rights and 100% of the present votes. 
Negative votes: 0. 
Abstain: 0.