CO OMMENTS O OF THE BoD OF EYDAP S..A. ON TTHE AGENDA A OF THE EX XTRAORDINA ARY SHAREH HOLDERS’ GEENERAL MEE ETING OF EYD DAP SA ON JA ANUARY 15thh, 2016 (LA AW 3884/20 010) 1. Ratifiication of th he election of BoD Meembers of EYDAP E S.A. in i replacem ment of the resigned mem mbers. The BoD D of EYDAP P S.A., follo owing the rresignations of the Chairman andd CEO Mr. Anthony Vartholo omeos and the non‐exe ecutive Mem mber Mr. Ep paminondas Sklavenitis since July 8th 2015, conveyeed to its 1161 1st/07.08.201 15 meeting aand unanimo ously elected d Mr. Konsta ntinos Papad dopoulos and Mr. Ioannis Ben nisis as BoD Members inn replaceme ent of the re esigned and for the restt of their tenure, aaccording to o the resolutiion n. 186455/07.08.2015 5 (WUN: 6ΔΤ146Ψ84Ψ‐Ε99Δ). According to the resolutio on n. 18646/07.08.2015 (WUN: Β ΒΜΟΩ46Ψ84 4Ψ‐ΜΑΕ), th he BoD deesignated th he above mention ned Members as Executivve BoD Mem mbers, and sp pecifically, M Mr. Konstanti nos Papadop poulos as Chairman of the BoD D and Mr. Io oannis Benisiis as CEO of EYDAP S.A. t During the 1173rd m meeting of the BoD on Deecember 18th , 2015, the BoD of EYD DAP S.A., deccided and recommends to the Extraordinarry General M Meeting of Sh hareholders the ratificattion of the ellection of the BoD D Members Messrs.’ M Kon nstantinos PPapadopoulos and Ioannis Benisis inn replacement of the resigned d Members M Messrs.’ Anth hony Varthoolomeos and Epaminonda as Sklaveniti s for the resst of their tenure. 2. Electio on of a new BoD Membe er of EYDAP S.A. from th he majority sshareholder, r, the Greek SState. On Octo ober 17th 2015, the Mem mber of the BoD Mr. Elleftherios Magiakis, whoo was electe ed at the Repeat aafter postpo onement Gen neral Meetinng on June 2 2nd 2015, fro om the majoority Shareho older the Greek Sttate, resigned. For the eelection of tthe new Mem mber of the BoD of EYDA AP S.A., in re eplacement of the resign ned, only the majjority shareh holder‐the Greek G Statee is presentt and votes, according to the artticles 11, paragrap ph 2, section n c and 28 of the Companny’s Articles o of Associatio on. The tenu ure of the new Memberr who will bbe elected exxpires on 06 6.28.2018 byy the election of new Memberrs from the Ordinary Ge eneral Shareeholders Me eeting of EYDAP S.A., thhat will be conveyed c accordin ng to Law, wiithin the firstt six months of 2018. e election off the Membeer of the Aud dit Committe ee 3. Ratificcation of the On Octo ober 17th 201 15, the Mem mber of the BoD and the Audit Com mmittee Mr. Eleftherios Magiakis resigned d. With the B BoD resolution n.18712//11.11.2015 (WUN: 693Ν Ν46Ψ84Ψ‐ΧΣΣΠ), he was replaced in the Au udit Committee by the BoD Member Mr. Nikolao os Saradis. During tthe 1173rd meeting m of the BoD Deccember 18th, 2015, the BoD B of EYDA AP S.A., decided and recommends to the Extraordinarry General M Meeting of Sh hareholders the ratificattion of the ellection of Extraordinary General Shareho olders’ Meeting th Januarry, 15 2016 1 Mr. Niko olaos Saradiss as Member of the Auddit Committe ee of EYDAP S.A. accordiing to article e 37 of L. 3693/20008, in replaacement of the resignedd Member Mr. Eleftherrios Magiakiis for the re est of its tenure. 4. Design nation of the e Audit Com mmittee, accoording to artticle 37 of L.3 3693/2008. During tthe 1173rd meeting m of the BoD Deccember 18th, 2015, the BoD B of EYDA AP S.A., decided and recommends to th he Extraordiinary Generral Meetingg of Shareholders the designation n of the independent non‐exxecutive Me ember of thee BoD, Mr. Michail Stavvroulakis annd the non‐e executive Memberrs Mr. Ioann nis Kardaras and the ne w BoD Mem mber who will w be electeed from the majority Shareholder the Greeek State in rreplacementt of the resiggned Membe er Mr. Elefthherios Magiakis (issue 2 of thee Agenda),ass Members of o the Auditt Committee e of EYDAP S.A. S accordinng to article e 37 of L. 3693/20008. 5. Ratification of th he BoD reso olution n. 188770/18‐12‐2 2015, regard ding the parrticipation of o EYDAP S.A., in the Share e Capital Incrrease of ATTTICA BANK. m of the BoD Deccember 18th, 2015, the BoD B of EYDA AP S.A., decided and During tthe 1173rd meeting recommends to thee Extraordin nary Genera l Meeting of o Sharehold ders the rattification of the BoD on n. 18770 0/ 12.18.201 15, regardingg the particcipation of EYDAP E S.A. in the Share Capital resolutio Increasee of ATTICA B BANK with th he amount off 20 million e euro, which originated frrom the term m deposit of EYDAP P SA in ATTIC CA BANK end ded on 12/188/2015. 6. Anno ouncements Und der this agenda item, fa all all the annnouncemen nts upon the e topics tha t the BoD wishes w to info orm the Geneeral Meetingg, but neitheer voting nor resolution are required. Extraordinary General Shareho olders’ Meeting th Januarry, 15 2016 2
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