General Shareholders’ Meeting decisions

Kifissia, April 19, 2017

We would like to inform you that the Ordinary General Shareholder’s Meeting of the Company ALPHA TRUST- ANDROMEDA S.A. was held on 19/4/2017 at 09:30 at the Company’s offices (21 Tatoiou str, Kifissia). The Shareholder’s Meeting was attended by 51 shareholders or their representatives holding 190.028 shares, thus forming a quorum with a percentage of 45.50% of the Company’s share capital.

The issues on the agenda which were discussed are the following:

Submission and approval of the Financial Statements, the distribution of earnings for the fiscal year 01.01.16 – 31.12.16 and of the Annual Reports of the Board of Directors and the Auditors.
Discharge of the members of the Board of Directors as well as the Auditors from any liability for their activity during the fiscal year 1.1.16 – 31.12.16.
Selection and appointment of a Certified Auditor and his/ her alternate for the fiscal year 2017 and determination of their fees.
Determination of the remuneration of the members of the Board of Directors – Approval of their remuneration for the previous fiscal year.
Approval of the participation of the members of the Board of Directors to the Boards of Directors of other companies with similar objectives, according to article 23, par. 1 of Codified Law 2190/1920 as currently in force.
Approval of assignment contracts according to the provisions of article 23a of Codified Law Ν. 2190/1920 and of Codified Law N.4209/2013.
Various announcements.

Regarding the first issue, the General Shareholder’s Meeting unanimously approved with 190.028 votes (45.50% of the share capital), the annual Financial Statements for the fiscal year 01.01.16 – 31.12.16 and more specifically, the Balance Sheet, the Income Statement, the Statement of Changes in Equity, the Cash Flow Statement, the distribution of earnings for the fiscal year, the annual report of the Board of Directors and the Certified Auditor’s report.

Regarding the second issue, the General Shareholder’s Meeting approved via a vote by roll call, with 190.028 votes (percentage of 45.50% of the share capital), the discharge of the members of the Company’s Board of Directors from any liability for the fiscal year 01.01.2016-31.12.2016 and expresses its acknowledgement for their services rendered to the Company.

Via a separate vote, the General Meeting has unanimously discharged, with 190.028 votes (percentage of 45.50% of the share capital), the Auditors from any liability for damages for this fiscal year.

On the third point on the agenda, the General Meeting unanimously elected with 190.028 votes (percentage of 45.50% of the share capital), an Ordinary and a Deputy Certified Auditor for the fiscal year 2017, and specifically Mr. Athanasios Katsakioris as Ordinary Certified Auditor and Mr. Metsios Ilias as Deputy Certified Auditor, both from SOL S.A. audit firm and has determined their remuneration.

Regarding the fourth issue, the General Shareholder’s Meeting unanimously, with 190.028 votes (percentage of 45.50% of the share capital):

a. approved the remuneration of the members of the Board of Directors for the fiscal year 2016,

b.pre-approved the remuneration of the members of the Board of Directrors for the current year and for the first quarter of 2018.

c.approved the remuneration of the Managing Director for the current year and pre-approved the remuneration for the first quarter of 2018.

Regarding the fifth issue, the General Shareholder’s Meeting unanimously, with 190.028 votes (percentage of 45.50% of the share capital), granted permission, according to article 23 of Law 2190/1920, to the members of the Company’s Board of Directors as well as to the Chairman, the Vice Chairman and the Managing Director, to take either on their behalf or on the behalf of third parties, actions which are part of any of the objectives pursued by the Company, as well as to participate as general partners or as members of the Board of Directors in the Management of other companies pursuing identical or similar objectives to the ones of the Company.

Regarding the sixth issue, the General Shareholder’s Meeting unanimously approved and renewed for one year, with 190.028 votes (percentage of 45.50% of the share capital), according to the provisions of article 23a of Codified Law 2190/1920 and of Codified Law 4209/2013, the following:

a) The Management Agreement of an Alternative Investment Fund with ALPHA TRUST MUTUAL FUND and ALTERNATIVE INVESTMENT FUND MANAGEMENT S.A. (a founding member of ALPHA TRUST- ANDROMEDA S.A.), which was approved by the Board of Directors meeting dated 17.12.15.

b) The Loan Agreement for a Salaried Employee with ALPHA TRUST MUTUAL FUND and ALTERNATIVE INVESTMENT FUND MANAGEMENT S.A. (a founding member of ALPHA TRUST- ANDROMEDA S.A.), which was approved by the Board of Directors meeting dated 17.12.15

On the seventh issue, the Shareholders were informed about the process of the purchase of treasury shares, implemented in accordance with 07.06.2016 Annual General Shareholders’ Meeting decision.