Correct resubmission – Announcement re the Resolutions of the Ordinary General Shareholders’ Meeting
The company under the name “INTRACOM CONSTRUCTIONS SOCIETE ANONYME TECHNICAL AND STEEL CONSTRUCTIONS” with the distinctive title “INTRAKAT” (hereinafter the “Company”), informs the investment community that the company� Ordinary General Meeting of its Shareholders was held on Thursday June 25, 2009, at which a total of fifteen (15) shareholders attended, either in person or via proxy, representing 77.41% of the paid-up share capital i.e. 60,203,672 shares out of a total of 77,770,000 listed shares on the ATHEX. After counting the representatives at the General Meeting of the three companies “CYBARCO SA”, “T. KARAGIANNIS SA”, and “EUROKAT SA” holders of 14,847,000 new company shares which resulted from the most recent share capital increase that was approved by the Extraordinary General Shareholders�Meeting dated 17.11.2008, in order to absorb the construction sectors of these companies pursuant to the provisions of articles 1-5 of Law 2166/93 as approved by the Decision No. Κ2 -15463/23.12.2008 of the Ministry of Development (Gov. Gazette 14051/2008 ΤΑΕ & ΕPΕ), which (the new shares) were not as yet registered at the Dematerialized Securities System (DSS), the quorum of the General Meeting formed at 81.03% (i.e. 75,050,672 shares out of a total 92,617,000 shares).
The resolutions approved regarding the items of the daily agenda are as follows:
1. Approved the Parent and the Consolidated Financial Statements of the fiscal year from 01.01.2008 to 31.12.2008, after hearing the relevant reports of the Board of Directors and the Certified Auditors-Accountants, with 100% votes of the shareholders attended.
2. Approved the waiver of any liability of the Board of Directors and the Certified Auditors-Accountants for managing the Company as well as the Parent and Consolidated Financial Statements for the fiscal year from 01.01.2008 to 31.12.2008, with 100% votes of the shareholders attended.
3. Granted the election of Mr. Socrates Kokkalis son of Socrates and Mr. Dimitris Pappas son of Aristides, pursuant to the decision of the Company� board of Directors dated 09.02.2009, in replacement of the resigned Mr. Evangellos P. Sakkas and Mr. George A. Anninos for the remainder of their term, with 100% votes of the shareholders attended.
4. Elected the new eleven-member Board of Directors, with a five-year term, which consists of messieurs Socrates Kokkalis son of Socrates, Dimitris Klonis son of Christos, Alexander Mylonakis son of Emmanuel, Petros Souretis son of Constantinos, Nickolas-Socrates Labroukos son of Dimitris, Charalambos Kallis son of Constantinos, Dimitris Pappas son of Aristides, Socrates Kokkalis son of Socrates, Elias Eliopoulos son of Efthymios, Anastasios Tsoufis son of Miltiades and Ioannis Chrysikopoulos son of Constantinos and of the above messieurs Elias Eliopoulos son of Efthymios, Alexander Mylonakis son of Emmanuel and Anastasios Tsoufis son of Miltiades were elected as �ndependent non-executive�members of the Board of Directors, with 100% votes of the shareholders attended.
5. Elected the three-member Audit Committee, according to article 37 of Law 3693/2008, which consists of the aforementioned independent non-executive members of the Board of Directors, messieurs Elias Eliopoulos son of Efthymios, Alexander Mylonakis son of Emmanuel and Anastasios Tsoufis son of Miltiades, with 100% votes of the shareholders attended.
6. Approved the appointment of the societe anonyme of Certified Auditors “SOL S.A. CERTIFIED AUDITORS ACCOUNTANTS” for the audit of the parent company and the consolidated financial statements of the fiscal year from 01.01.2009 to 31.12.2009, with 100% votes of the shareholders attended.
7. Approved not to distribute dividend from fiscal year 2008’s earnings and to transfer earnings to the retained earnings account. This resolution was approved by 100% votes of the shareholders attended.
8. Preapproved the amount of 100,000 euro to be paid as remuneration of the Members of the Company’s BoD, for the time to be consumed for the sessions of the Board of Directors during 2009 as well as for the fulfilment of their duties, pursuant to article 5 of Law 3016/2002 re corporate governance issues, as in effect, with 100% votes of the shareholders attended.
9. Approved the preparation of contracts, in application of the provisions of article 23a of cod. Law 2190/1920, as in effect, with 100% votes of the shareholders attended.
10. Granted the authority, pursuant to par. 1 of article 23 of Cod. Law 2190/1920, to the members of the Board of directors and the company’s management to perform actions, either on their behalf or on behalf of third parties, which are aligned with the company� intended objectives as well as to participate as limited partners to companies that seek similar objectives and to participate at the share capital and/or the board of Directors of companies affiliated to the Company, with 100% votes of the shareholders attended.
11. Approved the decision of the Board of directors dated 26.11.2008 re the partial modification of the use of the raised and unused funds as at 26.11.2008, amounting to 7,127,270 euro and in specific the type (1) “Reduction of Short term Debt” of the Table of use of funds, raised from the share capital increase through cash payment, approved by the Ordinary General Shareholders’ Meeting dated 23.06.2008, as this table is formed following the completion of the use of these funds, with 100% votes of the shareholders attended.
12. As per the 12th item of the daily agenda there were no additional announcements to the shareholders.