Announcement of Resolutions of the Bank’s A’ Repeat Extraordinary General Shareholders’ Meeting 21.11.2007 | Eurobank
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Announcement of Resolutions of the Bank’s A’ Repeat Extraordinary General Shareholders’ Meeting 21.11.2007

EFG Eurobank Ergasias S.A. announces that the Repeat Extraordinary General Meeting of November 21st, 2007 convened with a quorum of 54,17%, regarding the following items of the Agenda, as numbered on the Invitation dated 17.10.2007 (for which discussion had been postponed due to lack of quorum on November 9th, 2007) and resolved the following:
2. The Bank’s share capital will increase by up to €19,250,000 through the issue of up to 7,000,000 new shares, of nominal value € 2.75 each offered at a price equal to a  3% discount on the average closing share price of the first four working days that the shares trade ex-dividend. The share capital will increase through the reinvestment of interim dividend for the year 2007, to the extent that the shareholders decide, at their sole discretion and within the period from 23.11.2007 to 7.12.2007, to receive either all or part of their interim dividend in a whole number of shares of the Bank, instead of cash. All new shares will be registered ordinary voting shares in electronic form and will be entitled to dividends paid in future. Any balance left after each shareholder’s re-investment in shares will be paid to the shareholder in cash. Article 5 of the Articles of Association of the Bank will be amended accordingly, to show the above-mentioned increase of the Bank’s share capital and the number of shares. In case only a part of the above mentioned share capital increase is met by the reinvestment of the interim dividend, the Board of Directors will adjust, at the time it certifies the deposit of funds, Article 5 of the Articles of Association to show the precise amount of share capital covered.

3. Authority is given to the Board of Directors to increase the share capital of the Bank by up to €150m. within the next 3 years, through the issue of new shares financed by reinvestment of dividends.

4. The amendment of the stock option programme, resolved by the 17.4.2006 Repeat Extraordinary General Meeting. Specifically, the vesting period and the exercise date of the stock option programme will be at the Board’s discretion, subject to the Remuneration Committee’s proposals.

5. The Bank’s share capital will increase up to € 22m., to be paid in cash through the issue of new shares, of nominal value € 2.75 each offered at a price higher than the average closing price of the five days preceding the issue date reduced by 3%, which will be decided by the Board of Directors within this constraint, within one year from the resolution of the General Meeting. The share capital will be increased through private placement to institutional investors abroad, who are minority shareholders of the Bank’ s subsidiaries in New Europe, foregoing pre-emption rights to existing shareholders. Article 5 of the Articles of Association of the Bank will be amended accordingly, to show the above-mentioned increase of the Bank’s share capital and the number of shares. In case only a part of the above mentioned share capital increase is paid up, the Board of Directors will adjust, at the time it certifies the deposit of funds, Article 5 of the Articles of Association to show the precise amount of share capital covered.
The above mentioned resolutions of the General Meeting will be implemented following due legal procedure.