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ANNOUNCEMENTS

Nakas: Announcement

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In accordance with the Law and the Company?s Articles of Association, the Board of Directors invites the shareholders of ?PHILIPPOS NAKAS S.A.? to the Regular Annual General Meeting, which will take place on Wednesday, December 15th 2010, at 09:00 a.m. at the company?s offices at 19th klm. Lavriou Avenue, Peania, Attica.
If the quorum of 1/5 of the company?s share capital, for all or for a number of subjects of the agenda, cannot be established, the Board of Directors hereby invites the shareholders to the 1st Repeated Regular Annual General Meeting, on Monday, December 27th 2010 at 09:00 a.m. at the company?s offices at 19th klm. Lavriou Avenue, Peania, Attica. It is noticed that for the above Repeated Regular Annual General Meeting there will not be any further invitation.
Discussion and decision making on the following agenda issues:
Agenda
1. Submission and approval of the Financial Statements established according to the I.A.S. for the financial year 2010 (1.7.2009 - 30.06.2010), with the reports of the Board of Directors and the Certified Auditors-Accountants.
2. Exemption of the members of the Board of Directors and the Certified Auditors-Accountants from any reimbursement, for the Companys Management for the fiscal year 01.07.2009 - 30.06.2010.
3. Approval for the distribution of earnings and decision about the time of the dividends distribution for the fiscal year 01.07.2009 - 30.06.2010.
4. Approval of the salaries granted to the Board of Directors during the fiscal year 01.07.2009 - 30.06.2010 and pre-approval of the salaries for the fiscal year 01.07.2010 - 30.06.2011.
5. Election of Certified Auditors-Accountants for the auditing of the fiscal year 01.7.2010 - 30.06.2011.
6. Various announcements.
a. Right of Participation
Every shareholder has the right to participate and to vote at the Regular General Meeting. Every common share of the company provides the right of one (1) vote at the Regular General Meeting.
Any person appearing as a shareholder in the registry of the Dematerialized Securities System which is under administration of Hellenic Exchanges S.A., in which the shares of the Company are recorded, is entitled to participating in the Regular General Meeting. Proof of qualification as a shareholder may be made under the submission of the relevant certification of the above organization or, alternatively, through direct electronic connection of the Company with the records of the former. The qualification as a shareholder must be outstanding on 10.12.2010 (date of registration), i.e. in the beginning of the 5th day before the date of the Regular General Meeting, and the relevant written certification or the electronic verification of the above mentioned organization must be received by the Company on 12.12.2010 at the latest, i.e. on the 3rd day before the date of the Regular General Meeting, during working days and hours.
For participating in the 1st Repeated Regular General Meeting on December 27th 2010, the qualification as a shareholder must be outstanding in the beginning of 23.12.2010, i.e. the 4th day before the session of the 1st Repeated Regular General Meeting (date of registration for the 1st Repeated Regular General Meeting), while the relevant written or electronic certification of the qualification as shareholder must be received by the Company on 24.12.2010 at the latest, i.e. the 3rd day before the Regular General Meeting, during working days and hours .
Only those who are qualified as shareholders as at the respective Date of Registration, i.e. on 10.12.2010 or on 23.12.2010 for the 1st Repeated Regular General Meeting, are considered as entitled to participate and vote. Shareholders who do not comply with the provisions of article 28a of C.L. 2190/1920 may participate in the Regular General Meeting only after the Meeting has authorized them to do so.
The exercise of the above rights does not presume blocking of shares or following any other similar process which may limit the possibility of sale and transfer of shares during a certain period between the Date of Registration and the Regular General Meeting.
b. Procedure for voting through proxy
The shareholder may participate in the Regular General Meeting and may vote either in person or through proxy holders. Provisions of the Articles of Association, which limit either the exercise of voting right through proxy, or the eligibility of persons to be appointed as proxy, are not valid. Every shareholder may appoint up to 3 proxy holders. However, if the shareholder has shares of the Company, held in more than one Investor Share Accounts, such limitation shall not prevent the shareholder from appointing a separate proxy holder as regards shares held in each Account in relation to the Regular General Meeting. A proxy holder holding proxies from several shareholders may cast votes for a certain shareholder differently from votes cast for another shareholder. Legal persons may participate in the Regular General Meeting by appointing up to 3 natural persons as proxy holders. The shareholder can name a proxy holder for one only General Meeting or for all the General Meetings that take place in a certain period. The proxy holder votes according to the shareholder?s instructions, provided that they exist and he is obliged to file the instructions for at least one (1) year, from the submission of the application of the General Meeting resolutions to the authorities, by the registration in the Official Register of Societies Anonyms.
The proxy holder is obliged to disclose to the Company, before the commencement of the Regular General Meeting, every specified fact which may be relevant for the shareholders in assessing any risk that the proxy holder might pursue any interest other than the interest of the shareholder. A conflict of interest within the meaning of this paragraph may in particular arise where the proxy holder:
(a) is a controlling shareholder of the Company, or is another entity controlled by such shareholder;
(b) is a member of the board of directors or the general management of the Company, or of a controlling shareholder or an entity controlled by such shareholder;
(c) is an employee or an auditor of the company, or of a controlling shareholder or an entity controlled by such shareholder;
(d) is a spouse or close relative (of 1st degree) with a natural person referred to in points (a) to (c).
The appointment and the revocation of the appointment of a proxy holder shall be made in writing and shall be notified to the Company in the same manner at least 3 days before the date of the Regular General Meeting ie. on 12.12.2010, during working days and hours .
The Company has made available the form to be used for appointing a proxy holder on its website (www.nakas.gr). The above mentioned form filled in and signed by the shareholder shall be submitted to the Company?s offices at 19th klm. Lavriou Avenue, Peania, Attica, (Shareholders Department, Ms Filothei Lapsani) or sent by fax to: (+30) 210 6686108 at least 3 days before the date of the Regular General Meeting or any possible repeated general meetings. The shareholders are requested to ensure the successful dispatch of the form of appointment of a proxy holder and receipt thereof by the Company by calling (+30) 210 6686101.
c. Minority Rights
1. Following a request of any shareholders representing 1/20 of the paid-up share capital, the board of directors of the Company is obliged to include in the Agenda of the already scheduled Regular General Meeting on 15.12.2010, additional items, if the relevant request is communicated to the board until 30.11.2010, i.e. at least 15 days before the Regular General Meeting. The request for putting additional items on the agenda isaccompanied by a justification or a draft resolution to be adopted at the general meeting and the revised agenda is made available in the same manner as the previous agenda on 02.12.2010, i.e. 13 days before the Regular General Meeting and at the same time, it is made available to the shareholders through the website of the Company (www.nakas.gr), together with the justification or the draft resolution tabled by the shareholders as provided by article 39 paragraph 2 of C.L. 2190/1920.
2. Following a request of any shareholders representing 1/20 of the paid-up share capital, the board of directors makes available to the shareholders draft resolutions for the items included in the initial or revised agenda, in accordance with article 27 paragraph 3 of C.L. 2190/1920, at least 6 days before the Regular General Meeting, if the relevant request is communicated to the board of directors at least 7 days before the Regular General Meeting (article 39 paragraph 2 of C.L. 2190/1920). The Board of Directors is not obliged to put additional items on the agenda neither to their release in the press or notification accompanied by a justification and draft resolutions which are communicated by the shareholders, if their content is against the Law and the virtuous morals.
3. Following a request of any shareholder communicated to the Company until 09.12.2010, i.e. at least 5 complete days before the Regular General Meeting, the Board of Directors must provide to the Regular General Meeting the requested certain information with respect to the affairs of the Company, in so far as this information is useful for the actual assessment of the items of the agenda. The Board of Directors may provide an overall answer to requests of shareholders having the same content. There is no obligation for The Board of Directors to give information when these are already communicated by the Company?s web site. The Board of Directors may decline to provide the information for an efficient and substantial cause, which must be mentioned in the minutes (article 39 paragraph 4 of C.L. 2190/1920).
4. Following a request of any shareholders representing 1/5 of the paid-up share capital which is communicated to the Company until 10.12.2010, i.e. 5 complete days before the Regular General Meeting, the Board of Directors must provide to the Regular General Meeting information with respect to the course of the Company affairs and the financial status of the Company. Respective terms for exercise of minority rights also apply to Re-iterative General Meetings.
In all the above mentioned cases the requesting shareholders must prove their qualification as shareholders as well as the number of shares held by them at the moment of the exercise of the relevant right.
The submission of a certification of the organization which records the respective shares or the verification of the qualification as a shareholder through direct electronic connection of the said organization and the Company may also be considered as such proof.
d. Available Documents and Information
The information and the relevant documents prescribed in article 27 paragraph 3 of C.L. 2190/1920 may be obtained in hard copies at the Company?s offices 19th klm. Lavriou Avenue, Peania, Attica (Shareholders Department, Ms Filothei Lapsani) and will be available in electronic form on the website of the Company www.nakas.gr
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