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Decisions of the Annual General Meeting of 19 06 2008
Decisions of the Annual General Meeting of 19 06 2008
KLEEMANN HELLAS S.A. announces that, according to Article 278 of the Athens Exchange S.A Regulation, on Thursday 19 June 2007 and 14:00 p.m., its shareholders assembled at the scheduled Annual Regular General Meeting at the head offices (Industrial Area of Stavrochori - Kilkis). Fifteen (15) shareholders were present, owners of 8.593.857 shares of total 11.824.350 number of shares, namely the 72,68%. On the topics of the General Meeting the shareholders acting unanimously:
Approved the Annual Financial Statements (Group and Company) of the fiscal year 2007 and the relevant Board of Directors and Auditor's Reports.
Released the members of the Board of Directors and the Auditor from any liability for damages associated with the performance of their duties during the 2007 Fiscal Period.
Ratification of the way that profits for the fiscal year of 2007, should be distributed, and approved the dividend distribution to the shareholders. Beneficiaries of the aforementioned dividend are going to be the shareholders of the Company at the end of the session of Athens Stock Exchange on Monday 07 of July 2008. From Tuesday July the 08th 2008, the shares will be traded at the Athens Stock Exchange, ex-dividend. The payment of the dividend of the financial year 2007 will start on Wednesday the 16th of July 2008. More information about the distribution of the dividend will be given by a separate announcement.
Approved the remunerations of members of the Board of Directors for fiscal year 2007 and prior approved the remunerations for fiscal year 2008.
The auditing company KPMG Certified Auditors A.E. (AM SOEL 114) was elected as chartered auditors for the fiscal year 2008 for auditing the interim and annual financial statements according to the law, with remuneration according to their offer. Mr. John A. Achilas, (AM SOEL 12831) was defined by KPMG Certified Auditors A.E. as regular Certified Auditor Accountant and Mr. Michael A. Kokkinos (AM SOEL 12701) as alternate.
Approved the election from the Board of Directors of new member in replacement of resigning member.
Approved the changes and amendments of the Articles of Association of the Company in relation to the adjustment such to Codified Law 2190/1920 (following its amendment by law 3604/2007).
Approved the granting of guaranty in favour of subsidiary companies, for bank loan contracts, through the Board of Directors.
Approved the increase of the Company's share capital by 3.902.035,50 Euro with capitalization of the equivalent from the special reserve formed from the difference in the issuance price of shares above par. Such increase shall be effected with the issuance of 11.824.350 common bearers, of a face value of 0,33 Euro each, and the bonus distribution to the company shareholders, in proportion one (1) new common bearer for each one (1) old common bearer share. The amendment of the respective clauses of the company's articles (article 5) of association was also approved by the G.M. The Board of Directors was authorized by the G.M. in order to proceed with all necessary actions. The new 11.824.350 company's shares will be traded to the Athens Stock Exchange ex dividend, (concerning the fiscal year 2007). Following the above increase, the company's share capital amounts to 7.804.071,00 Euro, divided into 23.648.700 shares of a face value of 0,33 euro each.
On the tenth item the Annual General Meeting did not take any decision.