Sixth Annual General Meeting of HELEX - 9 May 2007
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Announcement
6th Annual General Meeting of HELEX
9 May 2007 - HELLENIC EXCHANGES S.A. HOLDING, CLEARING, SETTLEMENT AND REGISTRY announces that today May 9th 2007 the Sixth Annual General Meeting of shareholders of the Company was held at the historic trading floor of Athens Exchange. 195 shareholders representing 31,912,494 common registered shares, i.e. 45.41% of the 70,271,463 total common registered shares participated. The General Meeting took the following decisions:
1. On item one, shareholders present and voting in their entirety (31,912,494 shares), 100%, approved the Reports of the Board of Directors and of the Auditors concerning the company and consolidated Annual Financial Statements, concerning the sixth (6th) Fiscal Year (from 1.1.2006 to 31.12.2006).
2. On item two, shareholders present and voting in their entirety (31,912,494 shares), 100%, approved the company and consolidated Annual Financial Statements for the sixth (6th) Fiscal Year (from 1.1.2006 to 31.12.2006).
3. On item three, shareholders present and voting in their entirety (31,912,494 shares), 100%, approved the distribution of profits of the sixth (6th) Fiscal Year (from 1.1.2006 to 31.12.2006) as follows:
? In the amount of €2,287,408.71 for the creation of an ordinary reserve.
? In the amount of €35,135,731.50 as dividend for the sixth fiscal year.
? The balance of €8,325,033.96 to be transferred to accumulated profits.
Regarding the dividend for the fiscal year in the amount of €0.50 per share, the ex date for the right to the dividend was set on Friday May 11th 2007 (before the start of the trading day on ATHEX), and the dividend will be paid to shareholders starting on Monday May 21st 2007, through their operators by Piraeus Bank.
4. On item four, shareholders present and voting, representing 31,907,054 shares out of a total 31,912,494, 99.98%, released the members of the Board of Directors and the Auditors from any responsibility for compensation for the Annual Financial Statements and management of the sixth (6th) Fiscal Year (from 1.1.2006 to 31.12.2006).
5. On item five, shareholders present and voting, representing 31,908,054 shares out of a total 31,912,494, 99.99%, approved the remuneration of the members of the Board of Directors for the sixth (6th) Fiscal Year (from 1.1.2006 to 31.12.2006), in accordance with article 24(2) of Common Law 2190/1920 as it applies, and in particular:
? The total amount of €95,970 for members of the Board of Directors, except the Chief Executive officer, as well as the total amount of €108,145.25 for members of the Board of Directors (from 1.1.2006 to 24.11.2006) of the absorbed by merger companies CSD and ADECH. The Chief Executive Officer of HELEX Mr. Spyros Capralos does not receive remuneration for his participation in the Boards of Directors of the companies of the Group.
? The total amount of €17,664, for members of the BoD that participate in the Strategic Investments Committee.
? The total amount of €5,027, for members of the BoD that participate in the Audit Committee.
It is noted that all of the abovementioned approved amounts are gross before taxes and other fees and third party rights.
6. On item six, shareholders present and voting, representing 31,908,054 out of a total 31,912,494, 99.99%, pre-approved the remuneration of the members of the Board of Directors for the current seventh (7th) Fiscal Year 2007 (from 1.1.2007 to 31.12.2007) as follows:
? The amount of €457 per meeting for each participating member of the BoD, except the Chief Executive officer.
? The amount of €368 per month, for each member of the BoD which participates in the Strategic Investments Committee.
? The amount of €457 per meeting for each member of the BoD which participates in the Audit Committee.
It is noted that all of the abovementioned pre-approved amounts are gross before taxes and other fees and third party rights.
7. On item seven, shareholders present and voting, representing 25,754,843 out of a total 31,912,494, 80.70%, elected Messrs Konstantinos Michalatos and Dimitrios Sourmbis for the positions of Auditors and Messrs Kyriakos Riris and Vassilios Goutis in the positions of alternate Auditors of Auditing Firm PricewaterhouseCoopers S.A. for auditing the seventh (7th) fiscal year (1.1.2007 - 31.12.2007). The remuneration of the above Chartered Auditors Accountants was set at €50,000, plus 19% VAT.
Discussion on the 8th item on the Agenda (concerning "Approval of the share capital reduction of the company by the amount of €35,135,731.50, through a reduction in the par value of each share by €0.50 and payment of the respective amount to shareholders"), the 9th item on the Agenda (concerning "Modification of Article 5 of the Articles of Association of the Company"), and the 10th item (concerning "Approval of the distribution of shares to executives of the companies of the Group in the form of a stock option plan") was postponed due to the lack of the necessary quorum required by the law and the Articles of Association.