ANNOUNCEMENT ON THE RESULTS OF THE EXTRAORDINARY GENERAL MEETING

ANNOUNCEMENT ON THE RESULTS OF THE EXTRAORDINARY GENERAL MEETING

OF SHAREHOLDERS OF THE SOCIETE ANONYME WITH COMPANY NAME

“EUROPEAN RELIANCE GENERAL INSURANCE Co. S.A.” OF 2/03/2021

 

 

The Company “EUROPEAN RELIANCE GENERAL INSURANCE Co. S.A.'' (the Company) informs the interested parties that on March 2, 2021 at 14:00, we performed via teleconference and with the use of the special platform of the Athens Stock Exchange, AXIA e-Shareholders Meeting, the Extraordinary General Meeting of Shareholders.

Out of a total of 26,539,907 shares and votes (Total Shares: 27,503,677, less 963,770 Own Shares) the General Meeting of Shareholders attended present or via a proxy 20,125,077 shares and votes, that is 75.83% of the total shares and votes, a rate that allowed the General Meeting of Shareholders to decide in accordance with the Law and the Articles of Association on the subjects on the agenda.

 

During the Extraordinary General Meeting of Shareholders, the shareholders discussed and made decisions on the following subject:

Subject No. 1: Approval of the cancellation of a total of nine hundred, ten thousand, three hundred sixteen (910,316) own shares that the Company acquired within the framework of the approved decision under a share buy-back program in order to cancel them, purchased by the Company under a share buy-back program in order to cancel them, with a corresponding reduction of its share capital by five-hundred, seventy-three thousand, four hundred ninety-nine Euro and eight cents (573,499.08 euro), in accordance with article 49 of L. 4548/2018 and the related amendment of article 5 (Share Capital) of the CompanyΆs Article of Association.

 

The Board of Directors approved the submission of the proposal to the Extraordinary General Meeting of Shareholders in the meeting of Monday, 08/02/2021:

 

a) the cancellation, according to article 49 of L. 4548/2018, of the total of nine hundred, ten thousand, three hundred sixteen (910.316) own shares of the Company, with nominal value 0.63 euros each, which were purchased within the time period from 17/07/2019 up to 05/02/2021 with average market price 4.46 euros per share, for their cancellation, within the framework of the approved decision for Repurchase of Own Shares by the Ordinary General Meeting of Shareholders of 21/05/2019.

 

b) the decrease of the share capital of the Company by five hundred, seventy-three thousand, four hundred ninety-nine Euro and eight cents (573,499.08 euros), which derives from the total number of own shares for cancellation, according to the above, multiplied with the nominal value of the share of the Company (that is 910,316 shares X 0.63 euros).

 

c) the corresponding amendment of article 5 of the Article of Association of the Company on the share capital, in order to present the above decrease, and especially the amendment of paragraph 1 and the addition of a sub-paragraph as follows:

 

In Article 5 and after the penultimate sentence, it is stated that: “Following the decision of the Extraordinary General Meeting of Shareholders of December 16, 2014, the share capital of the Company increased by 825,110.31 euros with capitalization of a) the formatted tax-free reserves, based on L. 2238/1994, according to article 72 of L. 4172/2013 of 667,156.44 euros and b) part of the reserve “share premiums account” of 157,953.87 euros, with increase of the nominal value of each share by 0.03 euros each (from 0.60 euros each to 0.63 euros each).”

 

Furthermore, we would like to add one (1) new paragraph as follows:

 

“Upon decision of the Extraordinary General Meeting of Shareholders on March 2, 2021, the share capital of the Company, decreased by 573.499.08 euros, after the cancellation of nine hundred, ten thousand, three hundred, sixteen (910,316) own shares, which were purchased, according to article 49 of L. 4548/2018, within the framework of the approved decision of the Ordinary General Meeting of Shareholders of 21/05/2019, for Repurchase of Own Shares for their cancellation.”

 

With the addition of the above paragraph, the last paragraph is amended as follows:

 

“Therefore, the share capital of the Company amounts to 16,783,817.43 euros, divided in 26,593,361 common nominal shares of nominal value 0.63 euros each.”

 

Moreover, the body of the General Meeting of Shareholders is called to authorize the Board of Directors of the Company in order to take all necessary actions and communications for the completion of the above matters.

 

After the voting on the above subject, the results are as follows:

 

Number of shares with valid votes: 20,125,077

Rate of the paid up share capital, after the deduction of the Own Shares: 75.83%

Valid: 20,125,077

In Favor: 20,124,967 (99.9995%), Against: 0 (0.00%), Abstention: 110 (0.0005%)

Therefore, the subject has been approved.

Other subjects and announcements

 

There were no other subjects and announcements.


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