Decisions of the Ordinary General Assembly of 07.12.2021

DECISIONS OF THE ANNUAL ORDINARY GENERAL MEETING OF THE SHAREHOLDERS OF PHILIPPOS NAKAS SA OF DECEMBER 7TH 2021.
At the Ordinary General Meeting of Shareholders on December 7, 2021, the total number of shares deposited was 5.056.680, i.e. 79.75% of the total share capital.
The attendees then approved the following:
1. The annual Financial Report of the Company and the Group for the fiscal year 2021 (01.07.2020 - 30.06.2021) with the annual Financial Statements (corporate and consolidated) of the said fiscal year as well as the relevant annual Reports of the Board of Directors and the Auditors.
2. The overall management according to article 108 of Law 4548/2018 of the year 01.07.2020 - 30.06.2021 as well as the release of the Auditors from any responsibility.
3. The approval of the Suitability Policy as prepared by the Remuneration & Nominations Committee of the company and has been posted on the website of the company.
4. The Remuneration Report of the Members of the Board of Directors according to article 112 L. 4548/2018 for the period 01.07.2020 to 30.06.2021 and the Report of the Independent Certified Public Accountant about the completeness of the information included in the Remuneration Report According with article 112 of Law 4548/2018.
5. The Remuneration Policy of the Members of the Board of Directors.
6. The election of a new Board of Directors which consists of:
• Konstantinos Ph. Nakas, executive member
• George Ph. Nakas, executive Member
• Maria P. Chatzigeorgiou, executive member
• Stelios D. Vasilakis, non-executive member
• Miltiadis G. Varnavas, independent non-executive member
• Dimitris I. Tsapogas, independent non-executive member
• Angeliki Ch. Kamberi, independent non-executive member
The term of the Board of Directors was decided to be five years ending on December 7, 2026.
7. The appointment of the company "S.O.L. SA CERTIFIED AUDITORS ACCOUNTANTS» Fok. Negri 3, Athens, for the audit of the year 01.07.2021 - 30.06.2022 and specifically the certified public accountants Mr. Elias Kalinteris SOEL reg. no. 36951 as a regular and as a substitute Mr. Vaios Rizoulis of Achilles SOEL reg. no. 22041.
8. The appointment of the Audit Committee which consists of 2 independent non-executive members and one non-executive member of the Board of Directors. The term of the members of the Audit Committee was decided and approved to be five years.
9. The payment as a dividend of the amount of € 1,077,800, ie € 0.17 per share. Finally, the Board of Directors was authorized to set the date of cut and payment of the dividend and proceed with the relevant announcements.
10. The increase of the share capital by capitalization of part of the reserve of the difference in favor of the amount of € 443.800 with an increase of the nominal value of the share by €0.07.
11. The reduction of the share capital by € 443.800 and the return to the shareholders of €443,800 with a corresponding reduction of the nominal value of the share by € 0.07. The Board of Directors was also authorized to set the date of cut and payment of the return of capital to the beneficiaries and proceed with the appropriate announcements.
12. The amendment of article 5 of the articles of association with the completion of the following changes in the share capital:
- With the decision of the Ordinary General Meeting of 07.12.2021, the share capital of the company is increased by € 443.800 by capitalizing the reserve from the issuance of premium shares and with a corresponding increase in the nominal value of each share by € 0.07. Thus, the share capital amounts to the amount of € 4.247.800,00 and is divided into 6.340.000 registered shares with a nominal value of € 0.67 per share.
- With the decision of the Ordinary General Meeting of 07.12.2021, the share capital of the company is reduced by € 443.800 with a return of cash to the shareholders of € 443.800 with a reduction of the nominal value of the share by € 0.07. Thus the share capital amounts to € 3.804.000,00 and is divided into 6.340.000 registered shares with a nominal value of € 0.60 per share.