Company News

Invitation to the Company's Shareholders to the Extraordinary General Meeting of 14/07/2021

PHILIPPOS NAKAS SA
(Reg. No. 3769/06 / Β / 86/68)
GEMI No. 327701000
INVITATION OF SHAREHOLDERS TO AN EXTRAORDINARY GENERAL MEETING
According to the Law and the Articles of Association of the company, the shareholders of the company are invited:
- At an Extraordinary General Meeting, which will be held on July 14, 2021, Wednesday at 09:00 a.m. at the offices of the company's headquarters at 19 km. Lavriou Ave., Peania, Attica.
- In case of failure to reach the quorum of 1/5 of the share capital required for all issues of the agenda at the above Extraordinary General Meeting, the shareholders are invited at a Repeat Extraordinary General Meeting, which will be held on Monday, July 26 at 09:00 at the company's headquarters at 19 km. Lavriou Ave., Peania, Attica., without a new invitation being published.
Shareholders are invited to discuss and make decisions on the following items on the agenda:
Agenda
1. Election of a new Board of Directors and determination of its term, based on the Law 4706/2020.
2. Additional purposes to the company’s Articles of Association and amendment of Article 3.
3. Various topics - announcements.

a. Right to Participate and Vote in the Extraordinary General Meeting:
Every shareholder is entitled to participate and vote in the Extraordinary General Meeting. Each share of the company provides the right to one (1) vote.
Anyone who appears as a shareholder in the files of the Intangible Securities System, managed by "Hellenic Exchanges SA" is entitled to participate in the Extraordinary General Meeting (HELEX), where the securities (shares) of the company are kept. The proof of the shareholder status is done by presenting a relevant written certificate from "Hellenic Exchanges SA", or alternatively, by direct electronic connection of the company with the files of the said institution. The capacity of the shareholder must exist at the beginning of the fifth (5th) day before the day of the Extraordinary General Meeting of 14 July 2021, ie at the beginning of 9 July 2021 (registration date) and the relevant written confirmation or electronic certification of their shareholder status must reach the Company no later than 24 hours before the meeting of the Extraordinary General Meeting. To participate in the Repeat Extraordinary General Meeting of July 26, 2021, the status of shareholder must exist at the beginning of the fifth (5th) day before the day of the meeting of the initial Extraordinary General Meeting, ie on July 9, 2021 (date of registration of the initial Extraordinary General Meeting) and the relevant written confirmation or electronic certification of its shareholder status must reach the company no later than 24 hours before the scheduled date of the meeting of the above Repeat Extraordinary General Meeting.
In the Extraordinary General Meeting and in the Repeat Extraordinary General Meeting, the right to participate and vote has only whoever holds the status of shareholder on the Registration Date, ie July 9, 2021. In case of non-compliance with the above provisions of article 124 of Codified Law no. 4548/2018, the said shareholder participates in the Extraordinary General Meeting only after its permission.
b. Procedure for exercising voting rights through a representative (s):
The shareholder participates in the Extraordinary General Meeting of the company and votes either in person or through representatives. Provisions of the articles of association, which restrict either the exercise of shareholder rights by proxies or the eligibility of persons who may be appointed as agents, do not apply. Each shareholder can appoint up to three (3) representatives. However, if the shareholder holds shares of the company, which appear in more than one securities account, this restriction does not prevent the shareholder from appointing different representatives for the shares appearing in each securities account in relation to the Extraordinary General Meeting. A representative acting for more than one shareholder may vote differently for each shareholder. Legal entities participate in the general meeting by appointing as their representatives up to three (3) natural persons. The shareholder may appoint a representative for a single general meeting or for all meetings that take place within a certain time. The representative votes according to the instructions of the shareholder, if any, and is obliged to file the voting instructions for at least one (1) year, from the submission of the minutes of the general meeting to the public authority, or if the decision is made public by registration in the Register of Societes Anonymes. The shareholder representative is obliged to inform the company, before the beginning of the meeting of the Extraordinary General Meeting, of any specific event that may be useful to the shareholders in assessing the risk that the agent will serve interests other than the interests of the shareholder. A conflict of interest may arise in particular when the agent: a) is a shareholder exercising control of the company or is another legal entity the entity controlled by that shareholder, b) is a member of the board of directors or the general management of the company or a shareholder who exercises control of the company, or another legal person or entity controlled by a shareholder who exercises control of the company, c) is an employee or certified auditor of the company or shareholder who exercises control of the company, or another legal entity or entity controlled by a shareholder, who exercises control of the company, d) is a spouse or first degree relative with one of the natural persons mentioned in cases a 'to c'. The appointment and revocation of the shareholder's representative is done in writing or electronically and is notified to the company, at least 48 hours before the scheduled date of the Extraordinary General Meeting, during working days and hours. The company has made available on its website (www.nakas.gr) on the internet, the form it uses to appoint a proxy representative. The said form is submitted completed and signed by the shareholder at the Head Office of the company, at the address 19th km. Lavriou Avenue, Peania Attica (Shareholder Service, responsible Mr. Filothei Lapsani) or sent electronically or by fax to: 86 At least 48 hours before the date of the Extraordinary General Meeting or any of its Repeat. The eligible shareholder is required to confirm the successful dispatch of the representative appointment form and its receipt by the company, by calling: 210 6686101.
c. Minority rights of shareholders.
1) At the request of shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors is obliged to include in the agenda of the Extraordinary General Meeting already convened for July 14, 2021 additional issues, if the relevant application arrives at the Board of Directors at least fifteen (15) days before the Extraordinary General Meeting, ie until June 29, 2021. The request for inclusion of additional items on the agenda is accompanied by a justification or a draft decision for approval at the Extraordinary General Meeting and the revised agenda is published in the same way as the previous agenda thirteen (13) days before the date of the Extraordinary General Meeting, ie until July 1, 2021 and at the same time is made available to shareholders online, on the Company's website (www. nakas.gr), together with the justification or the draft decision submitted by the shareholder according to the provisions of article 141 of Codified Law no. 4548/2018.
2) At the request of shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors makes available to the shareholders the provisions of article 141 of Codified Law no. 4548/2018, at least six (6) days before the date of the Extraordinary General Meeting, draft decisions on issues that have been included in the initial or revised agenda, if the relevant application is submitted to the Board of Directors at least seven (7) days before the date of the Extraordinary General Meeting of July 14, 2021 (article 141 of Codified Law 4548/2018). The Board of Directors is not obliged to include items on the agenda or to publish or disclose them along with justifications and draft decisions submitted by the shareholders, if their content is clearly contrary to law and good morals.
3) At the request of any shareholder submitted to the company at least five (5) full days before the Extraordinary General Meeting of 14 July 2021, ie until 9 July 2021, the Board of Directors is obliged to provide the Extraordinary General Meeting with the requested specific information for the affairs of the company, in so far as they are useful for the actual assessment of the items on the agenda. The Board of Directors may respond uniformly to shareholder requests with the same content. There is no obligation to provide information when the relevant information is already available on the company's website, in particular in the form of questions and answers. The Board of Directors may refuse to provide the information for a substantial reason, which is stated in the minutes (article 141 of Codified Law 4548/2018).
4) At the request of shareholders representing one tenth (1/10) of the paid-up share capital and which is submitted to the company at least five (5) full days before the Extraordinary General Meeting of July 14, 2021, ie until July 9, 2021 The Board of Directors is obliged to provide the Extraordinary General Meeting with information on the course of corporate affairs and the assets of the company to the extent that they are useful for the actual assessment of the items on the agenda. Corresponding deadlines for any exercise of minority rights of shareholders apply in case of Repeat General Meetings.
In all the above cases, the applicant shareholders must prove their shareholding status and the number of shares they hold when exercising the relevant right. Such proof is the presentation of a written certificate by the institution in which the relevant securities are kept or alternatively the certification of their shareholder status by direct electronic connection of institution and company.
d. Available information and documents:

The information and documents provided in article 123 of Codified Law no. 4548/2018, will be available in hard copy at the offices of the company's headquarters at 19 km. Lavriou Avenue, Peania Attica (Shareholder Service Department, responsible Mr. Filothei Lapsani) and in electronic form on the internet, by posting them on the company's website www.nakas.gr

Peania, June 14, 2021
The Board of Directors

Proxy Holder Appointment Form_E.G.A. 14.07.2021

AUTHORIZATION OF REPRESENTATIVE TO THE E.G.A. OF 14.07.2021