Resolutions of the Ordinary Annual General Meeting

GENERAL MEETINGS
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The Ordinary General Meeting of the Shareholders, which was held today, Wednesday 23.06.2021, in Athens, at the Hilton hotel, and due to the recent developments and measures adopted for the containment of the coronavirus COVID-19, shareholders were entitled to participate, all or some of them, virtually, in real time, via teleconference, pursuant to article 19 par. 5 of the Company Articles of Association and article 125 of Law 4548/2018, was lawfully attended by 137shareholders representing 127,022,037 common registered shares of a total of 176,736,715 common registered shares and there was a 71.87% quorum of the paid-up Company Share Capital.

The Meeting discussed and took decisions on all items of the agenda, as follows:

  1. 1.Submission and approval of the corporate and integrated Financial Statements of the Company pertaining to the fiscal year of 2020 (from 01.01.2020 to 31.12.2020), together with the relevant Reports of the Board of Directors and the Certified Auditors.

The financial statements for the fiscal year starting on 1 January 2020 and ending on 31 December 2020, as well as of the relevant Reports of the Board of Directors and the Certified Auditors, as the above were approved by the Board of Directors at its meeting on 14.04.2021, were approved.

FOR127,003,622Shares(99.99%)
AGAINST0Shares(0.00%)
ABSTAIN18,412Shares(0.01%)
  1. 2.Approval of the entire management of the Company in accordance with article 108 of Law 4548/2018, as in force, and exemption of the Company’s Certified Auditors from any liability for compensation for the year 2020.

The entire management of the Company has been approved,in accordance with article 108 of Law 4548/2018, as in force, for the activities of the fiscal year ended on 31.12.2020 as well as the discharge of the auditing company under the corporate name “PRICEWATERHOUSECOOPERS AUDITING SOCIETE ANONYME”, from all liability for compensation for the fiscal year of 2020.

FOR126,269,634Shares(99.41%)
AGAINST724,164Shares(0.57%)
ABSTAIN28,236Shares(0.02%)
  1. 3.Appointment of Certified Auditors / Auditing Company to audit the financial statements of the Company for the fiscal year of 2021 (from 01.01.2021 to 31.12.2021) and issuance of the annual tax certificate.

The Audit Company under the name “PRICEWATERHOUSECOOPERS S.A.” was appointed to issue the

annual tax certificate and to carry out the audit of the financial statements for the fiscal year from 01

January 2021 to 31 December 2021 and its compensation for the fiscal year 2021, which will amount to € 162,500 (plus VAT) for the individual and consolidated statements of the parent company and to the amount of € 764,595 (plus VAT) for the Group, was approved.

FOR126,959,065Shares(99.95%)
AGAINST62,969Shares(0.05%)
ABSTAIN0Shares(0.00%)
  1. 4.Approval of the amended Remuneration Policy of the Company, in accordance with article 110 par. 2 of Law 4548/2018.

The Board of Directors proposes to the General Meeting the approval of the amended Remuneration Policy of the Company, as said amendment was approved by the Board of Directors, at its meeting on 26.05.2021, which is uploaded on the Company’s website in the following address: www.lamdadev.com.

FOR120,959,509Shares(95.23%)
AGAINST6,062,525Shares(4.77%)
ABSTAIN0Shares(0.00%)
  1. 5.Approval of the payment of fees and compensation to the members of the Board of Directors and its Committees for the fiscal year of 2020 (from 01.01.2020 to 31.12.2020) and pre-approval of these fees for the fiscal year of 2021 (from 01.01.2021 to 31.12.2021) as well an advance payment of the Members of the Company’s Board of Directors for the period until the next Ordinary General Meeting in accordance with article 109 of Law 4548/2018.

The fees paid to its members for their participation in its meetings during the fiscal year from 1 January 2020 through 31 December 2020, of an aggregate amount of EURO 339,183 were approved. It shall be noted that the replacement of two (2) Board Members as well as the appointment of one more Board Member resulted in the amount of €9,138 on top of the amount approved by the resolution of the General Meeting of the Shareholders dated 24th June 2020.

Moreover, the Ordinary General Meeting of the Shareholders approved the fees paid to all executive members of the Board of Directors, for services provided to the Company within the same fiscal year in accordance with the resolution of the same General Meeting of an aggregate amount of EURO 1,416,532, as well as the pre-approval of remuneration, for the fiscal year from 1 January 2021 to 31 December 2021, to be paid to its members for participating in the meetings of the Board of Directors and its Committees, of an aggregate amount of up to EURO 583,000.

With respect to the remaining annual remuneration, it was approved to be determined and paid at an amount comparable to the one paid last year, in accordance with the annual budget of the Company.

It is noted that on the one hand the remuneration of the fiscal year of 2020 is in accordance with the current remuneration policy of the Company, which was approved by the Ordinary General Meeting dated 25th June 2019, and on the other the remuneration proposed for the fiscal year of 2021 is in accordance with the amended Remuneration Policy of the Company of the as above item.

FOR119,264,019Shares(93.89%)
AGAINST7,754,151Shares(6.10%)
ABSTAIN3,864Shares(0.00%)
  1. 6.Submission of the remuneration report of article 112 Law 4548/2018 for voting.

The General Meeting approved the Remuneration Report under article 112 Law 4548/2018, which is uploaded on the Company’s website in the following address: www.lamdadev.com.

It is clarified that the shareholders’ vote on the Remuneration Report is of advisory nature, in accordance with article 112 par. 3 of L. 4548/2018.

FOR120,959,509Shares(95.23%)
AGAINST6,062,525Shares(4.77%)
ABSTAIN0Shares(0.00%)
  1. 7.Approval of the Suitability Policy of the Members of the Board of Directors in accordance with par.3 of article 3 of L. 4706/2020.

The General Meeting approved the Suitability Policy of the Members of the Company’s Board of Directors, in accordance with article 3 par. 3 of L. 4706/2020, which the Board of Directors approved, at its meeting on 26.05.2021, which is uploaded on the Company’s website in the following address: www.lamdadev.com.

FOR127,022,034Shares(100.00%)
AGAINST0Shares(0.00%)
ABSTAIN0Shares(0.00%)
  1. 8.Approval of the acquisition of the Company’s own shares, in accordance with articles 49 and 50 of Law 4548/2018.

It was approved by the General Meeting, the acquisition of own shares in accordance with articles 49 and 50 of Law 4548/2018, for a period, not exceeding twenty-four (24) months, at a minimum purchase price of the nominal value of the shares, namely 0.30 Euro and a maximum purchase price of fourteen (14) Euro. The maximum number of own shares to be purchased, shall not exceed 10% of the paid-up share capital at any time, (which currently corresponds to 17,673,671 shares), to which the shares already purchased, that the Company holds, are included.

FOR126,955,297Shares(99.95%)
AGAINST62,873Shares(0.05%)
ABSTAIN3,864Shares(0.00%)
  1. 9.Granting of authorization pursuant to article 98 par. 1 of Law 4548/ 2018 to the Members of the Board of Directors and the Managers to participate in Boards of Directors or/and the management of other companies.

The General Meeting authorizes, pursuant to article 98 para. 1 Law 4548/2018, the members of the Board of Directors and Managers of the Company to engaged on behalf of affiliate companies in activities relating to the purpose of the Company.

FOR127,022,034Shares(100.00%)
AGAINST0Shares(0.00%)
ABSTAIN0Shares(0.00%)