ATHENS MEDICAL CENTER S.A.

S.A. Registry No 13782/06/B/86/06

GEMI No. 356301000

Invitation to the Shareholders of the Societe Anonyme

under the name

ATHENS MEDICAL CENTER S.A.

to an Extraordinary General Meeting

Following the decision of the Company's Board of Directors on 12th July 2024, the Shareholders of the societe anonyme under the name "ATHENS MEDICAL CENTER S.A." are invited according to the applicable L. 4548/2018 "On the Reformation of the Law Regarding Societe Anonyme" and the Articles of Association of the Company, to an Extraordinary General Meeting that will take place on Friday, 2nd August 2024 at 11:00 a.m. in the Company's offices (Meeting Room, building E') in Maroussi, Attica, on 1, Distomou Street, in order to discuss and decide on the following issues of the agenda:

1.Establishment of a Share Buy Back Program of the Company's own shares. Authorization granting to the Board of Directors.

2.Increase of the share capital of the Company with partial capitalization of the reserves 'share premium' and free allocation of own shares according to article 114 of L.4548/2018. Authorization granting to the Board of Directors. Amendment of Article 5 of the Statute .

3.Bonus payment to the President of the Board of Directors.

4. Εstablishment of a subsidiary company.

Furthermore, according to the same decision of the Board of Directors mentioned above, in case the required by the Law and the Articles of Association quorum will not be achieved on August 2nd 2024, the General Meeting will be held again as a Repeat Meeting on Friday 9th August 2024, at 11:00, in the Company's offices (Meeting Room, Building E') in Maroussi, Attica, on 1, Distomou Street.

Please note that a new invitation for the possible repeat meeting will not be published, according to article 130 paragraph 2 of the L. 4548/2018, as currently in force. The issues of the Agenda of any Repeat General Meeting will be the ones mentioned above, with the exception of the issues on which a decision could be made.

According to article 121 paragraph 4 of the L. 4548/2018, the Board of Directors informs the Company's shareholders of the following:

  1. A. THE RIGHT TO ATTEND THE GENERAL MEETING AND THE RIGHT TO VOTE.

Whoever appears to be a shareholder of the Company in the registry of Dematerialised Securities System (D.S.S.), which is managed by "Hellenic Exchanges S.A." ("HELEX"), where the company's securities (shares) are kept, has the right to attend the Extraordinary General Meeting on 2nd August 2024 and exercise his right to vote. The capacity of the shareholder is proved by a relevant written certificate by the aforementioned authority or, alternatively, by a direct electronic linkup of the Company with the records of the aforementioned authority.

The shareholder's capacity must exist on 28th July 2024 ("Record Date"), i.e. on the beginning of the fifth (5th) day prior to the General Meeting of 2nd August 2024 and the relevant written or electronic certificate about the shareholder's capacity must be received by the company at least three (3) days prior to the General Meeting, as provided for by article 124 paragraph 6 of the L. 4548/2018.

In relation to the possible Repeat General Meeting of 9th August 2024, the shareholder's capacity must also exist at the beginning of 28th July 2024 ("Record Date"), i.e. the fifth (5th) day prior to the date of the General Meeting (article 124 paragraph 6 of the L. 4548/2018), taking into consideration that the day of the repeat meeting is not further than thirty (30) days from the initial date.

It is considered by the Company that the right to attend and vote for the General Meeting is acquired only by the person who has the shareholder's capacity on the relevant Record Date.

In case of no compliance with the provisions of article 124 paragraph 6 of the L. 4548/2018 as in effect, the shareholder in question attends the General Meeting only if the General Meeting allows it.

It is noted that the exercise of the aforementioned rights (right to attend and right to vote) does not require the block of the shareholder's shares nor the compliance with any other relevant procedure, which limits the ability to sell or transfer shares for the time period between the Record Date and the date of the General Meeting.

B. PROCEDURE FOR THE ATTENDANCE AND VOTING THROUGH PROXIES.

Every shareholder attends the General Meeting and votes either in person or through proxies. Each shareholder may appoint up to three (3) proxies. Legal entities participate in the General Meeting by appointing up to three (3) persons as their representatives. However, if the shareholder holds Company's shares that appear in more than one securities' accounts, this limitation does not prevent the shareholder in question from appointing different proxies for the shares that appear in each securities account in relation to the General Meeting. A proxy that acts for more shareholders may vote differently for every shareholder.

The Proxy shall vote in accordance with the instructions of the Shareholder, if any, and shall be required to file the voting instructions for at least one (1) year from the submission of the Minutes of General Meeting to the competent Authority or, if the Decision is made public, upon its registration to the Societe Anonyme Registry. Non-compliance of the Proxy with the received instructions does not affect the validity of the decisions of the General Meeting, even if the Proxy's vote was decisive in taking them. The provisions of Article 128 paragraphs 4 and 5 of Law 4548/2018 apply to the appointment and revocation or replacement of the proxy and the obligations of the shareholder's proxy.

The Company's Articles of Association do not provide for the possibility of the shareholders' attendance of the General Meeting through electronic means, without their natural presence at the place of the General Meeting, nor does it provide for the possibility of distance voting either through electronic means or through mail, and it also does not provide for the possibility of appointing and recalling a proxy through electronic means as provided for by article 125 of the Law 4548/2018.

Authorization granting forms for the appointment of a proxy will be available for the shareholders:

a) in written form at the company's offices (1 Sarantaporou Street, Maroussi, 1st Floor, tel. 2106862454) and

b) in electronic form on the Company's website (www.iatriko.gr).

The aforementioned form, completed and signed, must be submitted to the Company, at the address mentioned under (a) or must be sent by fax to the number 210-6108403, at least two (2) days prior to the General Meeting.

The proxy is obliged to disclose to the Company before the commencement of the General Meeting every specific fact, which could be useful to shareholders in order to evaluate the risk of the proxy serving interests other than the shareholder's interests.

Conflict of interest may arise mainly in cases when the proxy is: a) a shareholder that exercises the control of the Company or another legal entity or an entity controlled by that shareholder, b) a member of the Board of Directors or of the general management team of the Company or of a shareholder controlling the Company, or of another legal entity or of an entity controlled by a shareholder controlling the Company, c) an employee or certified auditor of the Company or of a shareholder controlling the Company, or of another legal entity or of an entity controlled by a shareholder controlling the Company d) the spouse or a relative of first degree of one of the persons mentioned in cases (a) to (c).

  1. C. SHAREHOLDERS' MINORITY RIGHTS PROVIDED FOR IN PARAGRAPHS 2,3,6 AND 7 OF ARTICLE 141 OF THE L. 4548/2018

In view of the General Meeting of the Shareholders of the Company on 2nd August 2024, detailed information on the rights of the Shareholders under paragraphs 2, 3, 6 and 7 of article 141 of Law 4548/2018 is given below.

a) Upon request of shareholders representing 1/20 of the paid-up share capital, the Board of Directors of the Company is obliged to register additional issues in the agenda of the General Meeting, if the relevant request is submitted to the Board of Directors until the 18th of July 2024, i.e. at least fifteen (15) days prior to the General Meeting. The request for the inclusion of additional issues in the agenda is accompanied by a reasoning or by a draft of the decision under approval by the General Meeting; the revised agenda is published in the same way as the previous agenda, on the 20th of July 2024, i.e. at least thirteen (13) days prior to the date of the General Meeting and at the same time it becomes available for the shareholders on the Company's website, along with the reasoning or the draft of the decision already submitted by the shareholders according to the provision of article 141 par. 4 of L. 4548/2018.

b) Upon request of shareholders representing 1/20 of the paid-up share capital, the Board of Directors, according to the provisions of article 123 par. 3 of L. 4548/2018, makes available to the shareholders the latest by the 27th of July 2024 i.e. at least six (6) days prior to the General Meeting, drafts of the decisions on issues that have been included in the initial or the revised agenda, if the relevant request is submitted to the Board of Directors by the 26th of July 2024, i.e. at least seven (7) days prior to the date of the Regular General Meeting.

c) Upon request of any shareholder submitted to the Company until the 26th of July 2024, i.e. at least five (5) full days prior to the General Meeting, the Board of Directors is obliged to provide the General Meeting with the requested specific information on the Company's affairs, to the extent that this information is useful for the real evaluation of the issues of the agenda. The Board of Directors can deny the provision of information due to substantial reasons that are reported in the minutes. The Board of Directors can give a single unified answer to applications of shareholders with the same content. There is no obligation to provide information, when the relevant information is already available on the Company's website, especially in the form of questions and answers.

Furthermore, upon request of shareholders representing one twentieth (1/20) of the paid-up capital, the Board of Directors may be requested to announce to the General Meeting the amounts which during the last two years were paid to each member of the Board of Directors or to the managers of the Company, as well as any benefit to such persons due to any cause or contract of the Company with them.

d) Upon request of shareholders representing one tenth (1/10) of the paid-up share capital submitted to the Company until the 26th of July 2024, i.e. at least five (5) full days prior to the Regular General Meeting, the Board of Directors is obliged to provide the General Meeting with information on the course of corporate affairs and on the Company's property. The Board of Directors can deny providing the requested information due to substantial reasons that are reported in the minutes.

Equivalent time limits for any exercise of the shareholders' minority rights also apply in case of a Repeat General Meeting.

More detailed information in relation to the aforementioned minority rights and the terms for their exercise will be available on the Company's website (www.iatriko.gr)

D. AVAILABLE DOCUMENTS AND INFORMATION.

The information provided for in paragraphs 3 and 4 of article 123 of the L. 4548/2018, as currently in force, i.e. the full text of the present invitation, the authorisation granting form for the appointment of proxies, the decision drafts for every issue of the agenda, the submitted documents to the General Meeting, as well as detailed information in relation to the exercise of minority rights according to paragraphs 2,3,6 and 7 of article 141 of the L. 4548/2018, are available in electronic form on the Company's website (www.iatriko.gr).

In addition, the aforementioned documents are available in written form from the Shareholders' Service Department of the Company, at the address 1, Sarantaporou Street, 1st floor, tel. 2106862454, where the Shareholders can collect copies.

Maroussi, 12th July 2024

THE BOARD OF DIRECTORS


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Athens Medical Centre SA published this content on 12 July 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 July 2024 13:53:03 UTC.