Annual Ordinary General Meeting

31.05.2024

RESOLUTIONS AND VOTING RESULTS

The société anonyme under the trade name "PREMIA REAL ESTATE INVESTMENT COMPANY SOCIETE ANONYME" and the distinctive title "PREMIA PROPERTIES" (hereinafter the "Company"), with General Commercial Registration (GEMI) Number 861301000 and Tax Identification Number 094321237 hereby announces that the Annual Ordinary General Meeting was held on 31.05.2024 and at 11:00 at the Company's registered offices located at 59, Vasilissis Sofias Av. in Athens on 2o floor at which 10 shareholders were present or duly represented representing 69.520.943 shares, i.e. 79,793 % of the total paid up share capital and the Company's voting rights and therefore a quorum was established for the discussion and for resolution on all items of the agenda.

The Meeting was convened validly resolving upon the following items:

1st Item: Approval of the Annual Financial Statements for the financial year 2023, along with the Board of Directors' Annual Report and the Auditors' Report.

Required quorum: 1/5 of the paid-up share capital

Required majority: 50% plus one vote of the represented share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece

Γ.Ε.ΜΗ.: 861301000 www.premia.gr

The General Meeting approved unanimously the Company's Annual Financial Statements (including the consolidated financial statements), along with the relevant Board of Directors' Annual Report and the Certified Auditor's Report.

2nd Item: Approval of dividend distribution and provision of relevant authorization to the Board of Directors.

Required quorum: 1/5 of the paid up share capital

Required majority: 50% plus one vote of the represented share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

On this matter, the General Meeting decided the distribution of dividends amounting to 0.03 euros per share from the tax-free reserve created pursuant to the provisions of article 99 and 106B of Law 3588/2007, as well as the distribution of part of the profits.

Since the own shares do not receive a dividend, the final amount of the dividend to be paid per share will be increased by the amount of the dividend corresponding to the own shares held by the Company on the ex-dividend date.

Additionally, the General Meeting has decided to create a regular reserve amounting to €274.888,23 and to proceed with the remuneration to the Managing Director with participation in the profits for the year for the amount of €100,000.

Further, the General Meeting has decided to authorize the Board of Directors to proceed to the required actions for the implementation of the above decision.

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

3rd Item: Approval, pursuant to article 108 of law 4548/2018, of the overall management for the financial year 2023 and discharge of the auditors.

Required quorum: 1/5 of the paid-up share capital

Required majority: 50% plus one vote of the represented share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The Annual General Meeting approved, pursuant to article 108 of Law 4548/2018, the overall management that took place during the 2023 financial year.

Furthermore, the General Meeting unanimously released the Certified Auditors - Accountants who conducted the audit of the financial statements for the fiscal year 2023 from any liability.

4th Item: Election of Auditing Company for the financial year 2024 statutory audit and relevant authorization.

Required quorum: 1/5 of the paid-up share capital

Required majority: 50% plus one vote of the representing share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The Ordinary General Meeting, upon a recommendation from the Audit Committee, unanimously decides that the regular audit of the annual and semi-annual Financial Statements (corporate and consolidated), as well as the annual tax audit of the company for the financial year 2024 (1.1.2024-31.12. 2024) will be carried out by the Audit Company "Ernst & Young SA" from which Mr. Andreas Xatzidamianou (Reg. Nr.

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

61391) and Ms. Eleonora Seka (Reg. Nr. 50131) will be appointed as Regular Auditors, and Mr. Vassilios Tzifas (Reg. Nr. 30011) will be appointed as Substitute Auditor. Furthermore, the Ordinary General Meeting authorizes the Company's Board of Directors to determine the exact amount of their remuneration.

5th Item: Election of the Company's Independent Valuer for the financial year 2024 and relevant authorization.

Required quorum: 1/5 of the paid-up share capital

Required majority: 50% plus one vote of the representing share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The Ordinary General Meeting approved unanimously the appointment of the company " SAVILLS ELLAS I.K.E." as well as the company "GEOAXIS" as independent valuers, for the valuation of the Company's investments for the financial year 2024, as well as to authorize the Board of Directors to determine their fees, to allocate the portfolio of properties to each valuer, and to assign the valuation of new properties to whichever of the two valuers, at its free discretion.

Furthermore, the General Meeting unanimously resolves to authorize the Company's Board of Directors to proceed to the appointment of an additional valuer in case this is deemed either necessary or in the Company's interest and to negotiate and agree on its remuneration.

6th Item: Approval of remuneration and compensation of the members of the Board of Directors for the year 2023 and pre-approval of the remuneration and compensation of the members of the Board of Directors for the year 2024.

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

Required quorum: 1/5 of the paid-up share capital

Required majority: 50% plus one vote of the representing share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The General Meeting unanimously approved the remuneration and compensation paid to the members of the Board of Directors and the Committees for the financial year 2023 amounting to € 86.400 for their participation to the Board of Directors and the Committees.

Subsequently, the General Meeting unanimously pre-approved the remuneration and compensation to be paid to the members of the Board of Directors and the Committees amounting to € 105.600 for the financial year 2024.

Both the remuneration and compensation paid for financial year 2023 and those pre- approved for the financial year 2024 are in accordance with the Company's Remuneration Policy and the relevant recommendations of the competent Committees.

7th Item: Submission for discussion and voting by the General Meeting of the Remuneration Report for the year 2023.

Required quorum: 1/5 of the paid up share capital

Required majority: 50% plus one vote of the represented share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

The Ordinary General Meeting unanimously approved the Remuneration Report for the year 2023, which has been prepared in accordance with the provisions of article 112 of law 4548/2018. The text of the Remuneration Report is available on the Company's website (https://premia.gr).

The shareholders' vote on the Remuneration Report has a consultative character, in accordance with article 112 par. 3 of Law 4548/2018.

8th Item: Election of new members of the Board of Directors and appointment of independent non executive members.

Required quorum: 1/5 of the paid-up share capital

Required majority: 50% plus one vote of the representing share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The General Meeting, accepting the proposal of the Remunerations and Nomination Committee, unanimously decides to elect a new eight-member Board of Directors, with a three-year term, which will be automatically extended until the expiry of the period within which the next Ordinary General Meeting must be convened and until the relevant decision is taken.

Furthermore, the General Meeting has appointed its independent members pursuant to the provisions of article 3 of law 3016/2022 and article 5 of law 4706/2020.

The new Board of Directors is composed by the following members:

  1. Ilias Georgiadis, son of Nikolaos,
  2. Frank Roseen, son of Anastasios,
  3. Konstantinos Markazos, son of Alexios,

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

  1. Kalliopi Kalogera, daughter of Stamatis,
  2. Ilias Tsiklos, son of Kyriakos,
  3. Vassileios Andrikopoulos, son of Filippos, Independent non-Executive Member
  4. Panagiotis Vroustouris, son of Konstantinos, Independent non-Executive Member
  5. Rebekka Pitsika, daughter of George Taxiarchis, Independent non-Executive Member

The election of the independent non-executive members took place after it was ascertained that each of them meets the independence requirements of article 4 par. 1 of Law No. 3016/2002 and Article 9 of Law No. 4706/2020.

It is noted that the above composition of the Board of Directors is in accordance with the provisions of the Board of Directors' Qualification Policy, as established by the relevant minutes of the Remuneration & Nomination Committee.

9th Item: Determination of the type of the Audit Committee, the term, number and qualifications of its members in accordance with article 44 paragraph 1 c. b) of Law 4449/2017 and election of a new Audit Committee.

Required quorum: 1/5 of the paid-up share capital

Required majority: 50% plus one vote of the representing share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The General Meeting unanimously decides to elect a new three-member Audit Committee in accordance with the provisions of article 44 of Law 4449/2017, as amended and in force, which will be a committee of the Board of Directors, consisting of two independent non-executive members of the Board of Directors as per the provisions of article 4 of law 3016/2002 and article 9 of Law 4706/2020, and one non- executive member of the Board of Directors.

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

Furthermore, the General Meeting unanimously decides that the term of the new Audit Committee shall coincide with the term of the Company's Board of Directors, i.e. three years, automatically extended until the expiry of the period within which the next Ordinary General Meeting must be convened and until the relevant decision is taken.

The members of the Audit Committee shall be appointed by the Board of Directors at its next meeting, since such Committee constitutes a committee of the Board of Directors according to the provisions of par. 1c) of art. 44 of law 4449/2017.

The members of the Audit Committee appointed by the Board of Directors will have sufficient knowledge of the real estate sector and at least one member of the Committee, who shall also be independent, will have proven and sufficient knowledge in auditing or accounting, as defined in par. 1g) of art. 44 of law 4449/2017.

10th Item: Approval of the free offering of new common registered shares of the Company to the beneficiaries as provided for in the Incentive Program as incorporated in the Remuneration Policy and approved by the Annual General Meeting on 10.12.2021 and granting authorizations to the Board of Directors.

Required quorum: 1/2 of the paid up share capital

Required majority: 2/3 of the represented share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The General Meeting unanimously decides to implement the free shares offering programme (hereinafter the "Programme") approved by the Extraordinary General Meeting on 10.12.2021:

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

  1. to approve the issue and free distribution to the beneficiaries of the Programme of 411,688 new, common, registered shares with a nominal value of €0.50 each, by virtue

of an increase in the Company's share capital to be carried out through the capitalization of a distributable reserve under the title "incentive programme reserve" which the Company has formed for this purpose, in accordance with article 114 of Law 4548/2018 and

  1. to authorize the Board of Directors to take any legal act, deed and action to implement this resolution.

11th Item: Increase of the Company's share capital by the amount of € 205.844 euro for the offering of free shares to the beneficiaries through capitalization of reserves in accordance with article 114 of law 4548/2018, amendment of article 5 of the Articles of Association and granting of authorization to the Board of Directors.

Required quorum: 1/5 of the paid up share capital

Required majority: 50% plus one vote of the represented share capital

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

The General Meeting unanimously decides to increase the Company's share capital by capitalizing a distributable reserve entitled "incentive programme reserve" of the amount of €205.844 by issuing 411.688 new, common, registered shares of nominal value of €0,50 each, in order for these shares to be distributed free of charge to the beneficiaries of the Programme in accordance with article 114 of Law 4548/2018.

The Company's shareholders do not have a right of first refusal to this share capital increase, as it will be carried out through the capitalization of the aforementioned reserve and in accordance with the provisions of article 27, par. 2 of Law 4548/2018, while no subsequent certification of the increase payment is required pursuant to art. 20 par. 5 of Law 4548/2018.

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

Furthermore, the General Meeting approves the amendment of the article 5 of the Articles of Association as follows:

"1. (…)

By virtue of the Ordinary General Meeting of the Company's shareholders, dated 31.05.2024, it was decided to increase the Company's share capital by the amount of two hundred and five thousand eight hundred and forty four euros (€ 205.844) through the issuance of 411.688 new, common, registered shares of nominal value of 0,50 euros each, through the capitalization of the amount of € 205.844 from the distributable reserve entitled "incentive programmes reserve". Following the above, the Company's share capital now amounts to forty-three million seven hundred and sixty-nine thousand four hundred and twenty-five euros (€43,769,425), divided into eighty-seven million five hundred and thirty-eight thousand eight hundred and fifty (87,538,850) registered shares with a nominal value of euros fifty cents (€0.50) each".

Finally, the General Meeting authorizes the Board of Directors a) to proceed to any legal act or other action or act required to implement this resolution in order to complete the share capital increase of the company, including the adoption of the required regulatory and other approvals and permits, b) to arrange for the listing of the newly issued shares for trading on the Athens Stock Exchange, and c) to deliver to the beneficiaries of the Programme the new common registered shares of the company issued in accordance with the terms of the Programme and the respective recommendation of the Remuneration and Nomination Committee.

Item 12: New incentive plan in accordance with article 114 of law 4548/2018

Required quorum: 1/5 of the paid share capital.

Required majority: 50% plus 1 vote of the represented share capital.

Valid votes: 69.520.943

Number of Votes in favor: 69.520.943

Number of Votes against: 0

Number of no Vote votes: 0

Premia Properties. 59 Vas. Sofias Avenue, 115 21 Athens, Greece Γ.Ε.ΜΗ.: 861301000 www.premia.gr

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Premia AE published this content on 31 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 May 2024 13:02:04 UTC.