Decisions of the Shareholders’ Ordinary General Assembly on 22.06.2015
The Ordinary General Assembly of the Company’s Shareholders held on 22.06.2015 decided upon all issues of the agenda by quorum of 72,70% (i.e. 5.521.505 shares out of a total of 7.595.160) and by 100% majority (i.e. 5.521.505 shares out of an equal number of attending shares).
1 + 2) The Annual Financial Report for the period 01.01.2014 to 31.12.2014 dated 27.3.2015 as well as the relative report by the Auditor were approved. (Votes in favor 100% of attending shares ie 5.521.505 shares of total of 7.595.160 – quorum of 72,70%).
3) The members of the Board of Directors and the Auditor were released from any liability of compensation arising from the Annual Financial Report as well as the administration and management in general of the period 01.01 – 31.12.2014. (Votes in favor 100% of attending shares ie 5.521.505 shares of total of 7.595.160 – quorum of 72,70%).
4) The auditing firm “SOL S.A.” (Reg. N. SOEL 125) was elected as Auditors for the period 01.01 – 31.12.2015. Regular auditor is Mr. Meletios Siastathis of Dimitrios (Reg. N. SOEL 12181) and substitute auditor is Mr. Theodoros Dilaris of Georgios (Reg. N. SOEL 10481) with their remuneration to being determined for fiscal period 2015. Also, the remuneration for fiscal period 2014 of auditor Mr. Meletios Siastathis was approved. (Votes in favor 100% of attending shares ie 5.521.505 shares of total of 7.595.160 – quorum of 72,70%).
5) The General Assembly was informed that the company’s total comprehensive income for the period was negative and therefore, there is no issue of profits distribution.
6) The remuneration and expenses paid to members of the Board of Directors were approved and their relevant future remuneration and expenses were fixed. (Votes in favor 100% of attending shares ie 5.521.505 shares of total of 7.595.160 – quorum of 72,70%).
7) According to article 23a par. 2 of the Codified Law 2190/1920, the General Assembly granted the permission for:
a. The purchase of 45.000 common registered shares of the company “Κ & G MEDITERRANEAN MARINAS MANAGEMENT S.A.” at 1,00 euro par value each and particularly, the purchase of 31.500 common registered shares from the company “LEFKAS MARINA S.A.” and 13.500 common registered shares from the company “MARINA KALAMATAS TOURISM S.A.” at 1,00 euro par value each. “KIRIACOULIS MEDITERRANEAN CRUISES SHIPPING S.A.” now holds percentage of 9,63% of total number of shares of the company “Κ & G MEDITERRANEAN MARINAS MANAGEMENT S.A.” and after the completion of the above transactions, “KIRIACOULIS MEDITERRANEAN CRUISES SHIPPING S.A.” will hold percentage of 10%.
b. Guarantee up to the amount of 700.000 € in favor of the company “Κ & G MEDITERRANEAN MARINAS MANAGEMENT S.A.” for raising bond loan of 7.000.000 € by National bank of Greece and signing of the relevant agreement. (Votes in favor 100% of attending shares ie 5.521.505 shares of total of 7.595.160 – quorum of 72,70%).
8) According to article 23a par. 2 of the Codified Law 2190/1920, the General Assembly approved the guarantee that the company “KIRIACOULIS MEDITERRANEAN CRUISES SHIPPING S.A.” granted in favor of its subsidiary company “KIRIACOULIS MEDITERRANEAN D.O.O.”, with registered office in Croatia, in raising loan agreement for the amount up to 352.842,55 € plus interest and expenses, between the aforementioned subsidiary and the Croatian bank “SG LEASING D.O.O.” aiming the finance of the purchase of two yachts. (Votes in favor 100% of attending shares ie 5.521.505 shares of total of 7.595.160 – quorum of 72,70%).
