ANNOUNCEMENT OF DECISIONS OF THE ORDINARY GENERAL MEETING OF 17.04.2026

17-04-2026

ANNOUNCEMENT OF DECISIONS OF THE ORDINARY GENERAL MEETING OF 17.04.2026

 

ANNOUNCEMENT OF DECISIONS OF THE ORDINARY GENERAL MEETING OF THE SHAREHOLDERS OF THE COMPANY "PAPOUTSANIS ANONYMOUS INDUSTRIAL AND COMMERCIAL COMPANY OF CONSUMER GOODS" OF 17.04.2026


The company under the name "PAPOUTSANIS ANONYMOUS INDUSTRIAL AND COMMERCIAL COMPANY OF CONSUMER GOODS" (the "Company") announces that on 17.04.2026, at 10:00 a.m, the Annual General Meeting of the Company's shareholders at the Company's registered office at the 71st km Athens – Lamia, Vathy Avlidos, Municipality of Chalkideon, where twenty three (23) shareholders representing 22.460.331 shares out of a total of 27,098,594 shares, i.e. 83,7% of the paid-up share capital and total voting rights. It should be noted that pursuant to paragraph 1 of article 50 of Law 4548/2018, the 264,380 own shares of the Company out of a total of 27,098,594 shares were not counted for the purposes of quorum and majority.

The Annual General Meeting of Shareholders adopted the following resolutions on the items on the agenda, as included in the relevant invitation, which was published as required by law:

1. Unanimously approved the annual financial statements of the Company for the financial year 2025, together with the management report of the Board of Directors and the auditors' report.

2. Unanimously approved the appropriation of the results for fiscal year 2025 (01/01/2025 - 31/12/2025) as follows:

PROPOSED DIVIDEND OF THE NET PROFITS OF THE COMPANY

USE 2025

1,354,929.70 €

MORE:INTERIM DIVIDEND DISTRIBUTION

1,083,943.76 €

TOTAL DISTRIBUTED PROFITS

2,438,873.46 €

PROPOSED TOTAL DIVIDEND PER SHARE

0.09 €

 

The date of the dividend entitlement is 21.04.2026, while the date of determination of the dividend beneficiaries is 22.04.2026. The payment of dividend will start on 27.04.2026 through "Alpha Bank S.A.".

3. Unanimously approved the distribution of profits from previous financial years in kind, as follows:

PROPOSED DISTRIBUTION OF PROFITS CARRIED FORWARD PER SHARE (in kind)

0.0351728804 €

TOTAL DISTRIBUTED PROFITS CARRIED FORWARD (in kind)

943,836.60 €

 

The distribution of profits carried forward, in a total gross amount of 943,836.60 €, in kind, shall be effected through the distribution of treasury shares, in proportion to each shareholder's participation in the Company's share capital.

Any fractional balances that may arise from the above calculation will be retained by the Company, and the equivalent value of their assessed amount, in proportion to each shareholder’s participation in the share capital, will be paid to the shareholders in cash.

The date of the entitlement to profits from previous financial years is 21.04.2026, while the date of determination of the beneficiaries of profits from previous financial years is 22.04.2026. The crediting of treasury shares will commence on 27.04.2026.

4.    Unanimously approved the overall management of the Company in accordance with article 108 of Law No. 4548/2018 and the discharge of the auditors of the Company in accordance with article 117 par. 1 para. (c) of Law 4548/2018, for the financial year 2025.

5. Unanimously approved the remuneration report for the financial year 2025 was approved unanimously, in accordance with article 112 of Law No. 4548/2018. It is clarified that the vote was of an advisory nature, in accordance with Article 112 of Law 4548/2018.

6. The auditing company "GRANT THORNTON SA Certified Public Accountants and Business Consultants", with GEMI No. 121548701000 and Registration No. SOEL 127, with auditor Mr. Nikos Garbis with SOEL No. 25011 and, his substitute, Mr. Emmanouil Michalios with SOEL No. 25131, with a total fee of up to € 42,000.00 plus VAT, was unanimously elected to conduct the audit of the Company's annual financial statements for the fiscal year 2026, including the audit of the annual financial statements and the review of half-year financial statements, the tax audit for the issuance of a tax certificate pursuant to Article 65A of the Code of Tax Procedure, the audit of the remuneration report for the financial year 2025 and the audit of an xhtml file with appropriate markup.

7. Unanimously granted permission, in accordance with Article 98 par. 1 of the law. 4548/2018, to the members of the Board of Directors and the directors of the Company to participate in the management of legal entities that pursue the same or similar objectives as those of the Company (for the directors, provided that the company is a subsidiary, joint venture or related to the Company), provided that the provisions of the legislation on corporate governance, ethics and conflicts of interest are complied with.

 8. Unanimously approved the Board of Directors was unanimously authorized to establish a share offering program pursuant to article 113 par. 4 of Law 4548/2018 under any conditions within the framework of the law, but subject only to the following restrictions:

a) the rights to be allocated will correspond to a maximum of 2% of the total number of shares of the Company, i.e. 541,972 shares, as their number is today, provided that this maximum will be adjusted in case of corporate transactions that without new contributions lead to a change in the total number of shares, such as for example a division or merger of shares, so that the percentage of the total number of shares remains constant,

b) the shares to be allocated will result from an increase in the Company's share capital or from treasury shares.

The authorisation granted by the Governing Board is valid for 1 year from the date of the decision, provided, of course, that this period only concerns the adoption and not the duration of the programme. In the event that the coverage of the amount of the share capital increases that may take place in accordance with the share allotment plan is not complete, the share capital will be increased up to the amount of the corresponding coverage in accordance with Article 28 of Act No. 4548/2018.

 9. Unanimously approved the distribution of up to 700,000.00 euros of part of the net profits of previous financial years to members of the Board of Directors and employees of the Company, subject to the prior determination of the achievement of the set objectives and the relevant authorizations were granted.

10. Unanimously approved the remuneration policy was unanimously approved in accordance with the provisions of Law 4548/2018 (article 110) and remains in force for a maximum period of four (4) years, i.e. until 17.04.2030, unless amended or renewed earlier.

 

Furthermore, in the context of the Company’s Annual General Meeting and for the purpose of informing the attending shareholders, the following were submitted and presented before the General Meeting:  (a) the annual activity report of the Audit Committee, in accordance with Article 44(1)(i) of Law 4449/2017, and (b) the report of the independent non-executive members of the Company’s Board of Directors, in accordance with Article 9(5) of Law 4706/2020.