Resolutions of the Ordinary Annual General Meeting

Maroussi, 28 June 2024

The Ordinary General Meeting of the Shareholders, which was held on Thursday 27.06.2024, in The Ellinikon Experience Centre, and virtually, in real time, via teleconference, was lawfully attended by 208 shareholders representing 134,882,731 common registered shares of a total of 176,248,117 common registered shares and there was a 76.53% quorum of the Company's paid-up share capital.

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

1. Submission and approval of the corporate and consolidated Financial Statements of the Company pertaining to the fiscal year of 2023 (from 01.01.2023 to 31.12.2023), together with the relevant Reports of the Board of Directors and the Statutory Auditors.

The General Meeting approved the financial statements for the fiscal year starting on 1 January 2023 and ending on 31 December 2023, as well as of the relevant Reports of the Board of Directors and the Statutory Auditors, as the above were approved by the Board of Directors at its meeting on 17.04.2024.

Shares

Percentage

FOR

134,882,731

100,00%

AGAINST

0

0.00%

ABSTAIN

0

0.00%

2. Approval of the overall management of the Company in accordance with article 108 of Law

4548/2018, as in force, and exemption of the Company's Statutory Auditors from any liability for compensation for the fiscal year 2023.

The General Meeting approved of the overall management by each member of the Company's Board of Directors individually, in their respective capacity, and by all members of the Board of Directors collectively, in accordance with article 108 of Law 4548/2018, as in force, for the fiscal year ended on 31.12.2023, as well as the exemption of the auditing company "PRICEWATERHOUSECOOPERS AUDITING COMPANY S.A." from any liability for compensation for the fiscal year 2023.

________________________________________________________________________________________________________________________________

37Α Kifissias Ave. (Golden Hall) • GR 151 23 Maroussi • Tel.: +30 210 7450 600 • Fax: +30 210 7450 645 • e-mail:IR@lamdadev.com

Shares

Percentage

FOR

134,789,695

99.93%

AGAINST

93,036

0.07%

ABSTAIN

0

0.00%

3. Appointment of Statutory Auditors / Auditing Company for the audit of the financial statements of the Company of the fiscal year of 2024 (from 01.01.2024 to 31.12.2024) and issuance of the annual tax certificate.

The auditing company "ERNST & YOUNG (HELLAS) Chartered Auditors Accountants S.A.", members of which are registered with the Institute of Certified Public Accountants of Greece, was appointed for the audit of the financial statements of the fiscal year 2024 (01.01.2024 to 31.12.2024), as well as the issuance of the annual tax certificate. Furthermore, it was approved to determine the auditors' remuneration, in accordance with the resolutions of the Supervisory Board of the Institute of Certified Public Accountants of Greece.

Shares

Percentage

FOR

134,852,390

99,98%

AGAINST

30,341

0.02%

ABSTAIN

0

0.00%

4. Submission for discussion of the Remuneration Report of article 112 of Law 4548/2018 for the fiscal year 2023.

The General Meeting approved the Remuneration Report of article 112 of Law 4548/2018, on which the Remuneration and Nominations Committee of the Company has expressed its assent to the Board of Directors, in accordance with par. c of article 11 of Law 4706/2020 and which is posted on the Company's website at the following address: www.lamdadev.com.

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

________________________________________________________________________________________________________________________________

37Α Kifissias Ave. (Golden Hall) • GR 151 23 Maroussi • Tel.: +30 210 7450 600 • Fax: +30 210 7450 645 • e-mail:IR@lamdadev.com

Shares

Percentage

FOR

123,556,353

91.60%

AGAINST

7,209,549

5.35%

ABSTAIN

4,116,829

3.05%

  1. Approval of the revised Remuneration Policy of the Company in accordance with article 110 par.
  1. of Law 4548/2018.

The General Meeting approved the revised Remuneration Policy of the Company, as such revision was approved by the Board of Directors at its meeting on 29.05.2024.

Shares

Percentage

FOR

123,218,660

91.35%

AGAINST

10,670,142

7.91%

ABSTAIN

993,929

0.74%

6. Submission of the Annual Audit Committee Management Report to the Shareholders for the fiscal year 01.01.2023-31.12.2023.

The Annual Audit Committee Management Report for fiscal year 2023 was submitted to the General Meeting, pursuant to article 44 par. 1(i) of L. 4449/2017, as amended by article 74 par. 4 of L. 4706/2020 and in force.

7. Submission of the Report of the Independent Non-Executive Members of the Company's Board of Directors pursuant to article 9 par. 5 of Law 4706/2020.

The Report of Independent Non-Executive Members of the Board of Directors for fiscal year 2023 was submitted to the General Meeting, pursuant to article 9 par.5 of Law 4706/2020.

________________________________________________________________________________________________________________________________

37Α Kifissias Ave. (Golden Hall) • GR 151 23 Maroussi • Tel.: +30 210 7450 600 • Fax: +30 210 7450 645 • e-mail:IR@lamdadev.com

8. Granting of authorisation pursuant to article 98 par. 1 of Law 4548/ 2018 to the members of the Board of Directors and the Managers to participate to 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 participate in the Boards of Directors or/and management of third-party companies.

Shares

Percentage

FOR

134,882,731

100.00%

AGAINST

0

0.00%

ABSTAIN

0

0.00%

9. Other items and announcements.

Announcement in relation to the partial change in use of proceeds.

The Board of Directors, following its resolution dated 20.12.2023, announced to the General Meeting of Shareholders the approval of the partial change in use of the proceeds from the Share Capital Increase, approved by virtue of the decision of the Extraordinary General Meeting of Shareholders dated 10.10.2019, amounting to €640m net. Further information is available on the Company's website and more specifically to the Company's Announcement dated 21.12.2023.

________________________________________________________________________________________________________________________________

37Α Kifissias Ave. (Golden Hall) • GR 151 23 Maroussi • Tel.: +30 210 7450 600 • Fax: +30 210 7450 645 • e-mail:IR@lamdadev.com

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Lamda Development SA published this content on 28 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 June 2024 14:55:44 UTC.