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K + G Complex Public Company LTD

Pre-Annual General Meeting Information Nov 7, 2023

2471_agm-r_2023-11-07_7f3398b7-79f3-4ba9-a9dc-ff4a3c0ccd61.pdf

Pre-Annual General Meeting Information

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Head Office: Gala Tower, 197 Makarios III Avenue, CY-3030 Limassol Postal Address: P.O.Box 50019, CY-3600 Limassol, Cyprus Tel: +357·25·89·10·00 Fax: +357·25·34·32·11 E-mail: [email protected] www.galatariotisgroup.com

NOTICE OF AN EXTRAORDINARY GENERAL MEETING

Notice is hereby given that an Extraordinary General Meeting of the shareholders of the company will be held at the Company's registered office at Gala Tower, 197 Makarios III Avenue, in CY-3030 Limassol, on Thursday 30th November 2023 at 3:00 p.m. for the purpose of considering and, if thought fit, passing the following Special Resolution:

«SPECIAL RESOLUTION

  • (a) That the share premium account of the Company which has been established pursuant to Section 55 Company Law, Chapter 113, be reduced, and the same is hereby reduced from EUR 1.757.006,29 to EUR 0, by the return of cash to the shareholders the amount of EUR 1.757.006,29.
  • (a) That the special reserve account due to the conversion of share capital into Euros, which has been established pursuant to article 5 (3) of Law 33(I)2007, be reduced, and the same is hereby reduced from EUR 86.014,41 to EUR 0, by the return of cash to the shareholders the amount of EUR 86.014,41.
  • (b) That the authorised share capital of the Company which amounts to EUR 85.000.000 divided into 500.000.000 ordinary shares with a nominal value of EUR 0,17 cent each, be reduced, and the same is hereby reduced to EUR 40.000.000 divided into 500.000.000 ordinary shares with a nominal value of EUR 0,08 cent each.
  • (c) That the issued share capital of the Company which amounts to EUR 21.859.647,37 divided into 128.586.161 ordinary shares with a nominal value of EUR 0,17 cent each, be reduced, and the same is hereby reduced from EUR 21.859.647,37 to EUR 10.286.892,88 by the reduction of the nominal value of the shares of the Company from EUR 0,17 cent each to EUR 0,08 cent each by the return of cash to the shareholders of the amount of EUR 11.572.754,49, which corresponds to EUR 0,09 cent per share.»

By order of the Board,

C.C.C. Secretarial Ltd Secretary

Limassol, 3 rd November 2023

Notes to the Notice of the Extraordinary General Meeting

  1. Any person appearing as a shareholder in the Register of Members of the Company on the record date is entitled to participate and vote at the Extraordinary General Meeting. The record date for determining the right to participate and vote at the Extraordinary General Meeting is 27th November 2023. Based on this date, transactions which will be taking place on 28th November 2023 and thereafter will not be considered in determining the right to vote at Extraordinary General Meeting.

Shareholders who will attend the Extraordinary General Meeting are requested to present an Identity Card or any other proof of Identification.

  1. Any member entitled to attend and vote at the Extraordinary General Meeting is entitled to appoint a proxy to attend and vote on his behalf and such proxy need not be a member of the Company. The instrument appointing a proxy must be deposited at the Company's registered office, 197 Makarios III Avenue, Gala Tower, 3030 Limassol, not less than 48 hours before the time fixed for holding the Meeting.

In case of companies, an official stamp and the signature of an authorised person is necessary. In case of several joint shareholders, an Instrument of Proxy can be given only by the shareholder whose name appears first in the Members' Register.

  1. The notice to the Extraordinary General Meeting and the instrument appointing a proxy will be available in electronic form on the website of the Group www.galatariotisgroup.com (Investor Relations/Announcements) and in hard copy at the Company's office, 197 Makarios III Avenue, Gala Tower, 3030 Limassol.

K+G COMPLEX PUBLIC COMPANY LIMITED

Head Office: Gala Tower, 197 Makarios III Avenue, CY-3030 Limassol Postal Address: P.O.Box 50019, CY-3600 Limassol, Cyprus Tel: +357·25·89·10·00 Fax: +357·25·34·32·11 E-mail: [email protected] www.galatariotisgroup.com

Instrument of Appointment of Proxy

I/We ________ of _______
being member/members of K+G Complex Public Company Ltd (the «Company»), hereby appoint
___________ holder
of
Identity
Card/Passport
with
number
_________ as my/our proxy to vote for me/us and on my/our behalf at the
Extraordinary General Meeting of the Company, to be held on 30th November 2023
and at 3.00
p.m. and at
any adjournment thereof.
My proxy is instructed to vote:
For Special Resolution

Against Special Resolution –
At Will
(delete what is NOT applicable)

Date: ________________________ Signature: ________________________

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