AGM Information • Aug 7, 2025
AGM Information
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In accordance with the decision of the Company's Board of Directors on August 6, 2025, at its meeting no. 679, and the provisions of Law 4548/2018 and article 15 of the Company's Articles of Association, the Shareholders of the Société Anonyme under the trade name "FRIGOGLASS SOCIÉTÉ ANONYME OF INDUSTRIAL COOLERS" and the distinctive title "FRIGOGLASS S.A.I.C." are invited to an Annual General Meeting, to be held on Wednesday, September 10th , 2025, at 15.30 p.m., which will be carried out at Company's registered seat in Kifissia, Attica, at the Business Center "PYRNA", at 15, Andrea Metaxa str., with the following agenda:
Moreover, according to the above resolution of the Board of Directors, in case no quorum is achieved, the Shareholders of the Company are invited to an Iterative Annual General meeting on Tuesday, September 16 th , 2025 at 15.30 p.m. at the same place as above. It is noted that according to article 130 of Law 4548/2018, no invitation shall be published for the above Iterative Annual General Meeting.
According to article 121 par. 4 of Law 4548/2018, the Company informs the Shareholders as follows:
The right to participate at the Annual General Meeting (initial meeting and iterative) is held by any individual or legal entity who appears as a Shareholder at the beginning of the fifth (5th) day prior to the Annual General Meeting date of September 10th, 2025, i.e. on September 5 th, 2025 (Record Date). The same record date also applies for any postponed or iterative general meeting, as long as the postponed or iterative general meeting does not take place more than thirty (30) days later than the record date. In the event that this does not hold true, or a new invitation to Shareholders for an iterative Annual General Meeting is published, Shareholders on the third day prior to the date of the postponed or iterative Shareholders' Annual General Meeting are eligible for participation in the Annual General Meeting.
For the Company, Shareholders who are entitled to participate in the Annual General Meeting and to exercise the right to vote are those who are registered on the Record Date in the Dematerialized Securities System (DSS) of the company "Hellenic Central Securities Depository S.A. (H.C.S.D.)" or the one identified as such on the relevant date through registered intermediaries or other intermediaries in accordance with the provisions of the legislation (Law 4548/2018, Law 4569/2018, Law 4706/2020 and Regulation (EU) 2018/1212) as well as the Regulation of Operation of the Hellenic Central Securities Depository (Government Gazette B/1007/16.03.2021).
The proof of the capacity to act as a Shareholder may be evidenced by any legal means and in any case, on the basis of information received by the Company from the records of the organization in which the transferable securities of the Company are registered (i.e. records of Dematerialized Securities System (DSS) managed by Hellenic Central Securities Depository S.A. (H.C.S.D)) or through the participating and registered intermediaries in the central securities depository. A Shareholder may participate in the Annual General Meeting on the basis of confirmations or notifications of Articles 5 and 6 of Regulation (EU) 2018/1212 provided by the intermediary, unless the Annual General Meeting refuses this participation for a significant reason that justifies its refusal in accordance with the provisions in force (article 19 par. 1 of Law 4569/2018, article 124 par.5 of Law 4548/2018).
The exercise of participation rights does not require the previous blocking of the Shareholders' shares or any other similar procedure, which restricts the sale and transfer thereof during the period between the record date and the date of the Annual General Meeting.
In the event of an Iterative Annual General Meeting on September 16 th, 2025, the status of Shareholder must exist on September 5 th, 2025, (record date), i.e. at the beginning of the fifth (5th) day before the date of the initial Annual General Meeting of September 10th, 2025, in accordance with the provisions of article 124 par. 6 of Law 4548/2018.
Eligible Shareholders may participate in the Annual General Meeting in person or via proxy. Each Shareholder may appoint up to three (3) proxies according to para. 4 of article 128 of Law 4548/2018. However, especially for the participation in the Annual General Meeting of September 10th , 2025 or in its iterative meeting, the Shareholder can appoint only one (1) proxy. A proxy acting on behalf of more than one shareholders may vote differently for each shareholder. Shareholders who are legal entities participate in the Annual General Meeting through their representatives. A "Proxy Appointment Form" for Shareholders is available on the website www.frigoglass-saic.com and may also be obtained in hard copy from the Company's register office (15, A. Metaxa Street, Kifissia, tel.: +30 210 6165 711). This form completed, signed with its signature certified shall be either sent by post to the Company's register office at the above address or sent completed and signed and with its signature certified electronically to info@frigoglasssaic.com at least forty eight (48) hours prior to the date of the Annual General Meeting (i.e. no later than 15.30 on 8.9.2025).
In case of Shareholders that are identified through intermediaries, the appointment and revocation or replacement of the Shareholder's proxy are done via confirmations or notifications of Articles 5 and 6 of Regulation (EU) 2018/1212, at least forty eight (48) hours before the convention date of the Annual General Meeting, i.e. at the latest up to 15.30 of 8.9.2025.
In the event of an Iterative (or a postponed) meeting, the Shareholder wishing to appoint for the first time or to replace the proxy he had appointed for the initial meeting, must revoke the original proxy following the same procedure under Section II above, within the prescribed deadlines, i.e. no later than 48 hours before the Iterative Annual General Meeting, i.e. until 15.30 on 14.9.2025.
In each one of the above cases, the Shareholder is required to confirm the successful dispatch of the "Proxy Appointment Form" and its receipt by the Company, by calling: 210-6165711.
A Shareholder's proxy is required to notify the Company, prior to the Annual General Meeting, of any specific facts that may be useful to the Shareholders in assessing any potential risk that the proxy holder has a conflict of interest. A conflict of interest may arise especially when the proxy holder is:
According to the provisions of para. 2, 3, 6 and 7 of article 141 of Law 4548/2018, the Company informs its shareholders that:
the shareholders' request having the same content. The Board of Directors is not obliged to provide information when the relevant information is already available to the Company's website. Furthermore, shareholders representing 1/20 of the paid-up share capital may request from the Board of Directors to disclose to the Annual General Meeting the amounts paid to each member of the Board of Directors or to the Company's managers during the last two years, as well as any other benefits granted to such persons under any contract between them and the Company or on any other basis.
• Shareholders representing 1/10 of Company's paid-up share capital may request, no later than five (5) full days prior to the Annual General Meeting, the Board of Directors to provide to the Annual General Meeting information regarding the conduct of the Company's affairs and its financial condition.
In order to exercise any right mentioned in the present invitation, a shareholder is required to submit proof of its capacity as a shareholder and of the number of shares it holds at the time of exercising such right. Proof of the shareholder status may be provided through all legitimate means, especially through the shareholder record updates sent to the Company by the Central Securities Depository if it provides registry services, or through the participating and registered intermediaries in any other case.
This invitation, drafts of the resolutions for each of the items of the agenda to be proposed by the Board of Directors, as well as the other documents to be submitted to the Annual General Meeting and the other information provided in para. 3 and 4 of article 123 of Law 4548/2018 are available on the website: www.frigoglass-saic.com. Such documents are also available to Shareholders in hard copy from Company's register office (15, A. Metaxa Street, Kifissia, tel.: +30 210 6165 711).
Kifissia, August 6, 2025 THE BOARD OF DIRECTORS FRIGOGLASS S.A.I.C.
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