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Ekter S.A. AGM Information 2026

May 8, 2026

2747_rns_2026-05-08_09938326-1924-4ab3-b523-4b343af1677a.pdf

AGM Information

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EKTER S.A.
INVITATION
OF THE SHAREHOLDERS OF THE SOCIETE ANONYME UNDER THE NAME
"EKTER TECHNICAL – CONSTRUCTION – REAL ESTATE – HOTEL – COMMERCIAL –
INDUSTRIAL SOCIÉTÉ ANONYME"
TO AN ORDINARY GENERAL MEETING
GCR NO. 285201000

By decision of the Board of Directors dated 08.05.2026 and in accordance with the company's Articles of Association, the shareholders are invited to an Ordinary General Meeting to be held on Friday, May 29, 2026, at 13:00, at the ELECTRA PALACE ATHENS Hotel, 18-20 Navarchou Nikodimou Street, Athens 10557, (Alkyoni Hall-Electra, 1st floor), with the following items on the agenda:

  1. Submission and approval of the Annual (Corporate and Consolidated) Financial Statements of the Company for the fiscal year 2025, accompanied by the relevant reports of the Board of Directors and the Auditor.
  2. Approval of profit distribution for the fiscal year 2025 and resolution on dividend distribution. Authorization to the Board of Directors to implement the resolution.
  3. Approval of the remuneration of the members of the Company's Board of Directors for fiscal year 2025 and pre-approval of the remuneration of the members of the Board of Directors for services rendered from January 1, 2026 to December 31, 2026.
  4. Discussion and voting on the Remuneration Report for the fiscal year 2025, in accordance with article 112 of Law 4548/2018.
  5. Briefing by the Chairman of the Audit Committee on the actions of the Audit Committee during fiscal year 2025.
  6. Information on the actions of the independent non-executive members of the Board of Directors in fiscal year 2025.
  7. Approval of the overall management of the Company, in accordance with Article 108 of Law 4548/2018, as amended, and discharge of the Auditor from any liability for compensation for the fiscal year 2025
  8. Ratification of the election of a new member of the Board of Directors replacing a resigning member.
  9. Increase in the number of members of the Board of Directors and amendment of the corresponding Article 9 of the Company's Articles of Association entitled "Management and Representation of the Company" – Granting of the necessary authorizations to the Board of Directors for the implementation of this resolution.
  10. Election of the Board of Directors and designation of its independent members, in accordance with Article 87 para. 5 of Law 4548/2018 and the relevant provisions of Law 4706/2020.

  1. Grant of permission to members of the Board of Directors and managers of the Company to participate in Boards of Directors of other companies and participate as general partners, or as sole shareholders or partners in companies that pursue objectives identical, related or similar to those of the Company, pursuant to article 98 of Law 4548/2018, as currently in force.

  2. Grant of permission to members of the Board of Directors and managers of the Company or to companies controlled by the aforementioned persons to enter into agreements with the Company, pursuant to article 99 of Law 4548/2018, as currently in force.

  3. Determination of the type, composition, number of members and of the term of office of the Audit Committee, pursuant to the provisions of article 44 of Law 4449/2017, as amended by the provisions of article 74 of Law 4706/2020 and currently in force.

  4. Selection of Audit Firm (ordinary and deputy Auditor) for fiscal year 2022 and determination of the remuneration thereof.

  5. Various announcements.

In the event that during the Ordinary General Meeting of the Company's Shareholders of May 29, 2026, the quorum required by law for the discussion and adoption of decisions on one or more items on the agenda is not achieved for any reason, the Board of Directors invites the shareholders on Tuesday, June 9, 2026, at 13:00, to a Reconvened Meeting, which will take place at the Company's offices, at 15 Nikis Street, Athens 10557, without publication of any further invitation.

I. Right to participate in the General Meeting

The right to participate and vote in the Ordinary General Meeting of the Company (initial and reconvened) is held by the natural or legal persons who appear as shareholders of the Company in the records of the Dematerialised Securities System (D.S.S.) managed by the company "Greek Central Securities Depository SA" (EL.K.A.T.), where the securities of the Company are held, at the beginning of the fifth (5th) day preceding the meeting, i.e. May 24, 2026 (Record Date).

The same Record Date (i.e., May 24, 2026), shall also apply in the case of the Reconvened Meeting, pursuant to Article 124 par. 6 of Law 4548/2018, provided that the date thereof does not exceed thirty (30) days from the Record Date.

Proof of shareholding status on the Record Date shall be provided through the electronic connection of the Company with the records of EL.K.A.T.

Shareholders are not required to pledge their shares or follow any other similar procedure that restricts the possibility of selling and transferring shares during the period between the Record Date and the date of the General Meeting (whether initial or reconvened) in order to participate in the General Meeting (initial or reconvened).

II. Procedure for the exercise of voting rights by proxy

Beneficiary shareholders may participate in the General Meeting in person or through legally authorised representatives. Each shareholder may appoint up to three (3) proxies. Legal entities may participate in the General Meeting by appointing up to three (3) natural persons as their representatives. However, if a shareholder holds shares which appear in more than one securities account, this restriction does not prevent the shareholder from appointing different proxies for the shares appearing in each securities account in relation


to the General Meeting. A proxy acting on behalf of more than one shareholder may vote differently for each shareholder.

A form of power of attorney for the appointment of a proxy is available to Shareholders on the Company's website (www.ekter.gr) and in hard copy from the Company's Shareholder Services Department (15 Nikis Street, Athens 105 57). The appointment and revocation or replacement of the proxy or representative shall be effected in writing and notified to the Company's offices at the above address at least forty-eight (48) hours prior to the date set for the General Meeting of Shareholders, i.e. by 27.05.2026 at 13:00 for the initial Meeting or by 07.06.2026 at 13:00 for the reconvened Meeting.

Prior to the commencement of the General Meeting, the shareholder's representative is obliged to disclose to the Company any fact that may be useful to the shareholders in order to assess the risk of the representative serving interests other than those of the shareholder. A conflict of interest in accordance with the above may arise in particular where the proxy: (a) is a shareholder controlling the Company or another legal person or entity controlled by that shareholder; (b) is a member of the Board of Directors or general management of the Company or a shareholder controlling the Company, (c) is an employee or statutory auditor of the Company or of a shareholder controlling the Company or of another legal person or entity controlled by a shareholder who controls the Company; or (d) is the spouse or a first-degree relative of one of the natural persons referred to in cases (a) and (c).

The Company's Articles of Association do not provide for the possibility of participation in the General Meeting by electronic means (without the physical presence of shareholders at the venue) or the possibility of remote participation of shareholders in voting. Moreover, there is no provision in the Articles of Association that allows for notification of the appointment and revocation or replacement of a proxy by electronic means.

III. Minority rights of shareholders

Pursuant to Article 141 of Law 4548/2018, shareholders have, among others, the following rights:

i) Shareholders representing 1/20th of the Company's paid-up capital are entitled to ask the Board of Directors to include additional items on the agenda of the General Meeting already convened, by a relevant request, which must be received by the Board of Directors at least fifteen (15) days prior to the General Meeting. The request to include additional items on the agenda shall be accompanied by a justification or a draft resolution to be approved by the General Meeting and the revised agenda shall be published in the same manner as the previous agenda, thirteen (13) days prior to the date of the General Meeting and at the same time it shall be made available to the shareholders on the Company's website, together with the justification or the draft resolution submitted by the shareholders in accordance with the provisions of Article 123 par. 4 of Law 4548/2018.

ii) Upon request of shareholders representing one twentieth (1/20) of the paid-up capital, the Board of Directors shall make available to the shareholders in accordance with the provisions of Article 141 paragraph 3 of Law 4548/2018, at least six (6) days before the date of the General Meeting, draft resolutions on matters included in the original or revised agenda, if the relevant request of the shareholders is received by the Board of Directors at least seven (7) days before the date of the General Meeting.

The Board of Directors is not obliged to include items on the agenda or to publish or disclose them, together with a justification and draft resolutions submitted by shareholders in accordance with paragraphs i) and ii) above, if their content is clearly contrary to law or ethics.

iii) Upon request of shareholders representing one twentieth (1/20) of the paid-up capital, the chairman of the meeting shall be obliged to postpone only once the adoption of resolutions by the ordinary or extraordinary General Meeting on all or certain matters, setting the date for the continuation of the meeting as specified in the shareholders' request, which may not be more than twenty days from the date of the postponement. A General Meeting following an adjournment shall be the continuation of the previous one and shall not require the repetition of the formalities for the publication of the invitation to shareholders. New shareholders may also participate in the meeting and the provisions of Article 124 par. 6 Law 4548/2018, i.e. persons (natural or legal ones) who are shareholders on the Record Date may participate.


iv) Upon request of any shareholder, submitted to the Company at least five (5) full days prior to the General Meeting, the Board of Directors is obliged to provide the General Meeting with the requested specific information on the Company's affairs, insofar as it is relevant to the items on the agenda.

There is no obligation to provide information when the relevant information is already available on the Company's website, in particular in the form of questions and answers.

v) Upon request of shareholders representing one twentieth (1/20) of the paid-up capital, the Board of Directors is obliged to communicate to the General Meeting, if it is an ordinary meeting, the amounts paid during the last two years to each member of the Board of Directors or to the directors of the Company, as well as any benefits paid to these persons for any reason or under any contract between the Company and them.

vi) Upon request of shareholders representing one tenth (1/10) of the paid-up capital, submitted to the Company at least five (5) full days prior to the General Meeting, the Board of Directors is obliged to provide the General Meeting with information on the progress of the Company's affairs and the Company's assets and liabilities.

vii) In cases iv), v) and vi) above, the Board of Directors may refuse to provide the information for a sufficiently important reason, which shall be recorded in the minutes. Also in cases iv) and v) above, the Board of Directors may respond in a unified manner to shareholder requests with the same content.

Corresponding dates for any exercise of shareholders' minority rights shall also apply to any reconvened General Meetings.

In all cases mentioned above, the requesting shareholders must provide evidence of their shareholding status and, except in case (iv) above, the number of shares held at the time of exercising the relevant right. Such proof is the certification of the shareholding status through the electronic connection of the Company with the records of EL.K.A.T.

IV. Available documents and information.

The information referred to in Article 123 paragraphs 3 and 4 of Law 4548/2018, including this invitation, the form for the appointment of a proxy and the draft resolutions on the items on the agenda, will be available in electronic form on the Company's website (www.ekter.gr) and in hard copy at the Company's Shareholder Services Department.

For further clarifications or information, please contact the Shareholders' Department of EKTER S.A., tel. 210 3259700, fax 210 3259710, on working days and hours.

Athens, 08.05.2026
The Board of Directors