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Logicom Public LTD Proxy Solicitation & Information Statement 2026

Jun 3, 2026

2477_agm-r_2026-06-03_bb416115-60c8-400d-8581-304559826001.pdf

Proxy Solicitation & Information Statement

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LOGICOM PUBLIC LIMITED

NOTICE OF ANNUAL GENERAL MEETING 2026

Notice is hereby given that the Company’s Annual General Meeting will be held at the Olympic Hall, Nicosia, on Thursday, 25 June 2026, at 18:30 to transact:

I. The following ordinary business:

  1. Examination of the Management Report, the Corporate Governance Report, the Consolidated Sustainability Report, the Audited Annual Financial Statements of the Holding Company, the Audited Consolidated Financial Statements of the Company for 2025 and the Auditors’ Report.
  2. Approval of dividend of €0.10 per share.
  3. Re-election of the members of the Board of Directors with a separate voting:
    (i) Dr. Christoforos Hadjikyprianou,
    (ii) Mr. Varnavas Eirinarchos,
    (iii) Mr. George Papaioannou,
    (iv) Mr. Anthoulis Papachristoforou,
    (v) Mr. Andreas Constantinides, and
    (vi) Mr. Neoclis Nicolaou.
  4. Examination and voting, as advisory, non-binding resolution, of the annual Remuneration Report for 2025.
  5. Approval of the Remuneration Policy of Board Members and determination of the remuneration of Board Members.
  6. Appointment of the Company’s Auditors and authorisation of the Board of Directors to determine their fees.

II. The following special business:

  1. Examination and, if deemed fit, approval of the following resolution as Special Resolution:

SPECIAL RESOLUTION 1

That the Company’s Articles of Association be amended and is hereby amended with the insertion immediately after Regulation 129 of the new Regulation 129A as follows:

“129A. Where any dividend or other sum becomes, or has become, payable in respect of shares and the person entitled to such distribution fails to claim it within a period of six (6) years from the date on which it became payable, then upon the expiry of such period the following shall apply:

(i) the person entitled to such distribution shall ipso jure cease to have any right to such dividend or other sum;

(ii) such dividend or other sum shall ipso jure cease to constitute a liability of the Company towards the person entitled thereto; and

(iii) such dividend or other sum may be invested or otherwise applied by the Directors as they may, in their absolute discretion, deem fit for the benefit of the Company.

Provided that any payment or deposit of any such dividend or other sum into a separate account shall not render the Company a trustee in respect thereof.

  1. Examination and, if deemed fit, approval of the following resolution as Special Resolution:

SPECIAL RESOLUTION 2

That the Company’s Board of Directors be and is hereby generally authorised to acquire, on behalf of the Company, ordinary shares of the Company of a nominal value of €0.34 each, on such terms and conditions as the Board of Directors may determine from time to time by issuing and publishing a share buy-back programme, provided that any such programme shall be subject to the general limitations set out below and shall, in all cases, comply with the provisions and requirements of the applicable laws and regulations, as amended or replaced from time to time, including, without limitation, the Companies Law, Cap. 113, as well as Regulation (EU) No. 596/2014 of the European Parliament and of the Council and Commission Delegated Regulation (EU) 2016/1052 (the “Legislative Framework”):

  1. The acquisition shall be effected through the stock exchange on which the ordinary shares of the Company are admitted to trading.

  2. The consideration for the acquisition shall be paid out of realised and undistributed profits and/or as otherwise may be permitted under the Legislative Framework.


  1. The aggregate nominal value of the shares to be acquired and held, including shares held by the Company and/or by any third party on behalf of the Company, shall not at any time exceed ten per cent (10%) of the issued share capital or twenty-five per cent (25%) of the average daily trading volume of the shares during the thirty (30) days preceding any purchase, whichever is the lower.

  2. The holding period of the shares acquired shall not exceed two (2) years.

  3. The minimum purchase price of the shares (excluding expenses) that may be paid for the acquisition of any ordinary share shall be the nominal value of such ordinary share.

  4. The maximum purchase price of the shares (excluding expenses) that may be paid for the acquisition of any ordinary share shall not exceed the higher of (as provided in Article 3(2) of Commission Delegated Regulation (EU) 2016/1052):

i. the price of the last independent trade; and
ii. the highest current independent bid for any number of ordinary shares on the trading venue where the purchase is carried out,

however, in any case, the maximum price shall not exceed by more than five per cent (5%) the average market price of the share during the five (5) trading sessions immediately preceding the purchase.

  1. This authorisation shall expire on the earlier of: (i) the close of business on 24 June 2027; or (ii) the conclusion of the proceedings of the Company's next annual general meeting.

03 June 2026

By order of the Board of Directors

LOGICOM SECRETARIAL SERVICES LIMITED

Secretary of Logicom Public Limited