Vonpende Holdings PLC

AGM Information • Nov 23, 2016

VONPENDE HOLDINGS P.L.C.

MINUTES of the Extraordinary General Meeting of Vonpende Holdings P.L.C. (the "Company") held on 17th November 2016 at 12:00pm at Kinanis LLC offices, at 12 Egypt street, 1097, Nicosia,

Cyprus

PRESENT:

Andri Michael - Shareholder - via teleconference Christos Koukounis - Shareholder - via teleconference Charalambos Meivatzis - Shareholder - via teleconference Chrystalla Savva - Shareholder - via teleconference Belserve Consultants Limited represented by its director Martha Kalleshi-Shareholder - via teleconference Christos Kinanis - Shareholder - via teleconference Centimon Investments Limited represented by its director Christiana Herodotou - Shareholder - via teleconference Marina Tsoy - Shareholder - via teleconference Goldeneye Limited represented by its director Professional Directors Limited represented by its director Markus Hugelshofer - Shareholder - via teleconference Norfin Holdings Limited represented by its director Christina Papaioannou - Shareholder - via teleconference Normax Holdings Limited represented by its director Maria Kadi – Shareholder - via teleconference Notrosion Management Limited represented by its director Sofoclis Papavarnavas - Shareholder - via teleconference Vaspaco Properties Limited represented by its director Avgousta Constantinou – Shareholder - via teleconference Woodmax Investments Limited represented by its director Myroulla Kyriacou - Shareholder - via teleconference

IN THE PRESENCE OF

Christos Kinanis - Director of the Company Andri Michael - Director of the Company Andri Michael - Secretary of the Company Marina Tsoy - Director of the Company Stella Koukounis - Director of the Company

* Registration number 216944 * Registered address: Chrysanthou Mylona, 2, Dall, P.C. 2540, Nicosia, Cyprus * Trading office address; Office no. 306, Vesper floor, Akamantis Building, 10 Egypt Street, 1097, Nicosia, Cyprus

■ Fel: +357 22 029398 ■ Fax: +357 22 029399 ■

VONPENDE HOLDINGS P.L.C.

Resolutions:

To consider and approve the offer of an existing shareholder, Goldeneye Limited, received by the board of directors of the Company, for the purpose of increasing their stake in the Company through an over the counter pre-agreed package sale/transfer of shares in the Company. By way of summary, the offer made by Goldeneye Limited proposed the immediate purchase of a minimum of 132.000 shares in the Company at the price of EUR 8 per share.

The Chairman invited the existing shareholders to declare their interest or waive their rights to sell their shares in the Company to the proposed purchaser, being Goldeneye Limited.

As a result, the following shareholders have declared their interest for the sale of a portion of their shares in the Company to Goldeneye Limited as follows:

• 1. Notrosion Management Limited declared their interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited:
• 1. Centimon Investments Limited declared their interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;
• 1. Andri Michael declared her interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;
• 1. Norfin Holdings Limited declared their interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;
• 1. Belserve Consultants Limited declared their interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;
• 1. Chrystalla Savva declared her interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;
• 1. Vaspaco Properties Limited declared their interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;
• 1. Normax Holdings Limited declared their interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited:
• 1. Woodmax Investments Limited declared their interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;
• 1. Christos Kinanis declared his interest to sell 12,000 ordinary shares in the Company to Goldeneye Limited;

• Marina Tsoy declared her interest to sell 12,000 ordinary shares in the Company to Goldeneve Limited.

Mr. Charalambos Meivatzis and Mr. Christos Koukounis expressly waived their rights/interests in the proposed offer made by Goldeneye Limited.

The Chairman announced that out of the 14 shareholders of the Company, 11 voted in favour of the above proposed sale of shares and 2 waived their rights/interest, the remaining 1 being the existing shareholder Goldeneve Limited.

The shareholders of the Company who have accepted the offer made by Goldeneye Limited agreed to execute the relevant share purchase agreements with Goldeneye Limited respectively, giving effect to the above sale of shares.

Finally, the shareholders unanimously agreed and authorised the nominated advisor of the Company namely Kinanis LLC and/or the CEO of the Company, namely Ms. Stella Koukounis, to proceed with the necessary steps and filings to the publication of the relevant announcement on the online portal of the Cyprus Stock Exchange.

There was no further business and the Chairman declared the meeting closed at 12:55 p.m.

Sqn) $\sim$ Stella Koukounis CHAIRMAN

$(Sqn)$ . Andri Michael Secretary