Annual General Meeting Resolutions
LAMDA Development S.A. announces that today, Tuesday the 5th May 2009 the Annual General Meeting of the Shareholders was held at the Hotel Grand Bretagne. At the General Meeting were present or represented 30 shareholders representing 29.698.145 shares that is 67,45% of the 44.029.950 total common registered shares. The General Meeting reached the following decisions on the agenda:
1. Approval of the Financial Statements for the fiscal year starting on January 1st, 2008 and ending December 31st, 2008 along with the Board of Directors and the Auditors Reports.
The Companys Financial Statements for the fiscal year starting on January 1st, 2008 and ending December 31st, 2008 along with the Board of Directors and the Auditors Reports, were approved by 29.639.550 votes, i.e. majority 99,80% of votes represented at the Meeting.
2. Release of the Directors and the Auditors of the Company from all actions for the fiscal year starting on January 1st, 2008 and ending December 31st, 2008.
Members of the Board of Directors and the Auditors were released for all liability for compensation for the fiscal year starting on January 1st, 2008 and ending December 31st, 2008 unanimously by 29.698.145 votes (100% of votes represented at the Meeting).
3. Election of Auditors for the fiscal year starting January 1st, 2009 and ending December 31st, 2009 and determination of their remuneration.
Appointed to carry out the audit for the fiscal starting January 1st, 2009 and ending December 31st, 2009 with 29.688.623 votes, i.e. majority 99,97% of votes represented at the Meeting, was the Audit Company PRICEWATERHOUSECOOPERS S.A., and in particular Mr. Sourmpis Dimitrios (licence SOEL 16891) as regular auditor and Mr. Tzavellas Christos (licence SOEL 17951) as substitute. Their remuneration for 2009 was approved at a total amount of euro 109.700,00.
4. Election of the new Board of Directors and determination of its independent members.
A new Board of Directors was elected to serve for five years, unanimously by 29.698.145 votes (100% of votes represented at the Meeting), consisted of the existing ten members Messrs. George Papageorgiou, Apostolos Tamvakakis, Evangelos Chronis, Emmanuel Leonard Bussetil, Peter Kalantzis, Dimitrios Papalexopoulos, Fotios Antonatos, Spiridonas Theodoropoulos, George Gerardos and Achilleas Konstantakopoulos and one new member Mr. Odysseas Athanasiou.
Independent non executive members appointed by the Meeting, were Messrs Dimitrios Papalexopoulos, Spiridon Theodoropoulos, George Gerardos, and Achilleas Konstantakopoulos.
5. Approval of the Board of Directors members' remuneration and of contracts made in accordance with articles 23a and 24 of Codified Law 2190/1920.
The remuneration of the Board of Directors (articles 23a and 24 of C.L. 2190/1920) was approved by 29.628.894 votes, i.e. majority 99,77% of votes represented at the Meeting, as follows:
Fiscal year 2008
- Remuneration of Executive Board Members, total amount of euro 606.328,99.
- Remuneration of Board Members for the participation in Meetings, euro 7.000,00 for each BoD member.
- Remuneration of Board Members for participation in Committees, euro 1.000,00 for each member of the committees.
Fiscal year 2009
- Remuneration of Executive Board Members, total amount of up to euro 550.000,00.
- Remuneration of Board Member for the participation in Meetings, euro 7.000,00 for each BoD member.
- Remuneration of Board Members for participation in Committees, euro 1.000,00 for each member of the committees.
6. Assemble of the Audit Committee under article 37 of Law 3693/2008.
The assemble of the Audit Committee under article 37 of Law 3693/2008 was approved unanimously by 29.698.145 votes (100% of votes represented at the Meeting). The Audit Committee consists of:
Peter Kalantzis, non executive member of the BoD
Emmanuel Leonard Bussetil, non executive member of the BoD
George Gerardos, independent non executive member of the BoD
7. Purchase of companys own shares in accordance with article 16 of Codified Law 2190/1920.
The acquisition by the Company of own shares, in accordance with article 16 of C.L. 2190/1920, was approved unanimously by 29.698.145 votes (100% of votes represented at the Meeting). Specifically, the Company is entitled to purchase within period of 24 months, of up to 10% of the total shares, at a minimum purchase price of euro 2 and a maximum purchase price of euro 18 per share. To compute the 10% ratio of the total outstanding shares, the already purchased shares that the Company holds will be taken into account. Moreover, the Company is willing to conform to article 5 of the Committee Regulation 2273/2003, in relation to the price and the volume of the purchases, thus to article 6 par.1 of the same Regulation.
Finally it should be noted, that the Management of the Company presented during the Assembly the Groups major growth and strategic goals that are summarized as follows:
- Further improvement in the operating performance of the existing developments.
- Review of the Groups strategy towards new developments in view of the recent market developments in our target area of interest.
- Pursue a strategy of new developments in Greece regarding commercial uses, as well as in the long-run, high quality second home residential developments. The company will pursue its participation in Concessions, Real Estate Leases and Public - Private Partnerships Projects (PPPs).
- Further exploit international and local corporate strategic alliances and carefully exploit opportunities in new markets.