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Resolutions of the Extraordinary General Meeting of Shareholders of GR. SARANTIS S.A. of the 11th of June 2025

11 JUNE 2025

GR. SARANTIS S.A. (the “Company”) announces that the Extraordinary General
Meeting of Shareholders took place on Wednesday, 11th of June 2025, at 16.00, at the
Company’s registered offices. During the said Meeting, 219 shareholders were either
present or legally represented, with a total of 56,780,794 common registered shares
and voting rights, corresponding to 89.14% of the Company’s share capital (excluding
the Company’s own shares). As a result, the General Meeting had the required by the
law quorum and majority to resolve on the items of the agenda.


The Extraordinary General Meeting of Shareholders resolved as follows:


Item 1: Reduction of the Company’s share capital through the cancellation of own
shares. Amendment of the article 5 of the Company’s Articles of Association.
Approved the cancellation of 3,150,563 shares held by the Company (“treasury”
shares), specifically 3,150,563 common registered shares with a nominal value of
€0.78 each, representing 4.71% of the Company's existing share capital, the reduction
of the Company’s share capital by the amount of €2,457,439.14 as well as the
amendment of the Article 5 of the Company’s Articles of Association regarding the
share capital, by inserting the following paragraph at the end of the Article 5:


“Pursuant to the Resolutions of the Extraordinary General Meeting of the Company's
shareholders held on 11 June 2025, it was resolved to reduce the share capital of the
Company by the amount of €2,457,439.14, through the cancellation of 3,150,563
treasury shares held by the Company.
Following this, the Company’s share capital amounts to €49,686,000.00, divided into
63,700,000 common voting registered shares, each with a nominal value of €0.78.”


Finally, the General Meeting granted to the Board of Directors the authority to take
all necessary actions and adopt any measures required for the effective
implementation of such Resolutions.


Valid votes: 56,780,794 Abstain: 0 Invalid votes: 0
FOR: 56,780,794 (100.00%)
AGAINST: 0
2
Item Two: Provision for the option to convene General Meetings exclusively through
remote participation of shareholders by electronic means, in accordance with Article
125 of Law 4548/2018, as currently in force. Amendment of Article 19 of the Articles
of Association to reflect this provision and codification of the Articles of Association
accordingly.
Approved the addition to article 19 of the Company's Articles of Association of a
paragraph that provides for the possibility of holding General Meetings exclusively
through the participation of shareholders from a distance by using the electronic
means provided for in the Article 125 of Law 4548/2018 as in force. Such General
Meetings of Shareholders shall be convened by decision of the Company’s Board of
Directors.


In particular, the General Meeting approved the addition of a second paragraph to
Article 19 of the Company's Articles of Association, which is worded as follows:
“Article 19
(1) The General Meeting, convened by the Board of Directors, shall be held at the
registered office of the Company, or alternatively, in the district of another
municipality within the Prefecture of the registered office or in a municipality of
similar proximity, at least once per fiscal year. Such meeting shall take place no later
than the tenth (10th) calendar day of the ninth month following the end of the fiscal
year. Additionally, extraordinary meetings may be convened at the discretion of the
Board of Directors whenever deemed necessary.
(2) The General Meeting may be convened by the Board of Directors for being
conducted entirely remotely, with shareholder participation through electronic
means, in accordance with the provisions set forth in Article 125 of Law 4548/2018."


Furthermore, the General Meeting approved the editing of the full text of the
Company’s revised Articles of Association, incorporating the amendments to Article 5
and Article 19, for submission to the competent authority and to ensure compliance
with all applicable public disclosure requirements under the law.


Finally, the General Meeting granted to the Board of Directors the authority to take
all necessary actions and adopt any measures required for the effective
implementation of such Resolutions.
Valid votes: 56,780,794 Abstain: 0 Invalid votes: 0
FOR: 55,218,453 (97.25%)
AGAINST: 1,562,341 (2.75%)
3


The voting breakdown for each resolution is available on the Company's website
https://sarantisgroup.com/ in accordance with article 133, paragraph 2 of Law
4548/2018, as in force.

Resolutions of the Extraordinary General Meeting of Shareholders of GR. SARANTIS S.A. of the 11th of June 2025 (217.8KB)

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