Issuance of a share placement plan for the company’s personnel in the form of a stock option plan and approval of the plan terms.
With respect to this item, the Vice Chairman of the BoD and Chairman of the General Meeting briefed the shareholders on the institution of allocating shares to the company’s personnel and executives through a stock option plan and described the related legal provisions (article 13 par. 13 L. 2190/20). According to the Chairman, the results to date of international and Greek companies that proceeded to issuing similar share placement plans for their BoD members, executives and personnel are encouraging. Under these circumstances, the BoD suggests that a share placement plan could be issued for the company’s personnel in the form of a stock option plan. Namely, the following are proposed:
To establish a share placement plan for the BoD members and the company’s executives as
well as the company’s affiliated companies and in particular the personnel of subsidiaries of
the parent company and other executives of the Group and third partners of the Company
who offer services to the Company on a steady base and contribute to the development of the
Company and the improvement of the efficiency and the increase of the Shareholders’
property.
The duration of this plan is proposed to be five years.
The specialization of the plan beneficiaries as the BoD will take into account the beneficiaries’
contribution to the progress of the company, the duration of their employment in the company,
their performance and the market conditions, and any other relative factor of assessment that
the BoD will put forward.
If all the plan beneficiaries exercise their right, the maximum number of the shares to be placed
will be up to 7.5% of the paid share capital, i.e. 577,500 common registered shares, at nominal price of 0.30 euro per share and it will derive from an increase in capital share and
issuance of new shares or from purchase of own shares, as decided above, or from a combination of these. The right granted to the beneficiaries can be exercised as follows:
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After the end of the 1st half of 2008, the share price available to the beneficiaries will be the mean stock exchange price of December 2007,
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After the end of the 1st half of 2009, the share price available to the beneficiaries will be the mean stock exchange price of December 2008,
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After the end of the 1st half of 2010, the share price available to the beneficiaries will be the mean stock exchange price of December 2009,
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After the end of the 1st half of 2011, the share price available to the beneficiaries will be the mean stock exchange price of December 2010.
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After the end of the 1st half of 2012, the share price available to the beneficiaries will be the mean stock exchange price of December 2011.
In this way, a significant incentive is offered to the corporate executives to remain in the Company in a period that the extensive mobility of executives is quite common in our country.
With this set share price, a strong motive will be offered to the executives of the company to seek to improve the profitability and hence to increase the internal share value and eventually to enhance the shareholders’ property. The Company reserves the right to freely suspend this plan, but not to suspend the option plan rights already granted; the said plan constitutes a voluntary offer on the part of the Company.
Finally, the Company Board of Directors is suggested to be authorized to arrange through its
resolutions any other related detail and special term of the plan, to issue the certificates of share purchase right, to increase the share capital etc., pursuant to the Law.