Pursuant to Codified Law 2190/1920 and article 13 of the Company’s Articles of Association, the Shareholders of TITAN CEMENT COMPANY S.A. are invited to an Annual General Meeting, on Tuesday 20th Μay 2008, at 13:00 pm, in Athens, at the Grande Bretagne Hotel ( Syntagma Square – Panepistimiou street entrance).
If the required quorum for some or all items of the agenda is not achieved, the Shareholders are invited to a 1st Iterative General Meeting, on Wednesday 4th June 2008, at 13:00 pm, in Athens, at the Grande Bretagne Hotel( Syntagma Square -Panepistimiou street entrance) without publication of new invitation.
- Submission for approval of the Annual Financial Statements (Parent and Consolidated) of the year 2007 together with the related reports of the Board of Directors and the Auditors and of the Distribution of Profits.
- Release of the Board of Directors and the Auditors from any liability for compensation for the year 2007.
- Approval of fees of the members of the Board f Directors
- Election of Auditors, Regular and substitute, for the year 2008 and approval of their remuneration.
- Granting of license , according to article 23, paragraph 1 of Codified Law 2190/1920, to the members of the Board of Directors, as well as to Company Managers to participate in Boards of Directors or in the management of Group companies with the same or similar scope..
- Share buy-back of common and preference own shares , pursuant to article 16 of Codified Law 2190/1920.
- Decision taking for the transmission of information via electronic means by the Company (article 18 of Law 3556/2007)
- Increase of the Company’s share capital by an amount of Euro 169.065.148 through the capitalization of reserves (special untaxed reserve of article 20 of Law 1892/1990, reserve from the revaluation of real estate assets pursuant to the provision of Law 2065/1992, which is included in the account «Retained earnings» of published Financial Statements according to IFRS and part of special taxed reserve) and increase of the nominal value of all Company shares from Euro 2 to Euro 4 each. Amendment of article 5 of the Company’s Articles of Association regarding the Cpital.
- Amendment of article 2 of the Company’s Articles of Association regarding the Company’s Scope and harmonisation of the Company’s Articles of Association with the the new provisions of Codified Law 2190/20 (following Law 3604/2007) through the addition , abolition and renumbering of its articles and provisions and drafting into a new single document
- Amendment of the 2004 and 2007 stock option plans currently in force.
The Shareholders have the right to participate in the Annual General Meeting , in person or by proxy. Relative document of proxy is available in the site www.titan-cement.com and at the head office of our Company, Halkidos 22A, Athens (Shareholders’ Service Department).
Every common share gives the right of one vote. Preference shares do not give the right to vote.
Shareholders who wish to participate , in person or through a proxy, the Annual General Meeting should block, in whole or in part, the shares they possess through their operator in the Dematerialised Securities System (S.A.T.) and obtain a share blocking certificate. Shareholders who have placed their shares in the Special Account of S.A.TT. should block their shares in the Hellenic Exchanges Holding S.A. (ex Central Securities Depository S.A.) at 110, Athinon Avenue, Athens, and obtain from it the relevant share blocking certificate.
The share blocking certificates and the proxy certificates, if any, should be deposited to the Head Office of our Company, Halkidos 22A, Athens (Shareholders Service Department) at least five (5) days before the General Meeting i.e. until Wednesday, May 14, 2008.
Shareholders may also deposit their share blocking certificates to the Deposit and Loans Fund or any Bank in Greece and present the relevant deposit receipt at the Head Office of our Company within the same above time limit i.e. Wednesday, May 14, 2008.
In case of a 1st Iterative General Meeting for the taking of decision on any item of the agenda, the Shareholders should block their shares according to the above and deposit the share blocking certificates and proxy certificates to the Head Office of the Company , at least five (5) days before the 1st Iterative General Meeting i.e. until Thursday, May 29,2008.
Athens, 17th April 2008
THE BOARD OF DIRECTORS