The merger plan through absorption with Attica Holdings was approved by the extraordinary general meeting of ANEK shareholders, with a percentage of 98.89%.
Subsequently, the Board of Directors of ANEK was authorized to appoint a representative for the signing of the contract and, more generally, for the completion of the merger.
The announcement:
"We inform you that at the Extraordinary General Meeting of the shareholders holding common registered voting shares of the company under the name 'Anonymous Shipping Company of Crete (ANEK) S.A.,' which took place on November 22, 2023, at 10 a.m. at the company's offices in Chania, Crete (148 K. Karamanli Avenue), shareholders representing 142,689,381 shares, or 64.41% of the share capital and an equal number of votes (out of a total of 221,519,681 common shares), were present either in person or represented by proxy. Valid decisions were taken on the following agenda items, as these decisions are presented based on the voting results for each item, and they have also been posted on the company's website www.anek.gr, in accordance with Article 133 (2) of Law 4548/2018, as applicable."
1: Approved the Merger Agreement by absorption of the Company by "ATTICA ANONYMOUS PARTICIPATION COMPANY" in accordance with Article 8 of Law 4601/2019, b) the Board of Directors' Report to the Shareholders' Meetings of the Company on the Merger Agreement in accordance with Article 9 of Law 4601/2019, c) the Transformation Balance Sheet as of 30.9.2023, d) the Opinion Report of the Independent Expert on the legality and fairness of the transaction according to the provisions of Article 10 of Law 4601/2019 and paragraphs 4.1.3.13.1. and 3. of the Athens Stock Exchange Regulation in the context of the merger by absorption of the Company by "ATTICA ANONYMOUS PARTICIPATION COMPANY," and e) the Valuation Report of the Independent Expert in the context of Article 17 of Law 4548/2018 on the Company's assets as of September 30, 2023, in the context of the absorption of the Company by "ATTICA ANONYMOUS PARTICIPATION COMPANY."
Number of shares for which valid votes were cast: 142,442,539
Percentage of share capital: 64.30%
Number of votes in favor: 142,335,019 with a percentage of 98.89%
Number of votes against: 107,520 with a percentage of 0.07%
Number of abstentions: 156,173 with a percentage of 0.11%
2: Approved the merger by absorption of the Company by "ATTICA ANONYMOUS PARTICIPATION COMPANY" with an increase in its share capital as specified in the Merger Agreement, in accordance with the provisions of Law 4601/2019 (especially Articles 6-21 and 30-38), Law 4548/2018 (especially Article 17), Law Decree 1297/1972, as in force today, as well as in accordance with Greek legislation in general. Approved the abolition of privileges and the exchange of privileged shares of the Company with ordinary registered non-privileged shares of the absorbing company. Approved all actions and statements of the Board of Directors of the Company.
Number of shares for which valid votes were cast: 142,414,486
Percentage of share capital: 64.29%
Number of votes in favor: 142,306,966 with a percentage of 98.87%
Number of votes against: 107,520 with a percentage of 0.07%
Number of abstentions: 184,226 with a percentage of 0.13%
3: Authorized the Board of Directors of the Company to take any necessary action for the preparation and appointment of representative(s) of the Company for the signing of the merger agreement, any related legal proceedings or statements, and in general, for the completion of the merger.
Number of shares for which valid votes were cast: 142,462,785
Percentage of share capital: 64.31%
Number of votes in favor: 142,355,265 with a percentage of 98.90%
Number of votes against: 107,520 with a percentage of 0.07%
Number of abstentions: 135,927 with a percentage of 0.10%