Public Power Corp (PPCD) - INVITATION TO THE SPECIAL MEETING OF MINORITY RNS Number : 9749Q Public Power Corporation S.A. 13 November 2012 INVITATION TO A SPECIAL MEETING OF MINORITY SHAREHOLDERS OF THE SOCIETE ANONYME UNDER THE NAME "PUBLIC POWER CORPORATION S.A." S.A. REG. NO. 47829/06/B/00/2 Pursuant to article 20, par. 1 and 2 and articles 22 and 23 of PPC S.A.'s Articles of Incorporation, as amended and in force,as well as to Codified Law 2190/1920, as in force, and following the Board of Directors' Resolution No 222/6.11.12, all Minority Shareholders of the Company under the name "PUBLIC POWER CORPORATION S.A." and with distinctive title "PPC S.A." are hereby invited to the Special Meeting to be held at the Company's Headquarters in Athens (30 Chalkokondili street, 6^th floor) on December 10^th, 2012, day of the week Monday, at 11:00 a.m, with the following Agenda: "Election of two (2) new Representatives of Minority Shareholders at the Board of Directors of PPC S.A. in accordance with Law and the Articles of Incorporation, due to the expiry of the term of the Minority Shareholders' Representatives as Members in the current Board of Directors". PARTICIPATION RIGHT IN THE SPECIAL MEETING In this Meeting, the Shareholders with right to participate and vote are those, who will be registered at the beginning of December 5^th, 2012, day of the week Wednesday (the 5^th day prior to the Special Meeting date - Record Date) in PPC S.A. Shareholders' registry, which is electronically kept at the company "Hellenic Exchanges S.A. Holding, Clearing, Settlement & Registry" (Hellenic Exchanges S.A. - EXAE), without share blocking required. Every ordinary share has the right of one vote. The shareholders' capacity is proved by providing a pertinent written certification by the above mentioned institution, or alternatively, via direct electronic connection of the Company with the registry of the latter. The shareholders' capacity must exist at the beginning of December 5^th, 2012, day of the week Wednesday (Record Date) and the pertinent written certification or the electronic verification with respect to the shareholders' capacity must be provided to the Company the latest until December 7^th, 2012, day of the week Friday, that is, the 3^rd day prior to the Special Meeting date. As regards the Company, participation and voting right at the Special Meeting is attributed only to those regarded as shareholder at the aforementioned Record Date. In case of non compliance with the provisions of article 28a of C.L. 2190/1920, as applicable, such shareholder may participate in the Special Meeting only following its permission. PROCEDURE FOR THE EXERCISE OF VOTING RIGHT BY PROXY The Shareholders who wish to participate in the Special Meeting by proxy/ies representative/es, must send the pertinent proxy holder authorization form (Power of Attorney), which is available on the Company's website www.dei.gr, to the Company's Corporate Announcements and Shareholders Services Unit (30, Chalkokondili Street, Athens 104 32, 5th floor, office 512), not later than December 7^th, 2012, day of the week Friday, that is the 3^rd day prior to the date of the Special Meeting. Each shareholder may appoint up to three (3) proxy holders/representatives. However, if a shareholder holds shares of the company appeared in more than one securities account, the above limitation shall not prevent such shareholder from appointing separate proxy holders/representatives for the companies appearing in each securities account, as regards the Special Meeting. A proxy holder/representative acting on behalf of several shareholders may cast votes differently for each shareholder. The proxy holder/representative is obliged to disclose to the Company, before the commencement of the Special Meeting, any fact which might be useful to the shareholders in assessing whether the proxy holder/representative might pursue interests other than the interest of the represented shareholder. A conflict of interest within this context may in particular arise in the event that the proxy holder/representative: a) is a controlling shareholder of the Company, or is another entity controlled by such shareholder; b) is a member of the Board of Directors or the management of the Company, or of a controlling shareholder or an entity controlled by such shareholder; c) is an employee or an auditor of the Company, or of a controlling shareholder or an entity controlled by such shareholder; d) is a spouse or relative of 1st degree with a natural person referred to in points a) to c). The appointment and the revocation of appointment of a shareholder's proxy holder/representative shall be made in writing and shall be notified to the Company at least three (3) days prior to the date of the Meeting. The shareholders are requested to ensure the successful dispatch of the proxy holder authorization form [power of attorney] and receipt thereof by the Company, by calling at the following numbers: +30 210 5230951, +30 210 5293207 . In order to attend the Special Meeting shareholders/representatives shall present an ID card. In case that the shareholder is a legal entity and has not appointed in accordance with the aforementioned procedure a proxy holder/s-representative/s, then the legal representative of such shareholder shall also present his legalization documents, in order to attend the Special Meeting. AVAILABLE DOCUMENTS AND INFORMATION The present Invitation to the Shareholders, the proxy holder authorization form [power of attorney], the total number of shareholders and voting rights existing on the date of the present Invitation, the documents to be submitted to the Special Meeting, as well as any draft resolution for the proposed agenda item or any comment of the Board of Directors on the agenda item, if no resolution has been submitted for approval, and any draft resolution proposed by the shareholders, are or will be available, pursuant to the law and the Company's Articles of Incorporation, on the Company's website www.dei.gr, right after their notification to the Company. The full text of the documents to be submitted to the Special Meeting, as well as of the draft resolutions and of any documents provided for in article 27 par. 3, cases c) and d) of C.L. 2190/1920 will be available in hard copy at the Company's headquarters in Athens (30, Chalkokondili str.). In case a quorum has not been reached on the date set forth herein above, the Shareholders are again invited, in accordance with article 29 par. 2 of C.L. 2190/1920, as applicable, to a Repeat Special Meeting, at the Company's Headquarters in Athens (30 Chalkokondili str., 6th floor) on December 20^th, 2012, day of the week Thursday, at 10:00 a.m, with same as above Agenda. In such Repeat Meeting, the Shareholders with right to participate and vote are those who will be registered at the beginning of December 16^th, 2012, day of the week Sunday, that is the 4^th day prior to the Special Meeting date (Record Date of repeat meetings) with PPC S.A. Shareholders' registry, which is electronically kept at the company "Hellenic Exchanges S.A. Holding, Clearing, Settlement & Registry" (Hellenic Exchanges S.A. - EXAE), without share blocking required. The pertinent written certification or the electronic verification with respect to the shareholders' capacity must be submitted to the Company not later than December 17^th, 2012, day of the week Monday, that is, the 3^rd day prior to the repeat Special Meeting date. Athens, November 6, 2012 The Board of Directors This information is provided by RNS The company news service from the London Stock Exchange END STRBKNDBFBDKKDD -0- Nov/13/2012 08:24 GMT
Public Power Corp PPCD INVITATION TO THE SPECIAL MEETING OF MINORITY
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