Announcement for the Decisions of the Ordinary General Meeting June 1th, 2021

Today, the 1st of June 2021, Thursday at 13:00 p.m., the Annual Ordinary General Meeting of the shareholders of "LOULIS MILLS SA" was held remotely in real time via teleconference and without the physical presence of shareholders at the venue. At the Annual General Meeting, during which the percentage of 76,91% of the share capital was represented, that means that the shareholders and their representatives, who represent 13.166.371 shares and 13.166.371 votes, were present:
1. Unanimously approved by a vote of 13.166.371, ie 76,91% of the share capital, the annual Financial Statements and the Consolidated Financial Statements in accordance with the International Financial Reporting Standards (I.F.R.S.) for the fiscal year 2020 (from 1.1.2020 to 31.12.2020), after hearing and approving the relevant Board of Directors’ Reports and the Certified Auditor's Report. Unanimously approved by a vote of 13.166.371, ie 76,91% of the share capital, the distribution of a total gross dividend of 1.027.216,80 euros, corresponding to a gross dividend of 0,06 euro per share to the Company’s shareholders. 3 June 2021 is the ex-dividend date concerning the dividend of financial year 2020, 4 June 2021 is the record date concerning the shareholders entitled to the dividend of financial year 2020, and 10 June 2021 is the payment date with regard to the dividend of year 2020, via a banking institution or the Hellenic Exchanges (EXAE). The Chairman of the Audit Committee submitted and presented to shareholders the Audit Committee's 2020 Audit Report.
2. Unanimously approved, by a vote of 13.166.371, ie 76,91% of the share capital, the overall management of the Board of Directors for the corporate year ended on 31.12.2020 and unanimously, by a vote of 13.166.371, ie 76,91% of the share capital, the Certified Auditors - Accountants were discharged from all compensation liabilities deriving from the exercise of their duties for fiscal yeαr 2020 (01.01.2020-31.12.2020) αs well as for the Annual Financial Statements.
3. The company "BDO Auditors Accountants SA" with registration number ELTE 173, which shall nominate the members of the regular Auditor – Accountant and the alternate Auditor - Accountant for auditing the annual financial statements of the Company and the Consolidated Financial Statements in accordance with International Financial Reporting Standards for the fiscal year 2021 (from 1.1.2021 to 31.12.2021) was unanimously elected by a vote of 13.166.371, ie 76,91% of the share capital.
4. The remuneration report for the fiscal year 2020 was discussed and unanimously approved as a consultancy, by a vote of 13.166.371, ie 76,91% of the share capital.
5. Unanimously approved, by a vote of 13.166.371, ie 76,91% of the share capital, an advance payment remunerations to the members of the Board of Directors of the Company for the financial year 2021 until the next Annual Ordinary General Meeting, total amount up to 200.000 euros
6. Unanimously approved, by a vote of 13.166.371, ie 76,91% of the share capital, the suitability policy for members of the Board of Directors of the Company.
7. By a vote of 13.166.371, ie 76,91% of the share capital, the members of the new Board of Directors were unanimously elected, with a four-year tenure and the independent non-executive members of the BoD according to Law 4706/2020 were appointed, as follows:
1. Nikolaos Loulis, son of Konstantinos
2. Nikolaos Fotopoulos, son of Sryridon
3. Georgios Mourelatos, son of Apostolos
4. Khedaim Abdulla Saeed Faris Alderei, son of Abdulla
5. Andreas Koutoupis, son of Georgios, Independent non-executive Member
6. Elisavet Kapelanou-Alexandri, daughter of Spyros, Independent non-executive Member
7. Georgios Taniskidis, son of Ioannis, Independent non-executive Member
Regarding the above-mentioned independent non-executive members, it is clarified that they fully meet the requirements of article 9 of L. 4706/2020, and therefore do not have a dependency relationship with the Company or individuals associated with it.
8. By a vote of 13.166.371, ie 76,91% of the share capital, it is unanimously decided that the Audit Committee of the Company to be a three-member committee, to be an independent Joint Committee, in accordance with article 44 para. 1(a)(ab) Law 4449/2017, consisting of two (2) independent non-executive members of the Board of Directors and one (1) independent third party, non-member of the Board of Directors and to have a four years duration, i.e. until 1/6/2025, identical to the Board of Directors’ duration. The following individuals are unanimously elected, by a vote of 13.166.371, ie 76,91% of the share capital, as members of the Audit Committee, as follows:
1. Andreas Koutoupis, son of Georgios, Independent non-executive Member of the Board of Directors
2. Elisavet Kapelanou-Alexandri, daughter of Spyros, Independent non-executive Member of the Board of Directors
3. Konstantinos Kontochristopoulos, son of Anastasios, third party, non-member of the Board of Directors.
The members of the Audit Committee have sufficient knowledge in the field in which the Company operates while all of them are independent members of the Company, within the meaning of the provisions of L. 3016/2002 and L. 4706/2020.
The criterion of sufficient knowledge and experience in auditing and accounting is proven to be met to the most members of the Board of Directors.
9. Unanimously approved, by a vote of 13.166.371, ie 76,91% of the share capital, the amendment of the remuneration policy for the members of the Board of Directors of the Company by introducing the criteria defining the term “significant remuneration or benefit”, in accordance with article 9 paragraph 2 (a) of Law 4706/2020
10. Both Board of Directors members and Company’s Directors were unanimously authorized by a vote of 13.166.371, ie 76,91% of the share capital, to participate in the Board of Directors or in the management of other affiliated companies as those companies are defined in article 32 of Law 4308/2014 and, therefore, to conduct on behalf of the affiliated companies of acts falling within the Company’s purposes.
11. Unanimously approved, by a vote of 13.166.371, ie 76,91% of the share capital, the amendment of Article 15 of the Company's Articles of Association in order to include the possibility of voting by distance, via mail or via electronic means, before the general meeting, in accordance with article 126 of Law 4548/2018.
12. Unanimously approved, by a vote of 13.166.371, ie 76,91% of the share capital, the amendment of Article 21 of the Company’s Articles of Association concerning the determination of the power to issue copies of the Minutes of the Board of Directors