Announcement of the resolutions of the Ordinary General Meeting of 8 July 2019

Loulis Food Ingredients_Announcement of the resolutions of the Ordinary General Meeting of 8 July 2019

Today, the 8th of July 2019, the Annual Ordinary General Meeting of the shareholders of "LOULIS MILLS SA" was held at Sourpi Magnissia (Loulis Port). At the Annual General Meeting, during which the percentage of 76,3% of the share capital was represented, that means that the shareholders and their representatives, who represent 13.062.701 shares and 13.062.701 votes, were present:

1. Unanimously approved by a vote of 13.062.701, ie 76,3% 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 2018 (from 1.1.2018 to 31.12.2018), after hearing and approving the relevant Board of Directors’ Reports and the Certified Auditor's Report. Unanimously approved by a vote of 13.062.701, ie 76,3% of the share capital, the non-distribution of dividends to shareholders.

2. Unanimously approved, by a vote of 13.062.701, ie 76,3% of the share capital, the overall management of the Board of Directors for the corporate year ended on 31.12.2018 and uunanimously, by a vote of 13.062.701, ie 76,3% of the share capital, the Certified Auditors - Accountants were discharged from all compensation liabilities deriving from the exercise of their duties for fiscal yeαr 2018 (01.01.2018-31.12.2018) 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 2018 (from 1.1.2018 to 31.12.2018) was unanimously elected by a vote of 13.062.701, ie 76,3% of the share capital.

4. Unanimously approved, by a vote of 13.062.701, ie 76,3% of the share capital, the distribution of remuneration to the Members of the Board of Directors for the fiscal year 2018 and unanimously pre-approved their new remunerations for the next fiscal use

5. Unanimously adopted and approved, by a vote of 13.062.701, ie 76,3% of the share capital, the remuneration policy according to the provisions of the articles 110 and 111 of Law 4548/2018.

6. Unanimously approved, by a vote of 13.062.701, ie 76,3% of the share capital, the amendment, complement, abolishment and renumbering of the provisions of the Articles of Association of the Company in order to adapt to Law 4548/2018, in accordance with article 183 of that law.

7. Approved unanimously, by a vote of 13.062.701, ie 76,3% of the share capital, the increase of the share capital of the Company by 1.027.216,80 euros, by increasing the face value of each share by 0,06 euros with capitalization of the reserves “difference from the issue of shares above par” and unanimously approved the decrease the share capital of the Company by the same amount (1.027.216,80 euros) by decreasing the face value of each share by 0,06 euros, in order to return the capital with cash to the shareholders. Furthermore, the Annual General Meeting provided the authorization to the Board of Directors to settle all questions of procedure for the execution and implementation of this decision on the increase and reduction of the share capital. Approved unanimously, by a vote of 13.062.701, ie 76,3% of the share capital, the amendment to the Article 5 of the Articles of Association of the Company, in accordance with the above mentioned decision.

8. A new three-member Audit Committee was unanimously elected, by a vote of 13.052.651, ie 76,2% of the share capital, pursuant to article 44 of law 4449/2017, consisting of the following members:

1) Koutoupis Andreas, Independent Non-Executive Member of the Company's Board of Directors, Chairman
2) George Mourelatos, Independent Non-Executive Member of the Company's Board of Directors.
3) Kontochristopoulos Konstantinos
9. Both Board of Directors members and Company’s Directors were unanimously authorized by a vote of 13.062.701, ie 76,3% 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.

All the above decisions of the Annual Ordinary General Meeting of the Shareholders shall be effective immediately. The Company will not distribute dividends to the shareholders for the fiscal year 2018 (from 1.1.2018 - 31.12.2018), in accordance to the above-mentioned, first item of the Agenda.

Sourpi, the 8th of July 2019
The Board of Directors

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