Attica Bank : Resolutions of the Ordinary General Meeting of Shareholders of Attica Bank, 27/06/2018

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Announcement, 27/06/2018

Attica Bank: Resolutions of the Ordinary General Meeting of Shareholders

A"ca Bank S.A. ('the Bank'), in accordance with art. 4.1.3.3 of the Regula@on of the Athens Stock Exchange as currently in force, announces that:

• i) The Ordinary General Mee@ng of its shareholders which was held on Wednesday, June 27, 2018, at 10:00am in Athens at 54 Akadimias Street (Vikela Hall), was aTended by 18 Shareholders vo@ng in person or by proxy, represen@ng 378,787,718 common, registered, bearing vo@ng rights sharesout of 461,254,013 common shares in total, that is 82.12% of the paid in common share capital of the Bank, achieving the quorum required by law.

• ii) Following the elec@on of the Chairman and the Secretaries of the General Mee@ng and before the discussion of the issues on the agenda, the Chairman of the General Mee@ng on behalf of the Board of Directors informed the aTending shareholders that the procedures held in parallel and aiming to finding investors to par@cipate in the share capital increase as well as investors for the sale of the subordinated bond resul@ng from the NPE's securi@za@on of approximately 700 million euro, have not been completed yet, as the offers submiTed by interested investors are s@ll evaluated by Rothschild Interna@onal, ac@ng as the Bank's advisor, so that the Board of Directors could make a proposal to the General Mee@ng.

For this reason, and because the items related to the capital increase in favor of entering the Investor's Bank (Issue 13) and the approval of a NPE's subordinated bond sale in conjunc@on with the management of non-performing loans (Issue 18) which have been discussed at the General Mee@ng of 27 June 2018 are relevant and interrelated in substance with items 5, 7, 8, 14, 15, 16 and 17, the Board of Directors proposed to the General Mee@ng to suspend the mee@ng and con@nue the discussion and decision-making only on above men@oned issues on Wednesday, July 18, 2018 at 10.00am in the Vikela Hall on its ground floor on 54, Akadimia Street.

The General Mee@ng unanimously approved the above proposal of the Board of Directors of the Bank.

Therefore, for items 5, 7, 8, 13, 14, 15, 16, 17 and 18 of the agenda, namely:

Item 5: Elec@on of Board of Directors and appointment of independent, non-execu@ve members.

Item 7: Approval of the contracts of execu@ve and non-execu@ve members of the Board of Directors under ar@cle 23a of codified law 2190/1920.

Item 8: Elec@on of a new Audit CommiTee.

Item 13: Increase in the share capital of the Bank by the issuance up to 200,000,000 of new common registered shares up to the amount of 60,000,000 euros in accordance with Law 3604/2007, as in force, in cash and with the aboli@on of the preference rights of the old shareholders in favor of new investors. Amendment of ar@cle 5 of the Bank's Ar@cle of Associa@on ( Statute ) and authoriza@on to the Bank's Board of Directors to implement the decision of the General Assembly on the share capital increase of the Bank and the final amount of fund raising.

Item 14: Submission of the Report of the Board of Directors to the General Mee@ng regarding the reasons for the aboli@on of the pre-emp@ve rights of the old shareholders and the proposed issue price of the new shares, according to ar@cle 13 par. 2190/1920, as in force.

Item 15: Total redemp@on of the preferred shares of the Hellenic Republic, according to the decision of the Extraordinary General Mee@ng of 22-12-2017, with a total nominal value of 100,199,999.90, in order for the redemp@on to take place with an exchange of i) partly in cash and ii) partly with the delivery to the Greek State of subordinated bonds in accordance with paragraph 1a of ar@cle 1 of Law 3723/2008, as in force.

Item 16: Decrease of the Bank's share capital through the cancella@on of the preference shares acquired following the decision of the above Item 15 and corresponding amendment of ar@cle 5 of the Bank's Ar@cles of Associa@on.

Item 17: Provision of general authoriza@on to the Board of Directors of the Bank to specify the terms of the share capital increase under Item 13, all relevant or related issues rela@ng to the increase and to carry out the necessary material acts and transac@ons in pursuance of the above, as well as to implement any required ac@on on the above men@oned items 15 and 16.

Item 18: Approval of the sale of the subordinated debt resul@ng from the 700 million euros NPE's porjolio securi@za@on and the non-performing loan management plan by an investor who has submiTed a binding offer. Provision of authoriza@on to the Board of Directors to complete the relevant procedures, including true sale and derecogni@on of the relevant receivables.

The General Mee@ng decided unanimously to suspend the mee@ng and con@nue the discussion and decision-making on above issues on Wednesday, July 18, 2018, at 10:00am in the Vikela Hall on its ground floor on 54, Akadimias Street.

According to Law 2190/1920 the repe@@on of the formali@es for the publica@on of the invita@on is not required for such readjourned mee@ng of 18/7/2018 and new shareholders may also par@cipate with record date 14/07/2018, that is, at the start of the 4th day before the General Mee@ng. The relevant printed or electronic cer@ficate has to be received by the Bank by 15/07/2018, subject to the provisions of ar@cles 27 par. 2 and 28a of CL 2190/1920.

iii) Aker the above the General Mee@ng unanimously adopted the following resolu@ons:

Item 1: Submission and approval of the Board of Directors' and the Auditors' Reports on the annual Financial Statements for the financial year 2017 (01/01/2017 - 31/12/2017)

The General Mee@ng unanimously approved the Board of Directors' and the Auditors' Reports on the annual Financial Statements for the financial year 2017 (01/01/2017 - 31/12/2017), which are included in the Annual Financial Report for the year 2017, approved by the Bank's Board of Directors on 15.03.2018

Item 2: Submission and approval of the financial statements on a stand-alone and consolidated basis for the financial year 2017 (01.01.2017 - 31.12.2017), of the financial results for the year 2017 and of the table of the results appropriaPon.

The General Mee@ng unanimously approved the Bank's and the Group's financial statements, the profit and loss account and the statement of changes in equity for 2017 (01.01.2017 - 31.12.2017). No dividend will be distributed to common shareholders and no return will be paid on the preference shares issued in accordance with Law 3723/08 due to the lack of distributable funds.

Item 3: Discharge of the Members of the Board of Directors and the CerPfied Auditors from any liability for indemnity regarding the annual financial statements and management for the financial year 2017 (01.01.2017-31.12.2017).

The General Mee@ng unanimously discharged the members of the Board of Directors and the auditors from any liability for indemnity regarding the annual financial statements and management for the financial year 2017 (01.01.2017-31.12.2017).

Item 4: RaPficaPon of the elecPon of Member of the Board of Directors who replaced Member who resigned, in accordance with arPcle 18, par. 7 of Law 2190/1920.

The General Mee@ng unanimously ra@fied the elec@on of Mr. Stavros Papagiannopoulos to replace the resigning member, Mr. Efstathios Anagnostou for the remaining of the current Board of Directors' term (ending 2019), as approved by the BoD on December 22, 2017.

Item 6: ElecPon of two (2) regular and two (2) subsPtute CerPfied Auditors for the audit of the Bank's stand-alone and Group's consolidated financial statements for 2018 and determinaPon of their remuneraPon.

The General Mee@ng unanimously appointed KPMG Cer@fied Auditors S.A. as auditors of the financial statements of the Bank and the Group for 2018 and elected Mr. Ioannis Acheilas (SOEL ID No. 12831) and Mr. Charalampos Syrounis (SOEL ID No. 19071) as regular auditors and Mr. Anastasios Panagidis (SOEL ID No. 37581) and Mr. Michail Kokkinos (SOEL ID No. 12701) as subs@tute auditors. The General Mee@ng also determined the auditors' remunera@on.

Item 9: Approval of wages and fees paid to the execuPve and non-execuPve Members of the Board of Directors and the Members of the Audit Commi[ee for the financial year 2017 (01.01.2017-31.12.2017).

The General Mee@ng unanimously approved the wages and compensa@on paid to the execu@ve and non-execu@ve Members of the Board of Directors, the Members of the Audit CommiTee and the other CommiTees of the BoD, as well as the Secretary of the Board of Directors and the secretaries of the commiTees of the Board for the financial year 2017 (01.01.2017-31.12.2017).Item 10: Preliminary approval of the wages and fees to be paid to the execuPve and non-execuPve Members of the Board of Directors of the Bank in 2018. DeterminaPon of the remuneraPon of the members of the Audit Commi[ee for the financial year 2018.

The General Mee@ng unanimously provided its preliminary approval for the wages and compensa@on to be paid to the members of the BoD, the members of the Audit CommiTee and the other CommiTees of the BoD, as well as the Secretary of the Board and the secretaries of the commiTees of the Board for 2018.

Item 11: Grant of authority to Members of the Board of Directors and Managers of the Bank to parPcipate in the Board of Directors or the management of companies pursuing similar or related business goals, in accordance with arPcle 23, par. 1 of Law 2190/1920

The General Mee@ng unanimously authorized the members of the Board of Directors and the managers of the Bank to par@cipate in the Boards of Directors or the management of Companies pursuing similar ends (Law 2190/1920, art. 23, par.1) following previous approval by the Bank's BoD.

Item 12: Insurance Contracts.

The General Mee@ng unanimously approved the renewal of the insurance contracts covering the civil, professional liability of members of BoD and execu@ves, damages due to electronic crime and general responsibili@es related to the Bank's opera@onal ac@vity, following a decision of the BoD.

Item 19: Other announcements

No addi@onal items were discussed.

Note: The resolu@ons on issues 9 and 10 were also approved by the representa@ve of the State, who has been appointed in accordance with the provisions of Law 3723/2008.

ATTICA BANK S.A