BriQ Properties Real Estate Investment : 16.06.2021 - Invitation to the Extraordinary General Meeting of the Shareholders on 07.07.2021
06/16/2021 | 10:32am EDT
BriQ Properties Real Estate Investment Company
General Commercial Registry No.140330201000
Extraordinary General Shareholders' Meeting
July 7th, 2021
to the Shareholders of the Company
According to the law as in force, as well as the Company's Articles of Association and following the resolution of the Company's Board of Directors, the Company's Shareholders are invited to participate to the Extraordinary General Meeting, on July 7th, 2021, Wednesday, at 16:00, in the
Municipality of Kallithea, Attica and, more specifically, in the office building owned by the Company" at 19‐23 Al. Pantou St. (event hall, ground floor), to discuss and decide on the following items of the agenda:
Approval of the suitability policy of the members of the Board of Directors
Amendment of the remuneration policy approved by the Ordinary General Meeting of sharehold- ers of 06.09.2019 for the members of the Board of Directors of the Company.
Right to participate and vote in the General Meeting:In the General Meeting anyone who appears to be a shareholder in the records of the Hellenic Central Securities Depository S.A. ((ATHEXCSD), where the Company's shares are kept, is entitled to participate and vote. Each com- mon share provides one voting right. At the date of this invitation, the Company's capital is divided into 35.764.593 common shares incorporating 35.764.593 voting rights in total. The shareholders' status must exist on the beginning of the fifth (5th) day prior to the day of the General Meeting of 07.07.2021, i.e. on 02.07.2021 (Record Date). The above recording date shall also apply in case of postponement or repetition, provided that postponement or repetition is not more than thirty (30) days from the date of record. The relevant confirmation will be evidenced through the Company's direct online connection to the CSD archives. In case ofnon-compliancewith the provisions of arti- cle 124 of L. 4548/2018, such shareholder shall participate in the General Meeting only after its permission. It should be noted that the exercise of these voting rights does not imply the freezing of the shares of the owner or any other similar procedure which restricts the possibility of selling and transferring them during the period between the recording date and the date of the relevant Gen- eral Meeting. In the event that the required quorum is not reached, the Shareholders are invited to the company's headquarters, on July 27th, 2021, Tuesday, at 16:00, in the Municipality of Kallithea, Attica and, more specifically, in the office building owned by the Company" at 19‐23 Al. Pantou St. (event hall, ground floor), at a Repeat General Meeting in which Shareholders who will be registered in the Company's shareholders' register at the beginning of July 2nd, 2021 (record date) are entitled to participate and vote.
Procedure for the exercise of the voting right through a representative:Each share- holder participates in the General Meeting and votes either in person or through a representative. Each shareholder may appoint up to three (3) representatives. However, if the shareholder holds shares of the Company, which appear in more than one securities account, this limitation does not
impede the shareholder from appointing different representatives for all shares that appear in each securities account with regard to the General Meeting. A representative who acts as a proxy for more than one shareholder can vote differently for each of its principals. Legal persons may participate in the General Meeting by appointing up to three (3) individuals as their representatives. The shareholder may appoint a representative for a single general meeting or for meetings that take place within a certain time. The representative votes according to the instructions of the sharehold- er, if any, and is required to archive the voting instructions for at least one (1) year from the submission of the minutes of the general meeting to the public authority, or if the decision is made public in the General Commercial Registry. The representative is obliged to notify the Company before the commencement of the General Meeting of every specific fact which could be useful to the shareholders for the assessment of the risk of the representative serving interests other than those of a shareholder. Within the meaning of this paragraph, a conflict of interest may arise indicatively when the representative is: a) controlling shareholder of the Company or another legal person or entity is controlled by this shareholder, b) a member of the Board of Directors or of the management of the Company or of a controlling shareholder or of another legal person or entity that is controlled by a shareholder who exercises control over the Company, c) an employee or a chartered auditor of the Company or of a controlling shareholder of the Company or of another legal person or entity that is controlled by a shareholder who exercises control over the Company, d)a spouse or a first degree relative of one of the individuals mentioned above under (a) to (c). The appointments and revocation of the shareholder's representative for participation in the General Meeting shall be done in writing and shall be communicated to the company at least three (3) days before the date of the General Meeting. A power of attorney form is available on the website of the Company (www.briqproperties.gr). The form shall be delivered filled and signed at the company's premises at 25 Al.Pantou street, Kallithea Athens (Investors and Public Relations Department of the Company, Mr Dimitrios Papapadiamantopoulos) or by fax: 211 999 4530 at least three (3) days before the date of General Meeting or the repeat General Meeting. The beneficiary shareholder is requested to confirm that the company have received the power attorney form by calling at the telephone number 211 999 4762.
Minority shareholders' rights: 1) Following a request by the shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors must include in the agenda of the General Meeting any additional subjects. The relevant request must be communicated to the Board of Directors at least fifteen (15) days before the General Meeting of 07.07.2021, and must be accompanied by a justification or by a draft decision to be approved by the General Meeting. The revised agenda is published in the same manner as the previous agenda, thirteen (13) days before the date of the General Meeting and at the same time it is placed at the shareholder's disposal on the Company's website (www.briqproperties.gr), along with the justification or the draft decision that has been submitted by the shareholders according to article 123 par. 4 of L. 4548/2018. If these subjects are not published, the requesting shareholders have the right to request the post- ponement of the General Meeting, in accordance with article 141 par.5 L.4548/2018, at the expense of the company. The Board of Directors is not obliged to add issues on the agenda or to publish or disclose them together with justifications and draft decisions submitted by the shareholders if their content is obviously contrary to law and morality.
Shareholders representing one-twentieth (1/20) of the share capital have the right to submit draft decisions on subjects included in the original or any revised general meeting agenda. The re- quest must be submitted to the Board of Directors at least seven (7) days before the date of the General Meeting, that is until Wednesday, June 30, 2021. The Board of Directors must place at the shareholders' disposal (article 123 par. 3 of L. 4548/2018) at least six (6) days before the date of the General Meeting, draft decisions for the items that have been included in the initial or revised agenda. The Board of Directors is not obliged to add issues on the agenda or to publish or disclose them together with justifications and draft decisions submitted by the shareholders if their content is obviously contrary to law and morality.
Following a request by any shareholder, submitted to the Company at least five (5) full days be- fore the General Meeting of 07.07.2021, i.e. 01.07.2021, the Board of Directors must submit to the General Meeting the specific information requested with respect to company matters. The Board of Directors is obliged to provide the General Meeting with the specific information requested with re- spect to company matters to the extent that these are useful for the actual assessment of the items of the agenda. There is no obligation to provide information when the relevant information is al- ready provided through the Company's website, especially under the form of questions and answers. Also, following a request of shareholders representing one twentieth (1/20) of the share capital, the Board of Directors is obliged to announce to the General Meeting the amounts that during the last two years have been paid to each member of the Board of Directors or the directors of the Compa- ny, as well as any provision to such persons by any cause or contract of the Company with them. The Board of Directors may refuse to provide the information for substantive reasons, which are recorded in the minutes (article 141 par. 6 of L. 4548/2018).
Following a request by the shareholders representing one fifth (1/5) of the share capital, which is submitted to the Company at least five (5) full days before the General Meeting, the Board of Direc- tors must provide to the General Meeting information about the company's affairs and its financial condition. Similar deadlines for the exercise of minority shareholders' rights also apply in the case of a Repeat General Meeting. In all the above cases, the requesting shareholders must prove their shareholder status and the number of shares that they own during the exercise of each relevant right. Proof can be the delivery of a certificate issued by the entity keeping the relevant securities or a certificate of the status of a shareholder through direct electronic connection between the entity and the Company.
Available documents and Information: The information and documents listed in article
123 par. 4 of L. 4548/2018, are available for the shareholders, in hard copy at the company's head- quarters at 25 Al.Pantou street, Kallithea Athens (Investors and Public Relations Department of the Company, Mr Dimitrios Papapadiamantopoulos). These documents of paragraph 4 of article 123 of Law 4548/2018 as well as those of paragraph 3 of the same article will be available electronically on the Company's website www.briqproperties.gr.
The Company Shareholders are informed that in order to deal with the consequences of the spread of COVID‐19 and, in case the current emergency measures for the pandemic are extended, within the framework of the measures adopted by the State to contain the spread of COVID‐19, ac- cording to article 33 § 2 of Legislative Act dated 20‐3‐2020, which was ratified by article 1 of Law
4683/2020 and was extended pursuant to article 27 of Law 4573/2020 or, in case additional measures are taken, the General Meeting will be held via video conference and without the physical presence of the shareholders, according to the provisions of articles 120 and 125 of Law 4548/2018, as such are in force, as well as the Company's Articles of Association. In this case, the Company will make a relevant announcement, in order to provide, in accordance with the above provisions, the shareholders with detailed instructions regarding, in particular, the data and / or documents that should be sent to the Company, the exercise of voting rights, the audiovisual or other electronic means through which the shareholders will be able to participate in the General Meeting remotely without their physical presence at the venue.
BriQ Properties REIC published this content on 16 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 June 2021 14:31:03 UTC.
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