Iraklio Attica, Wednesday, 22 May 2024

Press release

Neurosoft Board of Directors calls Annual

Shareholders' Ordinary Meeting

Iraklio Attica, Wednesday 22 May 2024 - Neurosoft S.A., a fully integrated ICT Company, traded on Milan's Euronext Growth Italia market(GRS802003004,Reuters NRST.MI,Bloomberg NRST:IM), has Banca Investis S.p.A. as its Euronext Growth Advisor announces that today, the call for the Annual Ordinary General Meeting is published in the newspaper "Italia Oggi".

The call for the Annual Ordinary General Meeting is as follows:

CALL

(drafted in accordance with article 121 par. 3 and 4 of the Law 4548/2018)

OF THE SHAREHOLDERS OF THE COMPANY UNDER THE NAME

"NEUROSOFT SOCIÉTÉ ANONYME SOFTWARE PRODUCTION"

TO THE ANNUAL ORDINARY GENERAL MEETING

GEMI REG. No. 84923002000

By decision of the Board of Directors of the Company under the name «NEUROSOFT SOCIÉTÉ ANONYME SOFTWARE PRODUCTION" (hereinafter "Company") and in accordance with the law and its Articles of Association, the Shareholders of the Company are invited to the Annual General Meeting on Wednesday, June 12th , 2024, at 10:00 am, at the registered offices of the Company, 466 Irakliou Avenue & Kiprou str., Iraklio Attikis, to discuss and pass a resolution on the following Daily Agenda items:

DAILY AGENDA

1. Submission and approval of the annual financial statements, corporate and consolidated, and the Board of Directors and Auditors reports for fiscal year 2023. (01.01.2023 to 31.12.2023).

  1. Distribution of financial statements for fiscal year 2023 and non-distribution of dividend.
  2. Approval of the overall management of the Company and discharge of the Statutory Auditors of the Company for the financial year 2023
  3. Approval of the remuneration payable to the Board of Directors for fiscal year 2023, including pre- approved remuneration for the first half of 2024, and pre-approval - determination of the remu- neration payable for fiscal year 2024 and the first half of 2025.
  4. Appointment of Statutory Auditors for the audit of financial statements (corporate and consoli- dated) for fiscal year 2024 and determination of their remuneration.
  5. Approval - validation of contracts between the Company and affiliates.
  6. Other Announcements and approvals

In case of failure to achieve the quorum required by law, the Board of Directors hereby invites the Shareholders of the Company to the first Adjourned Annual General Meeting on Friday, June 28th , 2024, at 10:00 a.m. at the aforementioned address.

According to the Law 4548/2018, the Company informs its Shareholders of the following:

I. Right to participate and vote in the General Meeting

Each share carries the right to one (1) vote. Only natural or legal persons appearing as shareholders of the

Company at the beginning of the fifth (5th) day prior to the meeting, namely on June 7th, 2024, provided it

is a working day, otherwise on the previous working day (record date), have the right to participate and

vote in the General Meeting. The certificate issued by the authorized intermediaries must reach the Com-

pany no later than the third (3rd) working day prior to the General Meeting, namely on June 7th, 2024. In

case of an Adjourned Annual General Meeting, the certificate must reach the company until June 24st ,

2024. Only registered shareholders of the Company on the record date are entitled to attend and vote in

the General Meeting. In case of non-compliance with the provisions of article as above mentioned share-

holders may participate in the General Meeting only with the consent of the General Meeting. The exercise

of these rights does not require blocking of shares or any other similar process, which limits the ability to

sell and transfer shares in the time-period between the record date and the date of the General Meeting.

II. Procedure for the exercise of voting rights through representatives (proxy)

Eligible shareholders may participate in the General Meeting in person or through lawfully authorized rep- resentatives. Each shareholder may appoint up to three (3) representatives. Legal persons may participate in the General Meeting by appointing up to three (3) natural persons as representatives. An authorized representative who acts for and on behalf of more than one shareholder may vote for each one separately. A proxy form for the appointment of representatives is available to shareholders on the Company's website (www.neurosoft.gr) and in hard copy at the Investor Relations Department (466, Irakliou Ave. & Kiprou str., Iraklio Attikis). The said proxy form should be submitted, completed and signed by the shareholder, to the Accounting Department of the Company at Iraklio Attikis (466, Irakliou Ave. & Kiprou str.) or sent by fax to +30 210-6855033 or via email to ir@neurosoft.gr, forty eight (48) hours prior to the date of the Annual

Ordinary General Meeting namely on June 9th 2024. Shareholders are requested to ensure the successful delivery of the authorization form and the receipt of the document by the Company by calling the phone number +30 210-6855061 during working days and hours. The appointment and the removal of representatives shall be in writing and notified to the Company's offices at the above address at least three (3) working days prior to the date of the Shareholders' General Meeting, namely until June 7th, 2024, for the initial Meeting and until June 24th, 2024 for any adjourned General Meeting.

III. Minority shareholders' rights

According to article 141 par. 2,3,6 and 7 of the Law 4548/2018, shareholders have, inter alia, the following rights:

i. Shareholders representing 1/20 of the paid-up share capital of the company have the right to request that the Board of Directors include additional items in the agenda of the General Meeting, upon relevant re- quest, which must be received by the Board at least fifteen (15) days prior to the General Meeting, i.e. until May 27th , 2024. The request for additional items in the agenda shall be accompanied by a justification or a draft resolution to be approved at the General Meeting. The revised agenda is published in the same way as the previous agenda, thirteen (13) days prior to the date of the General Meeting according to the provisions of 4548/2018 article 141 par. 2, i.e. until May 29th , 2024, provided it is a working day, otherwise on the previous working day, and will also be made available to shareholders on the Company's website, along with the justification or the draft resolution submitted by shareholders.

  1. Upon request of shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors shall make available to shareholders, as defined in the Law 4548/2018 article 141 par. 2 as, at least six (6) days prior to the date of the General Meeting, i.e. until June 6th, 2024, draft resolutions for items included in the original or revised agenda, if the request is received by the Board seven (7) days prior to the General Meeting, i.e. until June 5th, 2024.
  2. Upon request of any shareholder, submitted to the Company within at least five (5) full days prior to the General Meeting, i.e. until June 6th, 2024, provided it is a working day, otherwise on the previous working day, the Board of Directors is obliged to provide the General Assembly with the specific information re- quested regarding the Company's business, insofar as it is useful for the real assessment of the items on the agenda. The Board of Directors may respond comprehensively to shareholders' requests with the same content. An obligation to provide information does not apply when the relevant information is available on the Company's website, especially in the form of questions and answers. The Board of Directors may refuse to provide information on due cause which is stated in the Minutes.
  3. Upon request of shareholders representing one fifth (1/5) of the paid-up share capital (according to the provisions of the Law 4548/2018), which is submitted to the Company at least five (5) full days prior to the General Meeting, i.e. until June 6th, 2024, provided it is a working day, otherwise on the previous working day, the Board of Directors must provide the General Meeting with information on the progress of the corporate business and the assets of the Company. The Board of Directors may refuse to provide infor- mation on due cause, which is stated in the Minutes. Also, upon request of shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors must notify the Annual Ordinary Gen- eral Meeting of the amounts paid to each Board member or the Directors of the Company over the last two

years, as well as of any payment made to such persons for any reason or contract between them and the Company.

Similar time limits for the exercise of shareholders' minority rights also apply in the case of Adjourned General Meetings. To exercise any of the rights, the applicant shareholders must prove their capacity as shareholders and the number of shares held when exercising the relevant right. The attestation from the Intermediary or the certificate of the capacity as shareholder through a direct electronic link between the Intermediary and the Company constitutes such evidence.

IV. Available documents and information

The information in the Law 4548/2018 article 121 par. 4 and 123 par.3, 4, including this call, the proxy form and the draft resolutions on the daily agenda items, will be available in electronic form on the Company's website (http://www.neurosoft.gr). The full text of the draft resolutions and any documents specified in the provisions of the above mentioned law will also be available to shareholders in hard copy, upon request, at the Investor Relations Department of the Company.

For further details or information please contact the Investor Relations Department, tel.: +30 210 6855061, fax +30 210 6855033, working days and hours.

Iraklio Attikis, 22.05.2024

By order of the Board of Directors

The Managing Director

The full text of the call has been published on the company's website www.neurosoft.gr - Investor Relations Section - Shareholders' Meeting- 2023 - Call for the shareholders to the Annual General Meeting.

The relevant proxy to attend the Annual Ordinary General Meeting is also published on the same section of the company's website.

Neurosoft S.A., a Greek company listed on the Euronext Growth Milan market , organized and managed by the Italian Stock Exchange (ISIN GRS802003004, Reuters NRST.MI, Bloomberg NRST:IM), was founded in 1994 with the vision to provide superior products, innovative solutions and exclusive services to its international clients. Neurosoft is a fully integrated ICT company with Field Services, Systems Integration and Cyber Security capabilities. The staff headcount exceeds 200+ highly skilled employees with deep experience in their field. The company is based in Athens with presence in Cyprus.

Business areas covered by Neurosoft: Cyber Security Operations: Provision of high-end Cyber Security solutions and services and development of innovative security products. In a world of viruses, malwares, and hacktivists, Neurosoft has compiled a suite of practical and technologically advanced tools and methods to significantly enhance the protection of your mission-critical data. Infrastructure & Cloud Operations: Design, implementation, operation and support of large-scale ICT infrastructure solutions for Operators of Critical Networks and Critical National Infrastructure Stakeholders. Our vast experience in complex projects makes Neurosoft the ideal partner for any ICT infrastructure requirement. Field Services Operations: Neurosoft offers high-quality,on-site logistic and warehousing services with 200+ field service technicians, offering 40+ service points in Greece and Cyprus.

The company is committed to client impact, continuous investments in R&D, innovation, adoption of advanced methodologies and well-known international standards (ISO9001, ISO27001, ISO 14001, ISO 45001, ISO 22301). It demonstrates a track record of successful local & international group (multi-country) installations & continuous technical support, always on time - on budget - on spec.

As of today, Banca Investis is Neurosoft's Euronext Growth Advisor for the Euronext Growth Milan market.

Press release available on www.neurosoft.gr

For further information please contact:

INVESTOR RELATIONS

Neurosoft S.A. |ir@neurosoft.gr| T: +30 2106855061

EURONEXT GROWTH ADVISOR

Banca Investis| corporatefinance@bancainvestis.com| T:+39 0299968111

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Disclaimer

Neurosoft SA published this content on 12 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 May 2024 21:22:28 UTC.