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Thursday, 15 December 2005
+++ Resolutions of the First Repeated Meeting of the November
28, 2005 Extraordinary General Meeting of INTRACOM shareholders,
held on December 15th, 2005 +++
According to article 279 of the Athens Exchange Regulations
in force, INTRACOM announces that during the First Repeated Meeting of
the November 28, 2005 Extraordinary General Meeting of shareholders, held
on Thursday December 15th, 2005, attended by shareholders and their representatives
holding 70.608.885 Common Registered Shares with voting rights, out of
a total of 131.258.772 such shares (quorum percentage 53,79%), the following
items of the Agenda were discussed and resolved upon:
Regarding the first item of the Agenda, with 70.608.885
votes out of a total of 70.608.885, there was unanimous approval for:
(i) The IT Services sector spin-off and its transfer to
the subsidiary company of INTRACOM, Societe Anonyme "DATABANK",
according to the stipulations of articles 1-5 of Law 2166/1993 and based
on the assets of this sector, as featured in the Accounting report of
October 31st, 2005.
(ii) The Report by the Certified Auditor - Accountant Mr.
Alexandros Tziortzis (Reg. No. 12371) on the confirmation of the accounting
value of the transferred sector, as well as the sector's October 31st,
2005 Accounting report itself.
(iii) All relevant to the subject in question actions of
the Company Board of Directors.
On the second item of the Agenda, unanimously, with 70.608.885
votes out of a total of 70.608.885, the Company representative for the
signing, in the presence of a Notary, of the aforementioned sector transfer
contract, with the authorised representative of the receiving company,
as well as any other document, statement, etc. deemed necessary for the
completion of this transfer, thereby setting the terms of the contract,
within the framework of the above General Meeting resolutions and the
Law, was appointed.
On the third item of the Agenda, with 70.608.885 votes out
of a total of 70.608.885, there was unanimous approval for:
(i) The change of Company activities and its general occupation
with:
- participation in Greek or foreign companies and businesses of any kind
that have been established or will be established, regardless of their
corporate objective,
- legal investments in general, especially on company or portfolio acquisitions
and on participation in other company share capital increases, but also
- the offer of counsel and services to any physical or legal entity in
the fields of general management, Information Technology, financial management,
as well as in tax and accounting issues including the undertaking of studies,
gathering, processing and holding of data and information of every kind
and its profitable disposal to third parties.
(ii) The amendment of the Company's corporate name - according
to the above - to "INTRACOM HOLDINGS S.A." and its distinctive
title to "INTRACOM HOLDINGS" and
(iii) the amendment of articles 1 and 3 of the Company's Articles of Association,
according to the above, regarding corporate name and objective, respectively.
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