14th resolution  [ Return towards  Resolutions  ]

Authorization granted to the Board of Directors to reduce the share capital by cancellation of treasury shares

The shareholders, deliberating according to the quorum and majority required for Extraordinary Shareholders’ Meetings, after having reviewed the report of the Board of Directors and the Statutory auditors’ special report, authorize the Board of Directors to cancel, via its decisions alone, on one or more occasions, and within the limit of 10% of the Company’s share capital per 24 month period, any or all of the shares bought back by the Company within the scope of the authorization adopted by the Ordinary Shareholders’ Meeting in its 4th resolution and those shares bought back within the scope of the authorization adopted by the Ordinary Shareholders’ Meeting of May 9, 2007, and to reduce the share capital by this amount.

This authorization is granted for a period of 24 months starting from the date of the Shareholders’ Meeting. It supersedes the authorization granted by the Extraordinary Shareholders’ Meeting of May 9, 2007 in its 8th resolution.
Full powers are granted to the Board of Directors to implement this authorization, amend the Articles of Association, deduct the difference between the net book value of the shares cancelled and their par value amount from all reserve and additional paid-in capital accounts, and with the possibility of sub-delegation, to carry out the necessary formalities to implement the reduction in capital which shall be decided in accordance with this resolution.

The 14^th resolution authorizes the Board of Directors to cancel all or part of the shares purchased under the share buyback program authorized by the 4th resolution and those purchased under the authorization voted by the Ordinary Shareholders’ Meeting of May 9, 2007. The Board is also authorized to reduce capital, for the amount of shares canceled, within the limit of 10% of share capital by 24 month period.
The difference between the book value of the cancelled shares and their par value may be allocated to any reserve or additional paid-in capital (share premium) accounts.

This authorization is granted for 24 months and supersedes that granted by the Extraordinary Shareholders’ Meeting of May 9, 2007 under the 8^th resolution.