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Decisions taken at the Board Meeting

The Board of Directors held a meeting on August 25, 1999. During the meeting the Board of Directors discussed and decided on the following:

1. Convocation of an Extraordinary General Meeting for an increase of the approved share capital of the company by 22,000,000CYP by means of creation of 22,000,000 new unclassified shares each of nominal value of 1CYP.

2. Suggest at the Extraordinary General Meeting the approval of an issue of 3,000,000 preference shares, of 1CYP nominal value each, excluding the pre-emption right, to the shareholders of Vesta Holidays Ltd. for the realization of the decision concerning the acquisition of Vesta Holidays.

3. To proceed to a stock split of the nominal value of the share of the company from 1CYP to 0.20CYP and for this reason call an Extraordinary General Meeting.

4. a) To proceed within 1999 to the increase of the issued share capital to 8,000,000CYP. The Board of Directors will decide the time and the conditions concerning the above.

B) For the above issue of shares, apart from the holders of fully payable shares, the right to participate be given to the holders of partly or fully paid preference shares and to the holders of Warrants 94, at the ratio of 1 for every preference share or warrant held. The same right be given to the shareholders that have the right to acquire free shares of the company based on a previous issue, in proportion to the free shares they will acquire.

C) It has been decided that the number of shares that will correspond to the 2% of the issued share capital of the company, including the shares planned issue, be offered to the personnel of the company and to selected members of the personnel of affiliated companies that are directly related to our own at a price and under conditions that will be decided by the Board of Directors.

D) The existing shareholders will be called to the Extraordinary General Meetings to decline their pre-emption rights related with the issue of shares mentioned in paragraph 4.A-C above.

5. The necessary General Meetings for the realization of the decisions of the Board of Directors be called within September 1999.

During the same meeting The Board of Directors discussed plans concerning the expansion of the company and the possibility of its participation in a Greek Tourist Company, which is the owner of a hotel complex in Crete.
Πέμπτη, 26 Αυγούστου, 1999 - 00:00