Granting of a special permission by the Board of Directors for the realization of a transaction with a related party, as provided for in articles 99 to 101 of L.4548/2018
The company “ELGEKA S.A. Trade – Distributions – Representations – Industry” (hereinafter “the Company”) announces in accordance with par. 2 of article 101 of L.4548/2018 to its shareholders that by the decision of the Board of Directors of the Company dated 14.12.2022 it was decided the granting of the special permission required in accordance with articles 99 to 101 of L.4548/2018, for the conclusion of a share transaction agreement between the Company as the seller and the company “SAPHERALD LIMITED” as the buyer and with the object of the sale and transfer of ninety-three thousand seven hundred and six (93.706) shares of the limited company with the name “LINET HELLAS S.A. INDUSTRY OF PRODUCTS OF PERSONAL HYGIENE AND GENERAL TRADE” and the distinctive title “LINET S.A.”, for a total price of Euro seven hundred and fifty thousand (€ 750.000.00).
In order to grant the permission for the above transaction, the Board of Directors of the Company took into account the Special Transaction Evaluation Report from 09.12.2022, in the context of articles 99-101 of L. 4548/2018, on the Reasonable and Fairness of the sale of the shares of “LINET S.A.” by Mr. Ilias Zafeiropoulos, Certified Auditor Accountant (Registration Number ELTE: 1181) of the company “Zephyros Partners Certified Auditors Consultants S.A.” (Registration Number ELTE: 70), from which it follows that the above transaction is reasonable and fair for the Company and the shareholders who are not related parties, including the minority shareholders (article 101 par.1 of L. 4548/2018 ).
According to paragraph 3 of article 100 of L. 4548/18, within ten (10) days from the publication of this announcement, shareholders representing one twentieth (1/20) of the share capital may request the convening of a General Meeting to decide on the issue of granting the permission.
The minutes of the decision of the Board of Directors of the Company from 14.12.2022 and the above evaluation report according to article 101 par. 1 of L. 4548/2018 have been registered in the relevant General Commercial Register (G.E.M.I.) and they will be followed the prescribed formulations and procedures of Law 4548/2018.
