May 19, 2006 The Shareholders' Second Repeat Extraordinary General Meeting of NAOUSSA SPINNING MILLS S.A. was held today, at 11:00 a.m., at the Company's offices, Kifissou and 1 Konstantinoupoleos Street, at Peristeri, in accordance with the invitation of the Board of Directors as of 05/3/2006 in order to discuss the following issues of the daily agenda:
1. Restructuring of Naoussa Spinning Mills S.A. Group of Companies.
2. Permission to the Board of Directors to review all the existing contract agreements, in the framework of restructuring and reorganisation of the Company's operations.
3. Election of BoD members.
4. Granting permission to the Members of the BoD, according to article 23 par. 1 of Law 2190/1920, to participate in the BoD sessions or management of subsidiaries or other companies of similar activities.
5. Issue of convertible bond loan.
6. Miscellaneous approvals - Announcements.
Today's General Meeting assembled quorum reached 40.1335% (that is 28,472,691 common nominal voting shares with five -5- shareholders present) of the total voting rights, and approved the issues of the daily agenda except issue 5 (Issue of convertible bond loan), that will be re-examined on Friday June, 9, 2006 at 11:00 a.m. at the Company's offices, according to article 39 par. 3 of Law 2190/1920.
1. Unanimous approval of the Management's actions, aiming to the application of the Business plan, as well as the Management's agreements with the Banks and execution of relevant operation rearrangements and authorization of the Board of Directors to approve and proceed with all required actions for the Company's restructuring and its subsidiaries.
2. The Shareholders' General Meeting unanimously authorized the Company's Board of Directors to review all the existing contract agreements, in the framework of restructuring and reorganisation of the Company's operations and approved the already amended, concluded and under amendment agreements.
3. The General Meeting did not examine this issue due to the fact that such was included in the daily agenda and was examined in the Shareholders' Annual Ordinary General Meeting that followed.
4. The General Meeting did not examine this issue due to the fact that such was included in the daily agenda and was examined in the Shareholders' Annual Ordinary General Meeting that followed.
5. Unanimous approval of deferment of issue 5 to a later date always within the legal framework and more specifically on Friday June 9, 2006 at 11:00 a.m., so as to officially receive the approval of the main credit Banks, as determined by the agreement (M.O.U.) signed by the Group and the Companies with the Banks, regarding approval and financing of the restructuring Business Plan of the Group's textile Companies.
6. The related issue was not examined.