Aqua Sol: EGM approved redenomination of capital - AGM decisions - Sale of properties
20/6/2008 9:32
The Board of Directors of the Company AQUA SOL HOTELS PUBLIC COMPANY LTD announces that on 19/6/2008 the Extraordinary and the Annual General Meetings of the shareholders of the Company were called at SUN HALL HOTEL Larnaca and thereafter an Extraordinary Meeting of the Board of Directors took place where the following were examined and approved:
DURING THE EXTRAORDINARY GENERAL MEETING
SPECIAL RESOLUTION
«That pursuant to Law 33(Ι)/2007, Article 18(Ι) relating to the Adoption of the Euro:
i.The nominal value of each share is converted from £0,20 to €0,34 with effect from 1st January 2008 after the rounding.
ii. The authorised share capital of the Company is converted from £100.000.000 divided into 500.000.000 ordinary shares of a nominal value of £0,20 each to €170.000.000 divided into 500.000.000 ordinary shares of a nominal value of €0,34 each.
iii. The issued share capital is converted from £51.600.000 divided into 258.000.000 ordinary shares of a nominal value of £0,20 each to €87.720.000 divided
into 258.000.000 ordinary shares of a nominal value of €0,34 each.
iv. The decrease arising from this conversion, i.e. €443.834,38 (£259.764,72), to be accounted in a special reserve called «Difference arising from the conversion of share capital into Euro».
The conversion is carried out on the nominal value of each share and not on the total amount of the share capital. The conversion of the nominal value from Cyprus Pounds into Euro is carried out with the split of the amount (value of share) in Cyprus Pounds with the irrevocable conversion price fixed on 10 July 2007 which is 0,585274 using all six decimal digits. The resulted amount in Euro is rounded down in 2 decimal digits to the closest cent.»
DURING THE ANNUAL GENERAL MEETING
1. The report of the Chairman and the Annual Report of the Board of Directors for the year 2007.
2. The Audited Accounts of the Company for the year 2007.
3. That Messrs., AGAPIOS (AGIS) AGAPIOU AND PETER MICHAEL DUGRE are re-elected as Directors of the Company.
4. That Messrs., KPMG are appointed as Auditors of the Company and that the Board of Directors of the Company is authorized to fix the fees of the Auditors of the Company for the year 2008.
5. A resolution for the non-payment of dividend for the year 2007.
DURING THE EXTRAORDINARY MEETING OF THE BOARD OF DIRECTORS
After the members were informed by the Chairman for the submission of a proposal for the sale by AQUA SOL of the properties mentioned hereinafter to the company A CHACHOLIS DEVELOPERS LTD and after the submission of all relevant details it was unanimously resolved that:
(a) AQUA SOL sells to the above mentioned company the hotel PASCHALIA HOTELS for the amount of €6,8 million Euro. The said hotel is erected in Paralimni on the Plots under Reg. No: 15475/7.3.00 and 15473/18.12.02.
(b) Accepts the sale by its subsidiary company AEGISTHOS HOTELS LTD to the above company of the immovable properties which are situated in Ayia Napa under Reg. No: 1222,1221, 4131, for the amount of €9,4 million Euro.
(c) Authorises the managing director of the company Mr. Yiannis Panayis to negotiate the signing of the relevant agreements for the sale and the transferring of the above.
The relevant Forms with the details of the new Directors are sent to you.
DURING THE EXTRAORDINARY GENERAL MEETING
SPECIAL RESOLUTION
«That pursuant to Law 33(Ι)/2007, Article 18(Ι) relating to the Adoption of the Euro:
i.The nominal value of each share is converted from £0,20 to €0,34 with effect from 1st January 2008 after the rounding.
ii. The authorised share capital of the Company is converted from £100.000.000 divided into 500.000.000 ordinary shares of a nominal value of £0,20 each to €170.000.000 divided into 500.000.000 ordinary shares of a nominal value of €0,34 each.
iii. The issued share capital is converted from £51.600.000 divided into 258.000.000 ordinary shares of a nominal value of £0,20 each to €87.720.000 divided
into 258.000.000 ordinary shares of a nominal value of €0,34 each.
iv. The decrease arising from this conversion, i.e. €443.834,38 (£259.764,72), to be accounted in a special reserve called «Difference arising from the conversion of share capital into Euro».
The conversion is carried out on the nominal value of each share and not on the total amount of the share capital. The conversion of the nominal value from Cyprus Pounds into Euro is carried out with the split of the amount (value of share) in Cyprus Pounds with the irrevocable conversion price fixed on 10 July 2007 which is 0,585274 using all six decimal digits. The resulted amount in Euro is rounded down in 2 decimal digits to the closest cent.»
DURING THE ANNUAL GENERAL MEETING
1. The report of the Chairman and the Annual Report of the Board of Directors for the year 2007.
2. The Audited Accounts of the Company for the year 2007.
3. That Messrs., AGAPIOS (AGIS) AGAPIOU AND PETER MICHAEL DUGRE are re-elected as Directors of the Company.
4. That Messrs., KPMG are appointed as Auditors of the Company and that the Board of Directors of the Company is authorized to fix the fees of the Auditors of the Company for the year 2008.
5. A resolution for the non-payment of dividend for the year 2007.
DURING THE EXTRAORDINARY MEETING OF THE BOARD OF DIRECTORS
After the members were informed by the Chairman for the submission of a proposal for the sale by AQUA SOL of the properties mentioned hereinafter to the company A CHACHOLIS DEVELOPERS LTD and after the submission of all relevant details it was unanimously resolved that:
(a) AQUA SOL sells to the above mentioned company the hotel PASCHALIA HOTELS for the amount of €6,8 million Euro. The said hotel is erected in Paralimni on the Plots under Reg. No: 15475/7.3.00 and 15473/18.12.02.
(b) Accepts the sale by its subsidiary company AEGISTHOS HOTELS LTD to the above company of the immovable properties which are situated in Ayia Napa under Reg. No: 1222,1221, 4131, for the amount of €9,4 million Euro.
(c) Authorises the managing director of the company Mr. Yiannis Panayis to negotiate the signing of the relevant agreements for the sale and the transferring of the above.
The relevant Forms with the details of the new Directors are sent to you.
