CONVOCATION

to the Ordinary General Meeting of Shareholders

of the Company named

"INTRAKAT SOCIETE ANONYME TECHNICAL AND ENERGY PROJECTS"

General Commercial Registry (GEMI) no: 000408501000

According to the provisions of Law and the Company's Articles of Association, by virtue of a decision made by the Board of Directors at its Meeting held on 19.06.2024, the Shareholders of the Company named "INTRAKAT SOCIETE ANONYME TECHNICAL AND ENERGY PROJECTS" with the distinctive title "INTRAΚΑΤ", are invited to attend the Ordinary General Meeting to be held on Wednesday, 10th July 2024, at 10:00 a.m., which will meet in a hybrid manner, i.e. with the physical presence of shareholders at the Municipality of Paiania, Attica (19th km of Markopoulo Avenue, Building B7, Auditorium, 2nd floor) and with the participation of shareholders remotely real time by teleconferencing, in order to discuss and decide on the following Agenda items:

AGENDA ITEMS:

  1. Submission and approval of the annual financial statements of the Company (including the consolidated financial statements) for the financial year 01.01.2023 - 31.12.2023, following the Reports of the Board of Directors and the Certified Auditors-Accountants
  2. Submission of the Annual Activity Report of the Audit Committee for the financial year 01.01.2023
    - 31.12.2023
  3. Approval of the overall management of the Company by the Board of Directors during the financial year 2023, according to article 108 of Law 4548/2018, and release of the Certified Auditors-Accountants from any liability for compensation for the audit of the financial year 01.01.2023 - 31.12.2023, according to article 117 par. 1 (c) of Law 4548/2018
  4. Election of Certified Auditors -Accountants for the audit of the financial statements, corporate and consolidated, of the financial year 01.01.2024 - 31.12.2024 and determination of their compensation
  5. Discussion and voting on the remuneration report of article 112 of Law 4548/2018 for the financial year 01.01.2023 - 31.12.2023
  6. Granting permission, according to article 98 par. 1 of Law 4548/2018, to the members of the Board of Directors, and the Directors of the Company to participate in the Board of Directors or the management of the Company's subsidiaries and affiliates
  7. Submission of the Report of the independent non-executive members of the Board of Directors, in accordance with article 9 of par. 5 of Law 4706/2020
  8. Miscellaneous Announcements

The Company informs that the persons of par. 1 and 2 of article 127 of Law 4548/2018 may, also, be present at the General Meeting remotely in real time by teleconferencing.

  1. Reconvened General Meeting

In the event that no quorum, as provided for by Law and the Company's Articles of Association, is attained for the decision-making on all or some of the aforementioned agenda items, Company's Shareholders are invited to attend a Reconvened General Meeting, to take place on Wednesday, 17th July, 2024, at 14:00 p.m., which will meet in a hybrid manner, i.e. with the physical presence of

1

shareholders at the same place, and with the participation of shareholders remotely in real time by teleconferencing, without further notice. The agenda of the reconvened General Meeting, if any, will be the same as above, with the exception of items on which a decision could be taken. The persons of par. 1 and 2 of article 127 of Law 4548/2018 may, also, be present at the General Meeting remotely in real time by teleconferencing.

  1. Participation and voting rights at the General Meeting
  1. All Company's shareholders are entitled to participate in the General Meeting and vote, either in person or by proxy, as provided for in Law 4548/2018 and the following. Each share entitles to one vote.
  2. Only the shareholder recorded with the Dematerialized Security System (DSS), managed by the "Hellenic Central Securities Depository" (ATHEXCSD), which provides registry services withing the meaning of par. 6 of article 124 of Law 4548/2018, may participate in and vote at the General Meeting. Shareholder's capacity may be proven by any legal means and based on the notification received by the Company from the Central Securities Depository, when it provides registry services, or, in any other case, through the participating and registered intermediaries to the Central Securities Depository.
  3. Shareholder's capacity must be in force at the beginning of 5th July 2024 (Record Date), i.e. on the fifth (5th) day before the General Meeting on 10th July 2024; only the persons being shareholders on that date are eligible to participate in and vote at the General Meeting.
  4. The Record Date applies also in the event of a postponement or reconvention of the General Meeting, provided that the date of the adjourned or reconvened session is not more than thirty
    1. days away from the Record Date. If this is not applicable, then anyone that has the shareholder's capacity at the beginning of the third (3rd) day prior to the date of by postponement or reconvention of the General Meeting is entitled to participate and vote (par. 6 of article 124 of Law 4548/2018).
  5. The Company may justify a shareholder's capacity on the Record Date by directly accessing the Dematerialized Security System files. The exercise of the participation and voting rights shall neither entail any shareholders' share blocking, nor any other similar procedure, which restricts the entitlement to sell or/and transfer the shares in the in-between period from the Record Date to the General Meeting date.
  6. Shareholders who fail to comply with the deadline of par. 4 of article 128 of Law 4548/2018 may participate in the General Meeting unless the General Meeting declines their participation on a severe ground which justifies such decline.

III. Procedure for exercising voting rights by proxy

  1. Shareholders are entitled to participate in the General Meeting and vote either in person or by proxy. A proxy appointed by a number of shareholders may vote differently for each shareholder.
  2. Each shareholder may appoint a proxy for one or more General Meetings and for a definite period of time. The proxy shall vote according to the shareholder's instructions, if any, and shall be obliged to have such voting instructions on record for at least one (1) year after the General Meeting date. The proxy's failure to comply with the provided instructions shall not affect the validity of the General Meeting resolutions, even if the proxy's vote was resolute for attaining a majority.
  3. Before the General Meeting, a shareholder's proxy has to advise the Company on any specific fact that may be useful for assessing the risk that the proxy may serve interests different from the

2

shareholder's interests. In view of the above, a conflict of interest may arise, especially, when the proxy:

    1. is a shareholder controlling the Company or is any other legal person or entity controlled by such shareholder;
    2. is a member of the Board of Directors or of the Company's management in general or of a shareholder controlling the Company or any other legal person or entity controlled by a shareholder controlling the Company;
    3. is an employee or auditor of the Company or of a shareholder controlling the Company or of other legal person or entity controlled by a shareholder controlling the Company;
    4. is a spouse or first-degree relative of any of the natural persons of points a) to c) above.
  1. A proxy may be appointed or revoked in writing, by way of written notification to the Company, at least forty-eight (48) hours before the date set for the General Meeting. Each shareholder may appoint up to three (3) proxies. However, if the shareholder's shares are being recorded in more than one (1) securities accounts, such limitation shall not prevent the shareholder from appointing different proxies for the shares recorded in each securities account, in relation to the General Meeting.
  2. The Company provides the form for appointing a proxy which is at the disposal of the shareholders: a) in hard copy at the Company's headquarters (19th km of Markopoulo Avenue, 19002 Paiania, Attica), and b) electronically at the Company's webpage (www.intrakat.gr). This form has to be filled in, signed and submitted by the shareholder to the IR Department at the above mentioned address or by e-mail to IR@intrakat.gror by fax to +30 210 667 4793, at least forty-eight (48) hours before the General Meeting date. The beneficiary has to confirm the successful sending and receipt of the appointment form by the Company and to this end they may call +30 210 667 4646 (IR Department).
  3. Company's Articles of Association do not provide for shareholders' possibility to participate in the voting remotely, by correspondence or by digital means, prior to the General Meeting.

IV. Participation and exercising the right to vote at the General Meeting remotely in real time by teleconference

  1. In order for shareholders to participate and vote at the General Meeting or at any Reconvened General Meeting remotely in real time, they or their proxy (up to one (1) per shareholder) must create an electronic account at the internet platformhttps://axia.athexgroup.gr, which has been developed by the Athens Exchange Group, and use this account at the date and time of the General Meeting.
  2. The creation of the shareholder's account at the platform requires the shareholder's a) first and last name, b) valid email address, and c) mobile phone number. If the email address and/or the mobile phone number do not match the information that have been registered in the Dematerialized Security System for the investor account and the securities account of the corresponding shareholder, the shareholder will have to contact the Participant of the Securities Account in the DSS or other intermediary acting as custodian through which their Company's shares are kept, in order to notify them or to update their valid email address and mobile telephone number for their identification according to the decision nr. 8 of the Board of Directors or the "Hellenic Central Securities Depository S.A.", under the title "Technical terms and procedures for the provision of the Registry, Corporate and Other Related Actions Service".
  3. The creation of the proxy's account at the platform requires the valid email address and the mobile phone number as these will have been declared in the form of appointment of proxy.

3

  1. The next step is the procedure of the account's activation in which the shareholder or their proxy, if any, receives through email the activation link of the account on the platform and they follow all the steps they have been instructed to in order for their account in the platformhttps://axia.athexgroup.grto be activated.
  2. After the Record Date, as it is defined in unit "II. Participation and voting rights at the General Meeting", point 3, i.e. after 5th July 2024, the shareholder or their proxy, if any, will have to connect to their account on the platform, to declare their participation to the hybrid General Meeting and, following that, to choose how they are going to participate in the General Meeting, i.e. «in person» or «via electronic voting». The shareholder or their proxy, if any, who will participate via electronic voting will receive the invitation to the teleconference, for which the service Zoom Meetings of the company Zoom Video Communications Inc. is used.
  3. In order to access the platform (and the teleconferencing) a personal computer or a smartphone or a tablet is required, a browser installed and internet access.
  4. At the date of the General Meeting the shareholders or their proxies, if any, will have to timely be connected to the platform, fifteen (15) minutes at least prior to the starting time of the General Meeting, and to declare the number of voting rights for their participation in the General Meeting and, if they prefer, to reduce the number of their voting rights.
  5. Further instructions for the creation of the account on the platform and their participation in the General Meeting via teleconference are included in the Guidelinesof the platform, which will be uploaded to the Company's website, and will be sent, by the Company via email, to the shareholders that wish to participate to the General Meeting or the Reconvened General Meeting, if any, remotely.
  6. The shareholders or their proxies, if any, may contact for requests for clarification and information the IR Department of the Company via email to IR@intrakat.gror via telephone to the number +30 210 6674646. Also, from the publication of the present document and until the end of the General Meeting, information and support will be provided to the shareholders or their proxies, if any, on matters regarding the conducting of the General Meeting using the platform AXIA e-SM (e.g., regarding connection issues, voting etc.) via telephone to the number +30 210 33 66 426 or through email to AXIAeShareholdersMeeting@athexgroup.gr.
  7. The shareholders or their proxies, if any, that have successfully been connected to the platform, will be able to participate in the General Meeting via teleconference in real-time following the link which will be sent to them via email (see point 5 above). By activating the teleconference application (Zoom) through the link at the beginning of the General Meeting the shareholders will be able to:
    1. follow the proceedings of the General Meeting with electronic or audiovisual means,
    2. take the floor and address the General Meeting orally during the General Meeting,

while at the same time through the internet platform, they will be able to:

  1. vote in real time during the General Meeting on the items of the agenda, and
  2. receive information on the registration of their vote.
  1. Final dates for exercising the Rights of Minority Shareholders under paragraphs 2, 3, 6 and 7 of article 141 of Law 4548/2018.

1. Shareholders representing one-twentieth (1/20) of the paid share capital of the Company:

  1. are entitled to request the addition of further items to the General Meeting agenda, by means of an application to be filed to the Board of Directors fifteen (15) days before the

4

General Meeting, i.e. up to 25.06.2024, which shall be accompanied by a justification or a decision draft for approval by the General Meeting. The revised agenda shall be published in the same manner as the previous agenda, thirteen (13) days before the General Meeting date, i.e. on 27.06.2024.

    1. are entitled to submit decision drafts for issues included in the initial or the revised agenda, by means of an application to be filed to the Board of Directors at least seven (7) days before the General Meeting, i.e. up to 03.07.2024; such decision drafts shall be notified to the shareholders at least six (6) days before the General Meeting, i.e. by 04.07.2024.
  1. By means of an application to be filed to the Company at least five (5) full days before the General Meeting, i.e. by 04.07.2024, any shareholder may ask the Directors to provide specific information to the General Meeting in relation to the Company affairs, to the extent that such information is related to the items of the agenda. The Board of Directors may release a single reply to shareholders' applications having the same content. There is no obligation to provide information when such information is already available on the Company webpage, especially in a Q&A form. Furthermore, the Board of Directors may refuse to provide information on a sufficient due cause, which has to be recorded in the minutes.
  2. By means of an application of shareholders representing one-twentieth (1/20) of the paid share capital of the Company, to be filed to the Company at least five (5) full days before the General Meeting, i.e. by 04.07.2024, the Board of Directors has to announce to the General Meeting, provided it is Ordinary, the money paid to each Director or Manager during the last two years, as well as any benefit provided to such persons, on any grounds or under any agreement between the Company and such persons. The Board of Directors may release a single reply to shareholders' applications having the same content. There is no obligation to provide information when such information is already available on the Company webpage, especially in a Q&A form. Furthermore, the Board of Directors may refuse to provide information on a sufficient due cause, which has to be recorded in the minutes.
  3. By means of an application filed to the Company at least five (5) full days before the General Meeting, i.e. up to 04.07.2024, shareholders representing one-tenth (1/10) of the paid share capital of the Company may ask the Board of Directors to provide the General Meeting with information on the progress of corporate affairs and the Company's financial status. The Board may refuse to provide information on a sufficient due cause, which has to be recorded in the minutes.

VI. Available documents and information

The information of paragraphs 3 and 4 of article 123 of Law 4548/2018 (this convocation, the documents to be submitted to the General Meeting, draft resolutions on the Agenda items as proposed by the Board of Directors, the documents for voting by a proxy or representative as well as the total number of current shareholders and voting rights) will be available in a digital form at the Company's webpage (www.intrakat.gr). Moreover, Company shareholders may be provided with these documents in hard copy by the IR Department (19th km Markopoulo Avenue, 19002 Paiania, Attica).

Paiania, 19 June, 2024

The Board of Directors

5

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Intracom Constructions SA Technical and Steel Constructions published this content on 19 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 June 2024 14:35:04 UTC.