Notice of Annual General Meeting of EPH EUROPEA...

NOTICE is hereby given that the Annual General Meeting of the Company will be held on 9^th June 2022 at 11 AM at Hotel Amathus, 75 Amathus Avenue, 4532 Limassol, Cyprus, for the following purposes:

1) Approval of the results for the year ended 31 December 2021

To approve the annual report proposed by the Board of Directors of the Company and the consolidated financial statements of the Company as at 31 December 2021.

The annual business report and the auditor’s report are available for examination by shareholders (i) at the Company’s registered office located at 12 Menandrou, ELIONA TOWER, Flat/ Office 207, 1066 Nicosia, Cyprus, (ii) at the office of Valartis Advisory Services SA, St. Annagasse 18, 8001 Zurich, Switzerland and (iii) on the Company’s website: https://europeanpropertyholdings.com/.

2) To consider the recommendation of the Board of Directors of the Company to not declare a dividend.

3) Election of Board of Directors

Pursuant to the provisions of the Company’s Articles of Association, to consider the re-election of the following retiring directors of the Company to the position of a director of the Company for a new 3-year term:

1. Olga Melnikova
2. Michael Cuthbert
3. Tomasz Dukala
4. Hans Messmer
5. Gustav Stenbolt
6. Annamaria Vassiliades

The annual remuneration of the newly elected directors shall be determined by the Board of Directors  

4) Re-Election of and determination of the remuneration of the auditors for a period of one year

To consider the proposal of the Board of Directors to re-appoint Deloitte AG, Zurich, Switzerland together with Deloitte Cyprus as the auditors of the Company for a period of one year and to authorise the Board of Directors of the Company to fix their remuneration.

5) Conversion of the currency of the share capital of the Company from USD to EUR

To consider and approve by a special resolution, the conversion of the authorized (USD 22,000,000 divided into 21,000,000 ordinary shares of nominal value USD 1.00 each and 1,000,000 Class A shares of nominal value USD 1.00 each) and issued (USD 14,409,022 divided into 14,409,022 ordinary shares of nominal value USD 1.00 each) share capital of the Company from USD to Euros in accordance with the exchange rate of the European Central Bank in the morning of 9^th of June 2022

6) Miscellaneous

To transact any other business that can properly be transacted at an Annual General Meeting.

In order to attend and exercise their voting rights, shareholders must be entered into the shareholders register as of the close of business on the record date of 24^th May 2022 (the “Record Date”). The shareholder register is maintained and administered by Computershare Schweiz AG, Baslerstrasse 90, CH-4600 Olten, Switzerland.

Entry to the meeting will be by entry card. Registered shareholders as of the Record Date can request an entry card by contacting Computershare latest on 1^st June 2022:

General Meetings Team

Computershare Schweiz AG

P [phone]

Baslerstrasse 90, Postfach, 4601 Olten, Schweiz

[e-mail]

A Shareholder entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his/ her place. Such proxy need not be a shareholder of the Company. The proxy must be deposited at the Company’s registered office at least 15 minutes prior to the meeting.

Attachment

• EPH European Property Holdings_AGM Notice