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Vodafone-Panafon (VPHD)

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Friday 05 September, 2003

Vodafone-Panafon

Notice of AGM

Vodafone-Panafon Hellenic Tel Co SA
05 September 2003


4 September 2003

  Shareholders invitation to the Annual General Meeting of the Societe Anonyme
 under the name 'VODAFONE-PANAFON HELLENIC TELECOMMUNICATIONS COMPANY S.A.' and
                      distinctive title 'VODAFONE-PANAFON'

Following the Board of Directors resolution on 3rd September 2003, and according
to the provisions of the Greek Law for limited stock companies no. 2190/1920,
and the Company's Articles of Association, Vodafone-Panafon Shareholders are
invited to attend the Annual General Meeting. The Meeting will take place
according to the approval K2-10341/1-8-2003 of the Minister of Development and
Article 25 of CL 2190/20, on Tuesday, September 30th 2003, at 13.00 hrs, at the
GRAND BRETAGNE hotel, Vas. Georgiou A1, Athens, 'Grand Ballroom'. The items of
the agenda of the Annual General Meeting are as follows:

    Items of the Agenda of the Annual General Meeting of the Shareholders of
                                VODAFONE-PANAFON
                       to be held on 30th September 2003

1)  Submission for approval of the Annual Financial Statements of the
Company of the 10th fiscal year (1-4-2002/31-3-2003), the Management Report of
the Board of Directors (BoD) for the abovementioned fiscal year and the Report
of the Certified Auditors.

2)  Submission for approval of the consolidated financial statements of the
Company for the period from 1-4-2002 to 31-3-2003, and the relevant Management
Report of the BoD and the Certified Auditors.

3)  Release of the Members of the BoD and the Auditors of the Company from
any responsibility for compensation for the financial statements, the management
of the Company and the combined financial statements for the fiscal year from
1-4-2002 to 31-3-2003.

4)  Distribution of Share Dividends for the fiscal year from 1-4-2002 to
31-3-2003.

5)  Submission for approval of the financial statements of the absorbed
companies: a) 'TETOMA COM S.A.' for the fiscal year from 1-1-2001 to 30-6-2001,
b) 'PANAFON MULTIMEDIA S.A.' for the fiscal year from 1-1-2001 to 30-6-2001, c)
'PANAFON SERVICES S.A.' for the fiscal year from 1-4-2001 to 31-3-2002, d)
'IDEAL TELECOM S.A.' for the fiscal year from 1-4-2002 to 30-9-2002, e) 'VIZZAVI
(HELLAS) S.A.' for the fiscal year from 1-1-2002 to 31-1-2003, the Management
Reports of the BoD for the abovementioned fiscal years and the Certified
Auditors.

6)  Release of the members of the BoD and the Auditors from any
responsibility for compensation for the financial statements and the management
of the absorbed companies a) 'TETOMA COM S.A.' for the fiscal year from 1-1-2001
to 30-6-2001, b) 'PANAFON MULTIMEDIA S.A.' for the fiscal year from 1-1-2001 to
30-6-2001, c) 'PANAFON SERVICES S.A.' for the fiscal year from 1-4-2001 to
31-3-2002, d) 'IDEAL TELECOM S.A.' for the fiscal year from 1-4-2002 to
30-9-2002, e) 'VIZZAVI (HELLAS) S.A.' for the fiscal year from 1-1-2002 to
31-1-2003.

7)  Election of regular and substitute Certified Auditors for the fiscal
year from 1-4-2003 to 31-3-2004 for the financial statements, as well as
approval of their remuneration.

8)  Approval of the remuneration of the employed Members of the BoD of the
fiscal year from 1-4-2002 to 31-3-2003, as well as approval of their
remuneration for the current fiscal year.

9)  Approval of the participation of the Members of the BoD to other
companies with similar objectives.

10)  Approval of the expenses incurred for the installation of Base Stations.

11)  Approval of the agreements to be concluded between VODAFONE-PANAFON and
INTRACOM S.A.

12)  Decision for the non-conversion of the granted under conditions stock
options by the Annual General Meeting of 28/9/2000, to definite stock rights.

13)  Announcements and other items.

Shareholders and / or their authorised attorneys in order to have the right to
vote at the Annual General Meeting must, according to the Greek Law and the
Company's Articles of Association, declare the number of the dematerialised
shares they wish to bind, to the dealer of their account (security house, or the
Greek Central Securities Depository in the case that they have deposited their
shares with it), and acquire a receipt verifying the binding of their shares
five (5) days before the Annual General Meeting, and must deposit their proxies
with the Company within the same deadline.

Note: Shareholders that have dematerialised their shares will be accepted at the
Annual General Meeting only if they provide receipts verifying the binding of
their shares that were issued in due time (5 days before the AGM).

                               Marousi, 3/9/2003
                             The Board of Directors




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