In accordance with Law 2190/1920 and the Company’s Articles of Association, the General Meeting of Shareholders is OTE's supreme body, may decide on all matters concerning OTE, unless otherwise specified by the Law or the Articles of Association, and elects/removes the members of the Board of Directors.
Every OTE shareholder has the right to participate and vote in the Company’s General Meeting of Shareholders. Each fully paid share provides the right to one vote. Shareholder capacity is acquired and proven in accordance with the provisions of Codified Law 2190/1920.
Convening the Meeting - Invitations
The General Shareholders Meeting is convened by the Board of Directors, in accordance with the law, and necessarily meets at the registered seat of the OTE Group or within the territory of the Municipality of the registered seat of the Athens Stock Exchange, at least once each fiscal year, according to its Articles of Incorporation, within six (6) months from the end of the fiscal year (Ordinary General Meeting). The Board of Directors may also convene the General Meeting of the Company's Shareholders at an extraordinary meeting, if deemed appropriate (Extraordinary General Meeting).
The invitation for the General Meeting of OTE shareholders, including the information to be provided by Law (place, date, time, agenda items, etc.), is posted on the General Business Registry (GCR) website as well as on the Company’s website 20 full days before the Meeting takes place. At the same time, since OTE S.A. is a company with shares listed on a regulated market, the rest of the information is also published on the website in accordance with the Law. In case of Repeat Shareholder Meetings, the deadlines are shortened and no new invitation is required, provided that the original invitation specifies the place and time of any Repeat Meeting and that there are at least 10 full days between the canceled Meeting and the Repeat General Meeting.
The General Meeting of OTE shareholders has a quorum, is lawfully met, and validly discusses items on the agenda and may take decisions when 1/5 of the paid-up share capital is present or represented. In special cases defined by Law and in the Company's Articles of Association (Article 20), an extraordinary quorum is required, that is, the presence or representation of 2/3 of the share capital (e.g. merger or dissolution of the Company, increase or decrease of the share capital, etc.). If the quorum provided for in the Articles of Association is not achieved, the General Meeting of Shareholders meets again at a Repeat Meeting within 20 days from the initial meeting, which, in the case of regular quorum, meets validly regardless of the percentage of share capital present or represented at it, and in the case of an extraordinary quorum 1/2 of the share capital must be present or represented at the Meeting. If a quorum is once again not achieved, a 2nd Repeat Meeting is convened, where the attendance of shareholders representing 1/5 of the share capital is required.
Minority rights of shareholders and how they are exercised
The minority shareholder rights and the way in which they are exercised are specified in the provisions of Codified Law 2190/1920 on societes anonyme.