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14.6.2006 the General Meeting of Shareholders, making use of the above possibility provided by the Law, de-
cide that the Company should acquire, during the period 14.6.2006 - 13.6.2007 no more than 4.054.034 shares,
equivalent to 10% of total existing shares, in order to support the stock exchange price of its share, in a price
range between € 5 (minimum) and € 35 (maximum). In the Meeting held on 16.2.2006 the General Meeting of
Shareholders amended the initial decision in a price range between € 5 (minimum) and € 50 (maximum). In the
context of implementing the aforementioned General Meeting decision, the Company’s BoD defines by resolu-
tion, prior to the start of the individual trading period, the principal trading terms, in particular the maximum
number of own shares to be acquired, maximum and minimum price and time period that shares shall be
acquired. The company on 6.6.007 completed the 3rd phase of its Share Buyback Program through the acquisi-
tion of 1.096.293 treasury shares at an average price of 35,27 euro on the context of the 16.2.2007 decision of
the Board of Directors. During that period the company had acquired a total of 5.695.898 (adjusted after split)
treasury shares which represented 4,82% of share capital
D) The 2nd Repeat General Meeting of the Company’s Shareholders that was held on 3 June 2011 deliberated
and resolved to: A) The decrease of the Company’s share capital by €6,030,410.86 through the cancellation of
5,635,898 own shares, with corresponding amendment of article 5 par. 1 of the Company’s Articles of Associa-
tion. As a result of the aforementioned decrease, the Company’s share capital shall amount to €119,142,830.80,
divided into 111,348,440 registered shares with a nominal value of €1.07 each. B) The increase of the Com-
pany’s share capital by the amount of €5,957,141.54 through capitalisation of reserves against the issue of
5,567,422 new shares, with corresponding amendment of article 5 of the Company’s Articles of Association. As
a result of the aforementioned increase, the Company’s share capital shall amount to €125,099.972.34, divided
into 116,915,862 registered shares with a nominal value of €1.07 each
E) On 7.12.2007, the Board of Directors of the Company resolved on the commencement of the plan regarding
the acquisition of treasury shares, in implementation of the decision of the Extraordinary General Meeting of
the Company’s shareholders of 07.12.2007. In the period from 13.12.2007 until 06.12.2009, the Company will
acquire up to 6.053.907 treasury shares, at a minimum acquisition price of 2,08 €/share and a maximum ac-
quisition price of 25 €/share (amounts adjusted for the shares split of 19.12.2007). Following the cancellation
of 5,635,898 own shares by the 2nd Repeat General Meeting of the Company’s Shareholders, as at 30.09.2011,
the Company has overall acquired 4.735.603 treasury shares, which corresponds to 4,05% of its share capital.
IX. Important agreement which is amended / terminated in case a change arises in
the company’s control following a public offer
There are no agreements which enter into force, are amended or terminated in the event of change in the
control of the Company following a public offer.
X. Agreement between the Company and BoD members or employees regarding
the termination of their terms / employment
There is no agreement between the Company and the BoD members or staff providing for the payment of
any compensation specifically in the event of resignation or dismissal without cause, or termination of their
mandate or employment as a result of a Public Acquisition Offer
Evangelos Mytilineos
Chairman & Managing Director
MYTILINEOS Holdings S.A.
