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OFFON

GREEK ORGANISATION OF FOOTBALL PROGNOSTICS S.A.

(OPAP)
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Greek Organisation of Football Prognostics S A : Invitation to the Shareholders for the 21st Ordinary General Meeting

05/27/2021 | 10:24am EDT

"ORGANIZATION OF FOOTBALL PROGNOSTICS S.A."

INVITATION

TO THE SHAREHOLDERS OF THE SOCIETE ANONYME UNDER

THE BUSINESS NAME

"ORGANIZATION OF FOOTBALL PROGNOSTICS S.A." (the "Company")

G.E.MI. REGISTRATION NUMBER 003823201000

TO THE TWENTY-FIRST (21st) ORDINARY GENERAL MEETING

FOR THE FINANCIAL YEAR 2020 (01/01/2020 - 31/12/2020)

The Company's Board of Directors, in accordance with the Law, the Company's Articles of Association and its resolution dated 27/05/2021, invites the Shareholders of the Company to participate to the twenty-first (21st) Ordinary General Meeting, which will be held on Thursday, 17th of June, 2021, at 13:00 at the Company's premises at 112, Athinon Ave., Athens, Attica, in order to discuss and resolve on the following items of the Agenda:

Item 1st:Submission and approval of the Company's Standalone and Consolidated Financial Statements for the financial year 2020 (01/01/2020 - 31/12/2020) and of the relevant Board of Directors' and Auditors' Report

Item 2nd:Approval of the overall management of the Company and discharge of the Statutory Auditors of the Company for the financial year 2020 (01/01/2020 - 31/12/2020)

Item 3rd:Election of Auditing Company for the statutory audit of the Company's Standalone and Consolidated Financial Statements for the financial year 2021 (01/01/2021 - 31/12/2021) and the issuance of the annual tax report

Item 4th:Approval of the distribution of Net Profits for the financial year 2020 (01/01/2020 - 31/12/2020)

Item 5th:Approval of the distribution of part of the Company's Net Profits of the financial year 2020 (01/01/2020 - 31/12/2020) to Executive Members of the Board of Directors and other senior management personnel of the Company

Item 6th:Submission for discussion and voting of the Remuneration Report of the Board of Directors for the financial year 2020 (01/01/2020 - 31/12/2020)

Item 7th:Amendment of the Company's Remuneration Policy

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"ORGANIZATION OF FOOTBALL PROGNOSTICS S.A."

Item 8th:Approval of the Fit and Proper Policy

Item 9th:Composition of the Board of Directors

  1. Announcement of the election of a new member of the Board of Directors in replacement of a resigned member
  2. Election of two new BoD members - appointment of independent members (itemised ballot)

Item 10th:Resolution on the Company's Audit Committee specifics

Item 11th:Approval for the acquisition of the Company's own shares (Share buy-back programme)

Item 12th:Submission of the Audit Committee Annual Report

In the event that the required decision quorum is not obtained, the Repeat Ordinary General Meeting of the Shareholders will be convened on Monday, 28th of June 2021, at 13:00 at the Company's premises, at 112, Αthinon Ave., Athens, Attica. In accordance with par. 2 of article 130 of Law 4548/2018 no new invitation will be published.

The Company, taking into account the precautionary measures to confront the risk of dissemination of COVID-19 and aiming to protect its shareholders, its personnel and generally the public, as well as to ensure business continuity at its premises, informs the shareholders that remote participation in the meeting will be possible through audiovisual and electronic means (teleconference), as well as remote voting during the meeting, according to the provisions of this invitation.

To this direction, the Company urges the shareholders not to physically participate in the meeting and choose any alternative method of participation as described in this invitation, i.e. participation through audiovisual and electronic means (teleconference) or by proxy who shall vote in accordance with the shareholder's written instructions (as per section B below).

The Company further informs the Shareholders that the procedure of the meeting shall be limited to the absolute necessary. For the proper preparation and limitation of the attendance time at the venue of the meeting, the Company urges the shareholders to submit any questions in writing before the meeting according to the provisions of this invitation.

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"ORGANIZATION OF FOOTBALL PROGNOSTICS S.A."

No reception shall take place afterwards. Entrance shall not be allowed to third parties, other than to shareholders and proxies thereof. Third parties may attend the meeting via electronic means only, according to the provisions of this invitation.

Α. RIGHT TO PARTICIPATE AND VOTE AT THE GENERAL MEETING

Any person of record in the Dematerialized Securities System administered by the "Hellenic Central Securities Depository SA" (ATHEXCSD), at the beginning of the fifth (5th) day prior to the date of the Ordinary General Meeting, namely on 12th of June, 2021 (record date) is entitled to participate and vote at the Ordinary General Meeting and/or at Repeat Ordinary General Meeting.

For the Company, shareholders who are entitled to participate in the general meeting and to exercise the right to vote are those that are registered on the record date in the Dematerialized Securities System (DSS) of the company "HELLENIC CENTRAL SECURITIES DEPOSITORY (ATHEXCSD)" or the ones identified as such based on the relevant date through registered intermediaries or other intermediaries in compliance with the provisions of the legislation (Law 4548/2018, Law 4569/2018, Law 4706/2020 and Regulation (EU) 2018/1212) as well as the Rulebook of Operation of the Hellenic Central Securities Depository. Proof of shareholding status may be evidenced by any legal means and in any case based on information received by the Company electronically by ATHEXCSD, if the latter provides registration services, or the participating and registered intermediaries in the central securities depository in any other case. Shareholders may participate in the General Meeting, based on the confirmations or notices of Articles 5 and 6 of Regulation (EU) 2018/1212, provided by the intermediary, unless the General Meeting refuses such participation for a material cause, which justifies its refusal, in compliance with the relevant provisions (article 19(1) of Law 4569/2018 and article 124 of Law 4548/2018).

The exercise of participation and/or voting rights does not require deposit or blocking of shares nor the adherence to another similar procedure, which restricts the possibility of the sale and transfer of such shares during the period between the record date and the Ordinary General Meeting or the Repeat Ordinary General Meeting.

Β. PARTICIPATION PROCESS AND VOTE BY PROXY

Shareholders may participate and vote in person or by proxy. Each Shareholder may appoint up to three (3) proxies. If a Shareholder holds shares of the Company which appear in more than one securities account, the Shareholder may appoint different proxies with regard to

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"ORGANIZATION OF FOOTBALL PROGNOSTICS S.A."

the General Meeting for the shares appearing in each Account. A proxy acting on behalf of several Shareholders may cast votes differently for each Shareholder.

Covid-19specific measures: For the restriction to the minimum necessary of the number of individuals which shall be present at the place of the meeting at the Company's premises, the Company has indicated specific persons among its employees, which shareholders may authorize to represent them and vote on their behalf in the meeting in accordance with their instructions. Shareholders wishing to make use of the relevant possibility, are kindly requested to contact Investors Relations Department via e-mail at ir@opap.gr or at tel. +30 210-5798930.

The appointment or/and the revocation or/and the replacement of a proxy takes place in writing or via electronic means by submitting the relevant proxy form to the Company at least forty eight (48) hours prior to the date of the General Meeting (i.e. by June 15th, 2021 at 13:00 at the latest), either at the Company's headquarters or via e-mail at ir@opap.gr. The representation form is available on the Company's website www.opap.gr. In the case of non- compliance with the above deadline, Shareholders may participate in the General Meeting unless the General Meeting refuses their participation for significant cause justifying its refusal.

The proxy votes in accordance with the instructions of the Shareholder, as long as they exist, and must file the voting instructions for at least one (1) year from the date of the Ordinary General Meeting or the Repeat General Meeting in which he used his proxy. Non-compliance by the proxy with the instructions received does not affect the validity of the decisions of the General Meeting, even if the proxy's vote was decisive in achieving the majority.

The Shareholder's proxy is required to disclose to the Company, prior to the commencement of the Ordinary General Meeting, any specific fact, which may be useful to Shareholders in assessing the risk that the proxy may serve interests other than the interests of the Shareholder. Conflict of interests may arise in particular if the proxy is: (a) a shareholder that exercises control over the Company, or other legal person or entity controlled by that Shareholder, (b) a member of the Board of Directors or the management of the Company in general, or of a shareholder that exercises control over the Company, or of another legal person or entity controlled by a shareholder exercising control over the Company, (c) employee or auditor of the Company or of a controlling shareholder of the Company or of another legal person or entity that is controlled by a controlling shareholder, and (d) a spouse or a first-degree relative with any one of the natural persons that are mentioned in cases (a) to (c).

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"ORGANIZATION OF FOOTBALL PROGNOSTICS S.A."

C. REMOTE PARTICIPATION (IN PERSON OR BY PROXY) IN THE GENERAL MEETING IN REAL TIME BY TELECONFERENCE OR/AND EXERCISE OF VOTING RIGHT

Without prejudice to the aforementioned provisions regarding appointment or revocation or replacement of proxy holders, any shareholder wishing to participate in the General Meeting remotely (without physical presence), must fill in the "Declaration Form of Remote Participation in the General Meeting - Proxy Holder Authorization", which is available on the Company's website: www.opap.gr, and submit such declaration form to the Company's headquarters at 112, Athinon Ave., Athens, Attica (to the attention of Investors Relations Department) or sent it via e-mail at ir@opap.gr, at least forty eight (48) hours prior to the scheduled Ordinary General Meeting, i.e. by June 15th, 2021 and at 13:00 the latest.

Following verification of the shareholder's capacity, the shareholder (or its appointed proxy holder) shall be promptly furnished with instructions regarding attendance or/and voting during the General Meeting.

Each shareholder (or its proxy holder) may attend the General Meeting (and participate in the voting) remotely using audio-visual and electronic means, from the meeting's commencement on June 17th, 2021 and 13:00 until its closing, by entering the link sent to the e-mail address stated by the shareholder (or its proxy holder) in the respective "Declaration Form of Remote Participation in the General Meeting - Proxy Holder Authorization". Each shareholder (or its proxy holder) may also address the General Meeting by submitting questions either in writing at least forty-eight (48) hours prior to the scheduled General Meeting (i.e. by June 15th, 2021 and at 13:00 the latest) to the Company's headquarters at 112, Athinon Ave, Athens, Attica (to the attention of Investors Relations Department) or by sending such questions via e-mail at ir@opap.gror during the meeting through audio-visual and electronic means.

Shareholders that will participate at the General Meeting by teleconference in real-time are taken into consideration for the formation of the quorum and majority and will be able to exercise their rights effectively during the General Meeting. Therefore, shareholders will have the ability to:

  1. follow the proceedings of the General Meeting with electronic or audiovisual means,
  2. take the floor and address the General Meeting using the Live Feedback service during the General Meeting,

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Disclaimer

OPAP SA - Greek Organisation of Football Prognostics published this content on 27 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 May 2021 14:23:03 UTC.


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Sales 2021 1 622 M 1 916 M 1 916 M
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Net Debt 2021 410 M 485 M 485 M
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Yield 2021 7,77%
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Greek Organisation of Football Prognostics S.A. Technical Analysis Chart | OPAP | GRS419003009 | MarketScreener
Technical analysis trends GREEK ORGANISATION OF FOOTBALL PROGNOSTICS S.A.
Short TermMid-TermLong Term
TrendsBearishNeutralBullish
Income Statement Evolution
Consensus
Sell
Buy
Mean consensus BUY
Number of Analysts 10
Last Close Price 11,88 €
Average target price 15,44 €
Spread / Average Target 29,9%
EPS Revisions
Managers and Directors
Jan Karas Chief Executive Officer & COO-Retail
Pavel Mucha Chief Financial Officer & Executive Director
Kamil Ziegler Executive Chairman
Michele Fusella Chief Technology Officer
Igor Milos Rusek Independent Non-Executive Director
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