ORDINARY GENERAL MEETING OF SHAREHOLDERS
ON 09-09-2026 OF THE SOCIÉTÉ ANONYME
UNDER THE NAME
"UNIBIOS HOLDINGS S.A."
GEMI 232101000
In Fyli, Attica, today, Wednesday, September 9th, 2026 at 14:00, the Ordinary General Meeting of the Shareholders of the Company, convened by the Board of Directors, was held at the company's headquarters at VIOPA Ano Liosia, 1st and 18th Street, which was attended in person or by proxy by shareholders of 9,179,856 shares with voting rights out of a total of 17,513,933 shares, i.e. 52.41% of the total share capital of the company. After the General Meeting was constituted into a body and it was ascertained that there was a quorum required by law for the General Meeting to convene, the following decisions were taken:
ITEM 1: Submission and approval of the annual Corporate and Consolidated Financial Statements for the fiscal year ended 31.12.2025 (1.1.2025 to 31.12.2025), with the relevant Report of the Board of Directors and the Report of the Certified Auditor – Accountant.
The Chairman, after first reading the relevant report of the Board of Directors and the report of the external Certified Auditor – Accountant, proposes the approval of the financial statements for the fiscal year 2025 with the relevant Report of the Board of Directors and the Report of the Certified Auditor Accountant. He also proposes that no dividend be distributed. The General Meeting accepts the proposal of the Chairman with a majority of (100%)
The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 2: . Approval of the overall management of the Company by the Board of Directors in accordance with article 108 of Law 4548/2018 as in force and discharge of the Certified Auditors - Accountants from any liability for compensation for the fiscal year from January 1, 2025 to December 31, 2025.
On the 2nd item, the Chairman proposed the Approval of the overall management of the Company by the Board of Directors in accordance with article 108 of Law 4548/2018 as in force and the discharge of the Certified Auditors - Accountants from any liability for compensation for the fiscal year from January 1, 2025 to December 31, 2025. The General Meeting accepted the proposal and decided with a majority of (100%) the Approval of the overall management of the Company by the Board of Directors in accordance with article 108 of Law 4548/2018 as in force and the discharge of the Certified Auditors – Accountants and the Members of the Board of Directors from any liability for compensation for the fiscal year from January 1, 2025 to December 31, 2025. The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 3. Approval of the remuneration and compensation of the Members of the Board of Directors for the fiscal year 2025, approval of the employment of members of the Board of Directors with an employment relationship, approval of the remuneration of the Members of the Board of Directors based on their special relationship with the Company and pre-approval of remuneration and compensation for the fiscal year 2026.
On the 3rd item, the Chairman, after mentioning that some members of the Board of Directors are employed by the company and describing the employment and cooperation relations that exist either directly with members of the Board of Directors or with companies controlled by them, asked the General Assembly to approve the employment of members of the Board of Directors with an employment relationship, the remuneration of the Members of the Board of Directors based on their special relationship with the Company and approval of the remuneration mentioned in the Remuneration Report of the company for the fiscal year 2025 and the pre-approval of remuneration and compensation for the fiscal year 2026.
The General Assembly then accepted and approved by a majority (100%) the proposal of the President. The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 4: Election of an Auditing Company for the audit of the Company's Financial Statements, as provided by the current Legislation, for the fiscal year 2026 and determination of their remuneration.
Following a proposal by the Chairman and by a majority of 100%, the General Meeting approved the proposal of the Audit Committee of the Board of Directors for the election of the Auditing Company GRANT THORNTON for the audit of the Company's Financial Statements, as provided by the current Legislation, for the fiscal year 2026 and authorized the Board of Directors to negotiate for their remuneration. It is noted that based on paragraph 8 of article 124 of Law 4548/2018, natural persons who hold shares and are members of the Board of Directors do not participate in the voting. The results of the voting were as follows:
VOTE | Shares | Percentage of Present and Voting Shareholders | Percentage of the Total Share Capital |
Pros | 3.011.628 | 100% | 17,20%% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 5: Granting of permission in accordance with article 98 par. 1 of Law 4548/2018, as applicable to the participation of the members of the Board of Directors of the Company as well as its Directors in the Boards of Directors or in the management and bodies of other affiliated companies of the Group.
The Chairman requested that permission be granted in accordance with article 98 par. 1 of Law 4548/2018, as applicable to the participation of the members of the Board of Directors of the Company as well as its Directors in the Boards of Directors or in the management and bodies of other affiliated companies of the Group. The General Meeting accepts the proposal and decides by a majority of 100% to grant the relevant license. The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 6: Submission for discussion and voting of the Remuneration Report of the Board of Directors for the fiscal year (from January 1st, 2025 to December 31st, 2025), in accordance with article 112 par. 3 of Law 4548/2018, as in force. .
The Chairman reads the remuneration report of the company, which after discussion is approved by the General Assembly with a percentage (100%). The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 7: Granting of a Special License according to Article 100 of Law 4548 as currently in force to persons from the provisions of paragraph 2 of article 99 for the conclusion of contracts with the Company and its subsidiaries.
The President stated that there are no pending contracts requiring a license under Article 100 of Law 4548.
ITEM 8: Submission of reports by independent members of the Board of Directors, as provided for in paragraph 5 of article 9 of Law 4706/2020. Submission of the Activity Report of the Audit Committee for the fiscal year 2025.
The relevant reports were referred to and the shareholders approved the Audit Committee's Activities Report and the Independent Members' Report by a majority (100%) and the authors of the Reports are exempted from any responsibility in relation to the activities and the drafting of the reports. The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 9: Proposal for Reduction of the Share Capital by reduction of the nominal value of the share in accordance with article 29 of Law 4548/2018 for the purpose of distribution to shareholders.
The Board of Directors proposes the reduction of the share capital by € 437,848.325 by reducing the nominal value of the share by € 0.025, i.e. from € 0.30 to € 0.275. The reduction is made in order to distribute this amount to the shareholders who unanimously approved not to distribute a dividend.
The shareholders, after discussion, approved the proposal for a capital reduction of € -437,848.325 with a reduction of the nominal value by €0.025 by a majority of (100%). The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 10: Proposal for an Increase of the Share Capital by Capitalization of Reserves of Article 4 paragraph 4a of Law 2190/1920 with an Increase of the Nominal Value of the Shares.
The Chairman of the General Assembly proposes the Increase of the Nominal Value of the Share from €0.275 to €0.30, i.e. the Increase of the Share Capital by the amount of € 437,848.325 with the capitalization of equivalent reserves of Paragraph 4a of Article 4 of Law 2190/1920. The Chairman's proposal is accepted for the amount of € 437,848.325 with a majority of (100%). The results of the voting were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 11: Amendment of the Articles of Association in order to adapt article 5 in relation to the amount of the share capital based on the decisions of the present General Meeting.
The Chairman of the General Assembly proposes the Adjustment of Article 5 of the Company's Articles of Association concerning the amount of the share capital in order to correspond to the decisions of today's General Meeting. The Chairman's proposal was accepted for the amendment of the Articles of Association by a majority (100%). The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 12: Approval of a New Own Share Buyback Program for a period of two years from the expiration of the existing one, i.e. for the period (01/01/2027 – 31/12/2028).
The President, after reminding that the share buyback program expires on 31.12.2026, asks the shareholders to renew its validity for another two years, i.e. from 01.01.2027 to 31.12.2028. Also, to determine the minimum and maximum share purchase prices as well as the maximum quantity. The Chairman proposed €0.01 as the minimum price and €5.00 as the maximum. While he also proposed that the total quantity should be the maximum allowed, i.e. the number of shares that added to those currently held by the company should correspond to 10% of the share capital. The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
ITEM 13. Authorization to the Board of Directors in accordance with paragraph 1 subparagraph (b) of article 71 in conjunction with paragraph 1 subparagraph (b) of article 24 of Law 4548/2018 so that, for a period of five years, it has the right by a decision, taken by a majority of at least two thirds (2/3) of all its members, to decide on the issuance of a bond loan with convertible bonds, for an amount that may not exceed three times the currently deposited share capital. The Board of Directors is also authorized to dispose of them by limiting or abolishing the pre-emptive right in accordance with the provisions of paragraph 4 of article 27 of Law 4548/2018.
The President, after reminding that on 18.02.2027 the relevant current authorization of the Board of Directors expires, requests that the authorization be renewed for a new five years from its expiration in accordance with paragraph 1 subparagraph (b) of article 71 in conjunction with paragraph 1 subparagraph (b) of article 24 of Law 4548/2018 so that, for a period of five years from 18.02.2027, the Board of Directors, by a decision taken by a majority of at least two-thirds (2/3) of all its members, has the right to decide on the issuance of a bond loan with convertible bonds, for an amount that cannot exceed three times the currently deposited share capital (i.e. up to the amount of €15,762,539.70). In addition, the Board of Directors is authorized to dispose of the convertible notes by limiting or even abolishing the pre-emptive right in accordance with the provisions of paragraph 4 of article 27 of Law 4548/2018. The results of the vote were as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
14. Authorization to the Board of Directors in accordance with paragraph 1 subparagraph (b) of article 24 of Law 4548/2018 so that, for a period of five years, it has the right by a decision, taken by a majority of at least two thirds (2/3) of all its members, to decide on the Extraordinary Share Capital Increase by issuing new shares for an amount that cannot exceed three times the currently deposited share capital. The issued shares may be available at a price higher than the current stock exchange price at the time of ex-rights and also the Board of Directors is authorized to dispose of them by limiting or abolishing the pre-emptive right in accordance with the provisions of paragraph 4 of article 27 of Law 4548/2018.
The Chairman, after reminding that tomorrow 10.09.2026 the relevant current authorization of the Board of Directors expires, requests that the authorization to the Board of Directors be renewed for a new five years from its expiration in accordance with paragraph 1 subparagraph (b) of article 24 of Law 4548/2018 so that, for a period of five years, it has the right by a decision, taken by a majority of at least two thirds (2/3) of all its members, to decide on the Extraordinary Share Capital Increase by issuing new shares for an amount that cannot exceed three times the currently deposited share capital (i.e. up to the amount of €15,762,539.70). The issued shares are allowed to be available at a price higher than the current stock exchange at the time of ex-rights and also the Board of Directors is authorized to dispose of them by limiting or even abolishing the pre-emptive right in accordance with the provisions of paragraph 4 of article 27 of Law 4548/2018. The Chairman's proposal was accepted and voted in favor as follows:
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |
15. Approval of deviations in the allocation of realized funds in accordance with paragraph 3 of Article 22 of Law 4706/2020.
The Chairman stated that the company increased its capital by raising €800,000, of which €600,000 would be allocated by the group for the purchase of the company Watera Waste Water Treatment Solutions S.M.S.A. (formerly Lytrasko IKE) and the rest would be allocated to strengthen the group's working capital. In the end, the acquisition of this company by Watera Hellas cost €400,000 which has already been allocated, while the rest of the money left over from the acquisition (€200,000) is expected to be paid for the capital strengthening of the acquired company. Finally, the remaining money (i.e. €200,000 reduced by the cost of the IPO) should be allocated to cover part of the works in the under-construction factory of the company Watera Hellas. Due to an unforeseen delay in the acquisition process, the timetable that provided for the completion of the allocation of the money within the first half of the fiscal year was not achieved and based on the new timetable the completion of the process is expected within the current six months. Hence he proposed that the timetable for the completion of the allocation of the capital raised be extended until the end of the current semester. The result of the vote was as follows.
VOTE | Shares | Percentage of Present Shareholders | Percentage of the Total Share Capital |
Pros | 9.179.856 | 100% | 52,41% |
Cons | 0 | 0% | 0% |
ABSTENTION | 0 | 0% | 0% |