«SPIROU HOUSE OF AGRICULTURE S.A.»
INVITATION
OF ORDINARY GENERAL MEETING OF SHAREHOLDERS
G.E.MI. (GENERAL COMMERCIAL REGISTRY) NO. 405401000
Pursuant to the Law, the Company's Articles of Association, and the resolution of the Board of Directors dated 31/07/2026, all Shareholders of the company «AGROTIKOS OIKOS SPIROU S.A.» are hereby invited to an Ordinary General Meeting, to be held on 10 September 2026 at 10:00, at the Company's registered offices, in Aigaleo, Attica, 5 Markoni Street. In the event that the quorum required by law for decision-making on the items of the agenda is not achieved, any First Repeat Ordinary General Meeting will convene on 17 September 2026, a Thursday, at 10:00, at the same location, with the same agenda items.
AGENDA ITEMS
1. Submission for approval of the Annual Company and Consolidated Financial Statements for the financial year 01/01/2025 – 31/12/2025, prepared in accordance with the International Financial Reporting Standards, following consideration and approval of the Management Reports of the Board of Directors and of the Certified Auditor.
2. Approval of the overall management pursuant to Article 108 of Law 4548/2018 and release of the auditors and the members of the Board of Directors from any liability for compensation regarding the Financial Statements and the overall management for the financial year from 01/01/2025 to 31/12/2025.
3. Election of one regular and one substitute Certified Auditor for the audit of the 2026 financial year and determination of their fee.
4. Approval of the fees and remuneration of the members of the Board of Directors for the financial year 01.01.2025 – 31.12.2025.
5. Pre-approval of the payment of the fees and remuneration of the members of the Board of Directors for the financial year 01.01.2026 – 31.12.2026.
6. Election of a new Board of Directors of the Company and designation of its independent members.
7. Appointment of an Audit Committee, in accordance with the provisions of Article 44 of Law 4449/2017, as currently in force.
8. Approval of the Remuneration Policy for the members of the Board of Directors of the Company.
9. Submission for discussion of the annual Activity Report of the Audit Committee pursuant to Article 44 paragraph 1 case (i) of Law 4449/2017.
10. Submission for discussion of the Report of the Independent Non-Executive Members of the Board of Directors pursuant to Article 9 paragraph 5 of Law 4706/2020.
11. Submission for discussion and vote by the General Meeting of the Remuneration Report for the 2025 financial year pursuant to Article 112 of Law 4548/2018.
12. Granting of permission, pursuant to Article 98 of Law 4548/2018, to the members of the Board of Directors and the Directors to participate in the Boards of Directors or the Management of companies within and/or outside the Group pursuing similar or related objectives.
13. Granting of authorization to the Chairman and the Secretary of the General Meeting to sign and certify the minutes thereof.
Athens, 31 July 2026
THE BOARD OF DIRECTORS
I. Right to Participate in the General Meeting
All Shareholders of the Company have the right to take part in the General Meeting and to vote, either in person or by proxy, in accordance with the provisions of Law 4548/2018 and the following. Each share confers one vote.
Only a person who appears as a shareholder in the records of the Dematerialized Securities System (S.A.T.) managed by the company “HELLENIC CENTRAL SECURITIES DEPOSITORY SOCIETE ANONYME” (which is the Central Securities Depository providing registry services within the meaning of paragraph 6 of Article 124 of Law 4548/2018) at the commencement of the fifth (5th) day prior to the date of the Ordinary General Meeting (the “Record Date”), i.e., as of 5 September 2026, is entitled to participate and vote in the General Meeting of 10 September.
The above Record Date of 5 September 2026 shall also apply in the case of the Repeat General Meeting of 17 September 2026 (in the event that the quorum required by Law and the Articles of Association for decision-making on certain items of the original agenda is not achieved on 10.09.2026).
Shareholder status is certified electronically by the Company itself, which has a direct electronic connection with the records of the S.A.T. managed by the company “HELLENIC CENTRAL SECURITIES DEPOSITORY SOCIETE ANONYME”, and therefore the shareholder is not required to submit any relevant written certificate.
Shareholders who do not comply with the deadline of paragraph 4 of Article 128 of Law 4548/2018, i.e., who have not submitted, in writing or by electronic means, notice of the appointment of a representative or proxy to the Company at least forty-eight (48) hours prior to the scheduled date of the General Meeting, may nevertheless take part in the General Meeting, unless the General Meeting refuses such participation for a serious reason justifying its refusal.
II. Procedure for the Exercise of Voting Rights through a Proxy
Shareholders holding shares who are entitled to take part in the General Meeting may vote either in person or through proxies. Each Shareholder may appoint up to three (3) proxies. Legal entities take part in the General Meeting by appointing as their representatives up to three (3) natural persons.
Proxy appointment forms are available on the Company's website, www.spirou.gr, and at the Company's Head Offices, 5 Markoni Street, Aigaleo (Shareholder Services Department). Proxy appointment forms, duly completed and signed, must be filed with and received by the Company's Head Offices, 5 Markoni Street (Shareholder Services Department), at least forty-eight (48) hours prior to the date of the Ordinary General Meeting, i.e., by Sunday, 8 September 2026.
A proxy acting for more than one Shareholder may cast different votes for each Shareholder.
A Shareholder may appoint a proxy for a single general meeting or for as many meetings as take place within a specified period of time.
The proxy votes in accordance with the Shareholder's instructions, where such instructions exist, and is obliged to retain the voting instructions for at least one (1) year from the submission of the minutes of the General Meeting to the competent authority or, if the resolution is subject to publication, from its registration in the Register of Sociétés Anonymes.
A Shareholder's proxy is obliged to disclose to the Company, prior to the commencement of the General Meeting, any specific fact that may be useful to the Shareholders in assessing the risk that the proxy may serve interests other than those of the Shareholder.
III. Minority Rights
Pursuant to Article 141 paragraphs 2, 3, 6 and 7 of Law 4548/2018, shareholders have the following rights:
(a) Upon request of shareholders representing one-twentieth (1/20) of the paid-up share capital, the Company's Board of Directors is obliged to include additional items on the agenda of the General Meeting, provided the relevant request is received by the Board of Directors at least fifteen (15) days before the General Meeting, i.e., by 26 August 2026.
The request for the inclusion of additional items on the agenda shall be accompanied by a statement of reasons or by a draft resolution for approval by the General Meeting, and the revised agenda shall be made public in the same manner as the previous agenda, thirteen (13) days before the date of the General Meeting, i.e., by 28 August 2026, and shall at the same time be made available to shareholders on the Company's website, together with the statement of reasons or the draft resolution submitted by the shareholders as provided in paragraph 4 of Article 123 of Law 4548/2018.
If these items are not published, the requesting shareholders are entitled to request the postponement of the General Meeting, pursuant to paragraph 5 of Article 141 of Law 4548/2018, and to proceed themselves with the publication, pursuant to Article 122 of Law 4548/2018, at least seven (7) days before the General Meeting, i.e., by 3 September 2026, at the Company's expense.
(b) Shareholders representing one-twentieth (1/20) of the paid-up capital have the right to submit draft resolutions on items included in the original agenda or any revised agenda of the General Meeting. The relevant request must be received by the Board of Directors at least seven (7) days before the date of the General Meeting, i.e., by 3 September 2026, and the draft resolutions shall be made available to shareholders as provided in paragraph 3 of Article 123 of Law 4548/2018, at least six (6) days before the date of the General Meeting, i.e., by 4 September 2026 [sic – the source text reads “4 Σεπτεμβρίου Αυγούστου 2026”].
(c) Following a request by any shareholder, submitted to the Company at least five (5) full days before the General Meeting, i.e., by 4 September 2026, the Board of Directors is obliged to provide the General Meeting with the requested specific information on the affairs of the Company, to the extent that such information is relevant to the items on the agenda. There is no obligation to provide information where the relevant information is already available on the Company's website, in particular in the form of questions and answers. Furthermore, upon request of shareholders representing one-twentieth (1/20) of the paid-up capital, the Board of Directors is obliged to announce to the General Meeting, provided it is an ordinary meeting, the amounts paid over the last two years to each member of the Board of Directors or to the Company's directors, as well as any benefit provided to such persons on any ground whatsoever or under any contract of the Company with them. In all of the above cases, the Board of Directors may refuse to provide the information for a compelling substantive reason, which shall be recorded in the minutes. Such reason may be, depending on the circumstances, the representation of the requesting shareholders on the Board of Directors, pursuant to Articles 79 or 80 of Law 4548/2018. In the cases referred to in this paragraph, the Board of Directors may give a single, unified response to shareholder requests of the same content.
(d) Following a request by shareholders representing one-tenth (1/10) of the paid-up capital, submitted to the Company at least five (5) full days before the General Meeting, i.e., by 4 September 2026, the Board of Directors is obliged to provide the General Meeting with information on the course of the Company's affairs and its financial position. The Board of Directors may refuse to provide the information for a compelling substantive reason, which shall be recorded in the minutes. Such reason may be, depending on the circumstances, the representation of the requesting shareholders on the Board of Directors pursuant to Articles 79 or 80 of Law 4548/2018, provided that the corresponding members of the Board of Directors have received the relevant information in an adequate manner.
In all of the cases referred to above, the requesting shareholders must prove their shareholder status and, except in the case referred to in the first sentence of paragraph (c) above, the number of shares they hold at the time of exercising the relevant right.
IV. Available Documents and Information
This notice, the documents to be submitted to the General Meeting, the draft resolutions proposed by the Board of Directors, the proxy appointment forms, and the other information referred to in Article 123 paragraph 3 of Law 4548/2018 are posted on the Company's website, www.spirou.gr. In addition, Shareholders may obtain the above documents in hard copy from the Company's Shareholder Services Department (5 Markoni Street – Aigaleo, tel. 210 3497) or have them sent upon arrangement.
Athens, 14/08/2026
THE BOARD OF DIRECTORS