Intercontinental International: ‘Green light’ for merging with BriQ Properties

In approval of the merger through absorption of the company by BriQ Properties, International proceeded to its extraordinary General Assembly held on Friday (15.11.2024). In detail the communication from Intercontinental International: The Company under the name Intercontinental International Public Investment Company in Real Property pursuant to the provisions of Article 133(2) of Law 4548/2018, as is the case in the Athens Exchange Regulation, announces that on Friday 15.11.2024 an extraordinary General Meeting of its shareholders was held by means of a teleconference, where they participated remotely, in person or through representative, shareholders representing 9.060.117 common nominal shares and equal voting rights over a total of 10,500,000 shares, i.e. 86,29% of the total paid-up share capital of the Company and 86,51% of the voting rights, excluding 26,714 shares held by the Company. At the meeting of the Extraordinary General Assembly, decisions were discussed and taken on all matters of the Agenda, in particular: On the first point: The General Assembly decided to approve the merger by absorbing the Company from the anonymous real estate investment company called BriQ Properties Anonymous Real Estate Investment Company in accordance with Articles 6(2), 7 to 21, 30 to 34 of Law 4601/2019, Articles 1 to 5 of Law 2166/1993 pursuant to Article 31(4) of Law 2778/1999, Article 21(5) of Law 2778/1999, Article 17 of Law 4548/2018 and the provisions of the Athens Exchange Regulation, as applicable, as well as paragraph 8 of Article 16 of Law 2515/1997, as applicable, by analogy pursuant to Article 1(1) of Article 3 of Law 2166/1993, as amended and in force (the ‘Convention’). In particular, the General Assembly decided: To adopt the draft Merger Convention on the basis of its specific terms and Annexes and further adopt the detailed explanatory statement of the Company’s Board of Directors pursuant to Article 9 of Law 4601/2019, the Financial Statement of the Company included in its six-month Financial Statements for the period from 1 January 2024 to 30 June 2024, the Opinion Report on the Fair and Reasonable Relationship between the Merger, in accordance with the provisions of Article 10 of Law 4601/2019, and the Report on Assessment of the Value of the Company’s Assets. In accordance with the provisions of Articles 2, 7 to 21, 30 to 34 of Law 461/2019, Articles 1 to 5 of Law 2166/1993, as applicable, and Article 16 of Law 2778/1999, Article 21(5) of Law 2778/1999, Article 17 of Law No. 4548/2018 and the provisions of the Athens Exchange Regulation, as applicable, as well as Article 8 of Article 16 of Law No. 2515/1997, as applicable, by analogy pursuant to paragraph 1 of Article 3 of Law.2166/1993, as amended and in force, with a share-sharing relationship equal to the 1,194444 new common nominal shares of BriQ for each share of the Company, on the basis of which the seven six million shares of the Company will be held in accordance with Article 3 of Law. On the basis of the above, since the result of the merger, BriQ’s share capital will amount to the sum of ninety-four million two hundred and sixty-five euros and forty-minutes (EUR 94,260,125,40), divided into forty-four million eight hundred and eighty-five thousand seven thousand seventy-four (44,885,774) common nominal shares with a voting right, a nominal value of two euros and ten minutes (EUR 2,10), while the shareholders of BriQ will retain the same number they held before the merger. Following the above, the remaining amount of the Company’s contributed net position after deduction of the amount corresponding to the shares held by the Absorbing Absorbed and cancelled by reason of confusion, i.e. the amount of 10 million three hundred and sixty-six thousand seven hundred and eighty-five euros and eighty-six (EUR 10,396,785,86) will be credited with the account ‘Reserves from the issue of shares in favour of the joint venture’. To approve all preliminary actions, acts and statements which have been made by the Board of Directors and representatives or representatives of the Company for the above merger as well as in general the overall management of the Company by the Board of Directors during the use from 1 January 2024 until the date of completion of the merger, and to authorize the CEO of the Company Mr. Evangelos I.Condo, as represented by the Company and sign before the notary the contract of merger of the Company with absorption from BriQ, as well as any relevant legal act or declaration, as well as as as as as as in general making any necessary action and signing any other document, request, statement, confirmation required to complete the merger, setting out the most specific terms of the contract, within the above approved Merger Plan.