Annual General Μeeting of June 24th,2011

DUTY FREE SHOPS INDUSTRIAL, MANUFACTURING, TECHNICAL AND BUSINESS COMPANY SA. under trade name“FF GROUP”, announces that, today, June 24th,2011, the Annual General Meeting of the shareholders of the company was convened, as originally announced, based on the respective invitation.
  
More specifically, today the Annual General Assembly adopted the following resolutions:

1. Submitted and approved the annual consolidated and companies financial statements for the fiscal year 2010 following the hearing of the reports of the Board of Directors and the Chartered Auditors-Accountants for the fiscal year 2010.

2 Approved the appropriation of the net profits after taxes for the fiscal year 2010 and approval for not distribution of dividend to the shareholders.

3 Waiver of liability of the Members of the board of Directors and the Chartered Auditors-Accountants for the fiscal year 2010.

4.  Elected Mr. George Varthalitis John HM SOEL 10251 as ordinary auditor and Mrs. Chrisoula Tsakalogiannis George HM SOEL 23811 as a Substitute Certified Auditor, both members of the auditing company «Baker Tilly Hellas SA".

5. Validated the election of Mr Zahariou and Mr Koukoutsas  in the Board of Directors in replacement of resigned members Mr Tsigounakis and Mr Lambropoulos

6. Approved the acquisition by the Company's own shares in accordance with Article 16 of Law 2190/1920. In particular, the Company shall be entitled within 24 months from now to make a buyback of up to one tenth (1 / 10) of the total issued share capital, a minimum price of EUR 5 and a maximum purchase price of EUR 25  per share. For the calculation of one tenth (1 / 10) will be taken into account already purchased shares, of which the Company owns. The Company intends to comply in relation to the conduct of the market for those shares, as referred to in Article 5 of Regulation 2273/2003 of the Commission on the price and volume of purchases, and referred to in Article 6 § 1 thereof.

7. Approval for the companies guarantees in favor of the subsidiaries Hellenic Distributions S.A., Links of London LTD, Elmec Romania SRL, and Elmec Bulgaria EOOD, up to amount of EURO 50 million

8. The General Assembly approved the validation of members of the Audit Committee, which consists of the members:

Zacharias Mantzavinos, non-executive member 
George Aronis, independent non-executive member, and 
Epaminondas Dafermos, independent non-executive member. 
 
9. The General Assembly approved  the allowances and remunarations  paid to the members of the Board members during the fiscal year 2010 paid the amount of € 407.204.4 and approved in advance the payment of the equivalent remuneration and allowances for the fiscal 2011

10. Decided to provide authorization in Article 23 of Law 2190/1920 to the officers of the company to participate in the Board or management of other affiliated companies whose business scope thereof is similar of those of the company  
In adition, the company approved the liability insurance cover of the BODmember and officers aof the Group and authorized Mr George Koutsolioutsos and Mr George Velentzas to proceed with the conclusion of the relevant contract with the insurance company.
 Finally it was decided not to provide any bonus to the employees of the company due to current economic and market conditions

In the above Annual General Meeting, 142 shareholders were present, representing 68,17% of the company’s share capital, namely 41.304.696 Voting rights out of a total of 60.226.139 voting rights.

With regard to the above issues of the agenda, the quorum of participation and majority respectively, are as follows:

Issue 1
41.304.696 shares were represented out of a total of 60.588.210 namely percentage 68,17%. 41.192.328 shares voted in favor namely percentage 99,7%. 112.368 shares voted against, namely percentage 0,3%

Issue 2
41.304.696 shares were represented out of a total of 60.588.210, namely percentage 68,17%. 41.304.696 shares voted in favor namely percentage 100%.

Issue 3
41.304.696 shares were represented out of a total of 60.588.210, namely percentage 68,17%. 41.304.696 shares voted in favor namely percentage 100%.

Issue 4
41.304.696 shares were represented out of a total of 60.588.210, namely percentage 68,17%.. 33.278.022 shares voted in favor namely percentage 80,6%.1.716.258 shares voted against, namely percentage 4,1%, 6.310.416 voted abstain , namely percentage 15,3%

Issue 5
41.304.696 shares were represented out of a total of 60.588.210 namely percentage 68,17.%. 32.946.113 shares voted in favor namely percentage 79.8%. 1.825.161 shares voted against, namely percentage 4.4%, 6.533.422 voted abstain, namely percentage 15.8%

Issue 6
41.304.696 shares were represented out of a total of 60.588.210, namely percentage 68,17%. 40.355.600 shares voted in favor namely percentage 97,7%. 344.118 shares voted against, namely percentage 0.83%,  604.978 shares, namely percentage 1,47% declared abstention from voting.

Issue 7
41.304.696 shares were represented out of a total of 60.588.210, namely percentage 68,17%. 37.247.166 shares voted in favor namely percentage 90.2%. 1.757.897 shares voted against, namely percentage 4.3%, , 2.299.633 shares, namely percentage  5.5% declared abstention from voting.

Issue 8
41.304.696 shares were represented out of a total of 60.588.210, namely percentage 68,17%. 40.446.410 shares voted in favor namely percentage 97,9%. 253.308 shares voted against, namely percentage 0.6%,  604.978 shares, namely percentage  1,5% declared abstention from voting.

Issue 9
41.304.696 shares were represented out of a total of 60.588.210 namely percentage 68,17%. 32.985.970 shares voted in favor namely percentage 79,8%. 2.006.943 shares voted against, namely percentage 4.9%, , 6.311.783 shares, namely percentage  15,3% declared abstention from voting.

Issue 10
41.304.696 shares were represented out of a total of 60.588.210 namely percentage 68,17%. 33.609.340 shares voted in favor namely percentage 81,4%. 5.395.723 shares voted against, namely percentage 13,1%, , 2.299.633 shares, namely percentage  5,5% declared abstention from voting.

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Athens, June 24th, 2011
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