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Notice of Annual General Meeting of Shareholders

11/04/2008 - Announcements

Notice is hereby given by the General Council of the Bank of Greece to the shareholders of the Bank, according to its Statute, of the Annual General Meeting of Shareholders, to be held on Tuesday 22 April 2008, at 12:00 noon, at the Head Office of the Bank of Greece in Athens, 21, El. Venizelos Avenue, 2nd floor, General Meetings Hall.

The agenda of the Meeting is as follows:

1. Presentation of the Governor’s Annual Report on the balance sheet and the Bank’s activities for the year 2007, submitted by order of the General Council of the Bank.

2. Presentation of the Auditors’ Report on the balance sheet and the management of the Bank for the year 2007.

3. Approval of the Annual Report, the balance sheet and the management of the Bank for the year 2007.

4. Approval of the appropriation of the net profits, according to Article 71 of the Statute, totalling € 284,683,861, as follows:

– € 10,647,579 for paying a dividend equal to 12% of the Bank’s capital, i.e. €0.67 per share on 15,891,909 shares;

– € 36,000,000 for extraordinary reserve;

– € 40,206,530 for paying an additional dividend of €2.53 per share on 15,891,909 shares;

– € 16,951,370 for taxes on dividends (Article 6 of Law 3296/2004); and

– € 180,878,382 to the Government.

5. Disclosure or approval of contracts entered into by and between the Bank of Greece and the Greek State, credit institutions and organisations.

6. Approval of the remuneration and travel expenses of the members of the General Council.

7. Approval of the Auditors’ fees for the year 2008.

8. Discharge of the members of the General Council and of the Auditors from all personal responsibility in connection with the Bank's activities and management for the year 2007.

9. Election of members of the General Council.

10. Election of Auditors for the year 2008.

11. Announcements.

Owners of at least 75 shares, who have registered in the records of the Dematerialised Securities System (SAT) of the Hellenic Exchanges S.A. (formerly Central Securities Depository) at least three (3) months prior to the Meeting, i.e. up to and including 21 January 2008, shall have the right to attend the Meeting and vote in person or by proxy, subject to the limitations of article 14 of the Statute. Shareholders owning less than 75 shares may appoint a shareholder as their joint representative, who may attend the Meeting provided that he/she represents at least 75 shares (Articles 13 and 16 of the Statute, in conjunction with the General Council’s decision dated 29 February 2000).

Shareholders who are entitled to attend the Meeting are requested to instruct either the shares’ operator (if the shares are kept in a SAT operator’s account) or the Hellenic Exchanges S.A. (if the shares are kept in the beneficiary’s special SAT account) to block their shares and submit the relevant “Share Blocking Certificate” to the Bank’s Secretariat Section – Shares Service by 16 April 2008, so that they may receive their admission tickets.

Proxies granting the right of attendance and voting should be submitted to the Bank’s Secretariat Section – Shares Service by 14 April 2008.

Athens, 17 March 2008

By order of the GENERAL COUNCIL

NICHOLAS C. GARGANAS

CHAIRMAN OF THE GENERAL COUNCIL

GOVERNOR OF THE BANK OF GREECE

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