A N N U a L R E P O R T

22000044

A N N U A L R E P O R T

TABLE OF CONTENTS

1. AKTOR S.A. SUMMARY FIGURES...... 4 2. INFORMATION ABOUT THE DIRECTORS RESPONSIBLE FOR THE ANNUAL REPORT AND THE COMPANY AUDITORS ...... 12 3. SHARE PERFORMANCE ...... 16 4. SHARE INFORMATION ...... 17 5. SHAREHOLDERS’ RIGHTS...... 18 5.1 General ...... 18 5.2 Taxation of dividends...... 20 5.3 Shareholders’ obligations...... 20

6. INFORMATION ABOUT THE COMPANY...... 22 6.1 General ...... 22 6.2 Brief History...... 23 6.3 Outline of Operations – Table of Projects...... 24 6.4 Work in Progress...... 25 6.5 Co-financed Projects ...... 26 6.6 Fixed Assets – Guarantees and Collaterals...... 28 6.6.1 Land & Buildings ...... 28 6.6.2 Mechanical Equipment...... 29 6.6.3 Insurance of Assets...... 30 6.6.4 Book value of Fixed Assets...... 31 6.7 General Information concerning the Company Capital...... 31 6.8 Shareholders...... 34 6.9 Management – Administration of the Company...... 35 6.10 Directors’ and Main Shareholders’ Participation in the Capital and/or Management of Other Companies...... 42 6.11 Organizational Chart ...... 46 6.12 Personnel ...... 47 6.13 Investments in the period 2002-2004 ...... 48

7. FINANCIAL HIGHLIGHTS...... 50 7.1 Activity...... 50 7.2 Income Statement...... 51 7.3 Financial Expenses...... ….55 7.4 Appropriation of Profit before Depreciation ...... 56 7.5 Financial Position...... 57 7.6 Financial Ratios...... 65 7.7 Sources and Uses of Capital...... 66

8. AKTOR S.A. CONSOLIDATED FINANCIAL FIGURES...... 67 8.1 AKTOR S.A. Consolidated Income Statement ...... 67 8.2 AKTOR S.A. Consolidated Balance Sheet...... 71

9. AFFILIATED COMPANIES...... 77 9.1 Companies associated with AKTOR S.A...... 77 9.2 Subsidiaries ...... 78 9.3 Affiliated Companies...... 90 9.4 Other participations ...... 97 9.5. Subsidiaries of AKTOR’s subsidiaries or affiliated companies ...... 101 9.6. Companies participating in AKTOR ...... 104 9.7. Companies in which the Company’s main shareholders of directors participate ...... 108

9.8. Inter-company transactions...... 141 10. LONG-TERM GOALS AND PROSPECTS...... 142 11. DIVIDEND POLICY...... 143 APPENDIX ...... 144 Balance Sheet for the Financial Year 2004 3rd Consolidated Balance Sheet for the Financial Year 2004 Cash Flow Statement for the Financial Year 2004 Consolidated Cash Flow Statement for the Financial Year 2004

1. AKTOR S.A. SUMMARY FIGURES

(In ‘000 €) INCOME STATEMENT 2002 2003 2004 Turnover Company 302,620.49 467,066.06 342,163.13 Consortia 447,480.48 393,450.39 288,045.40 Total Turnover 750,100.96 860,516.46 630,208.52 Gross Profit from Company turnover (before depreciation) 36,760.07 80,706.11 86,563.11 Other operating income 1,751.46 4,463.58 1,516.32 Total (excluding depreciation) 38,511.53 85,169.70 88,079.43 Operating Profit (before depreciation) 32,524.25 76,933.41 78,214.14 Income from participations in consortia (1) 95,444.64 72,170.71 41,852.28 Income from securities and capital gains from participations, holdings and securities 2,550.11 1,526.26 1,386.09 Expenses and losses from participations, holdings and securities 5,670.83 13,728.86 10,538.38 Extraordinary and non-operating profit/loss -1,628.73 -3,970.20 -2,678.41 Profit before Interest, Tax and depreciation 123,219.44 132,931.31 108,235.73 Profit before Tax and depreciation 122,743.90 131,539.22 107,299.66 Profit Before Tax 104,895.63 113,459.86 90,496.77 Profit After Tax and Directors’ remuneration / Profit sharing provisions to Company personnel (5) 64,079.81 70,861.61 50,889.11

Total dividend 45,050.68 45,050.68 40,545.62 Weighted average number of shares (2) 104,391,327 132,220,731 135,152,055 Year end number of shares (3) 112,626,710 112,626,710 135,152,052 PER SHARE DATA (4) (in €) Profit before Interest, Tax and Depreciation 1.18 1.01 0.80 Profit before Tax and Depreciation 1.18 0.99 0.79 Profit Before Tax 1.00 0.86 0.67 Profit After Tax and Directors’ Remuneration (5) 0.61 0.54 0.38 Dividend 0.40 0.40 0.30

1. Income from participations in consortia is before tax. 2. The calculation of the weighted average number of shares is taking into account the increases in share capital from cash paid in, from the capitalisation of reserves, from the plus-value derived from the readjustment of the value of property holdings and from the acquisition of the construction divisions of ELLINIKI TECHNODOMIKI and TEB. 3. Dividing the share capital at the end of each financial year by the current nominal value of € 0.87 arrives at the year- end number of shares. 4. Based on the weighted number of shares, except for dividend per share (based on year-end number of shares). 5. “Directors’ Remuneration” includes profit-sharing provisions / share distribution to Company personnel.

AKTOR ADJUSTED PROFIT/LOSS FOR YEARS 2002-2004 (in ‘000 €) 2002 2003 2004 Profit Before Tax from Published Operating Profit/loss 104,895.63 113,459.86 90,496.77

Less: Provisions for redundancy and retirement compensation not made 13.00 75.00 54.00 Less: Contested receivables 198.00 268.00 250.00 Adjusted Profit Before Tax 104,684.63 113,116.86 90,192.77 Current and other taxes 37,065.83 38,848.25 33,607.66 Directors’ Remuneration 750.00 750.00 1,000.00 Adjusted Profit After Tax and Directors’ Remuneration 66,868.81 73,518.61 55,585.11 Less: Tax Audit’s taxes 0.00 0.00 0.00 Adjusted Profit After Tax and Directors’ Remuneration & Tax Audit’s Taxes 66,868.81 73,518.61 55,585.11

ADJUSTED PROFIT/LOSS PER SHARE (in €) 2002 2003 2004 Adjusted Profit Before Tax 1.00 0.86 0.67 Adjusted Profit After Tax & Directors’ Remuneration 0.64 0.56 0.41 Adjusted Profit After Tax and Directors’ Remuneration & Tax Audit’s Taxes 0.64 0.56 0.41

ASSETS 31/12/2002 31/12/2003 31/12/2004 Net Formation expenses 1,102.16 564.70 54.73 Net intangible assets 12,893.41 9,670.06 6,446.71 Net tangible assets 51,154.35 56,722.76 48,150.42 Participations & Holdings – Other long-term 125,732.25 128,462.08 133,969.98 receivables Total fixed assets 189,780.00 194,854.90 188,567.11 Current Assets 259,980.30 347,277.28 336,425.70 Transitional asset accounts 1,255.63 894.73 2,448.58 TOTAL ASSETS 452,118.10 543,591.61 527,496.12 Memo accounts 471,773.95 471,099.13 446,756.74 LIABILITIES Sshare capital 97,985.24 97,985.24 117,582.29 Total equity capital 262,110.86 294,295.04 302,282.83 Provisions 73.98 73.98 114.17 Other long-term liabilities 0.00 0.00 0.00 Total short-term liabilities 182,948.50 230,616.74 214,790.00 Transitional liability accounts 6,984.77 18,605.85 10,309.11 TOTAL LIABILITIES 452,118.10 543,591.61 527,496.12 Memo Accounts 471,773.95 471,099.13 446,756.74 Book value per share* 2.33 2.61 2.24 *Calculated based on equity capital and total number of shares at the end of each financial year adjusted to the current nominal value of € 0.87.

AKTOR ADJUSTED SHAREHOLDER FUNDS 2002-2004 (in ‘000 €) 31/12/2002 31/12/2003 31/12/2004 Equity Capital from Published Balance Sheet 262,110.86 294,295.04 302,282.83 Provisions for redundancy and retirement compensation 365.00 366.00 420.00 not made Doubtful receivables 660.75 894.39 799.05 Valuation of AKTOR’s participations and holdings at 48,156.15 32,910.76 34,546.28 lower of acquisition value and current value.* Adjusted Shareholders Funds 212,928.96 260,123.89 266,517.50 Adjusted book value Per Share (in €)** 1.89 2.31 1.97 *According to note (1) in the Auditor’s Report, Asset Account C. ΙΙΙ includes participations and holdings in companies, some of which are audited by chartered accountants (acquisition value: €125,567,795.06). These holdings were valued on the basis of their acquisition cost in accordance with the tax laws, and as the last Balance Sheets indicate the internal book value of the shares of some of these holdings is down €34,546,282.08 on their acquisition cost with the equity capital increased equivalently while the internal book value of four companies is higher by €73,219,948.87 from their acquisition cost.

**The adjusted book value per share of the company was calculated on the basis of the adjusted equity capital and total number of shares at the end of each financial year adjusted to the current nominal value of € 0.87.

FINANCIAL RATIOS 2002 2003 2004 Change (%) Turnover (Company & Consortia) 206.7% 14.7% -26.8% Profit Before Tax 160.4% 8.2% -20.2% Profit After Tax and Directors’ Remuneration 154.2% 10.6% -28.2% Tangible assets (at acquisition cost) 80.9% 17.6% 2.3% Total capital used 75.0% 20.2% -3.0%

Profit Margins (%) (1) Gross profit margin 12.1% 17.3% 25.3% (2) Net (pre-tax) profit margin 14.0% 13.2% 14.4%

Profit before Tax (%) Return on Equity (average) 47.1% 40.8% 30.3% Return on Total Capital Employed (average) 29.9% 23.1% 17.1%

Liquidity ratios Current ratio 1.38 1.40 1.51 Quick ratio 1.37 1.38 1.46

Financial Charges Financial cost or profit/loss before Tax and Interest 0.01 0.01 0.01 Debt/Equity ratio 0.72 0.85 0.74 (1) On the Company’s turnover (2) On total turnover

AKTOR S.A. SUMMARY CONSOLIDATED INCOME STATEMENT

(in ‘000 €)

INCOME STATEMENT 2002 2003 2004 Turnover Company 325,656.55 482,448.07 359,620.43 Consortia 484,027.75 415,075.61 315,821.32 Total Turnover 809,684.30 897,523.68 675,441.75

Gross Profit from Company turnover (before depreciation) 38,834.56 83,795.45 88,691.52 Other operating income 1,660.54 5,002.03 1,610.20 Total (before depreciation) 40,495.10 88,797.48 90,301.72 Operating Profit (before depreciation) 31,431.32 78,829.82 79,162.20 Income from participations in consortia (1) 98,540.83 74,041.21 44,410.08 1,529.14 1,407.43 Income from securities 2,565.35 0.00 0.00 Income from sale of participations and securities 1,469.83 14,176.58 11,440.09 Expenses and losses from participations and securities 6,027.14 Extraordinary and non-operating profit/loss (2,724.47) (3,970.05) (2,533.08) Profit before Interest, Tax and Depreciation 125,255.71 136,253.54 111,006.54 Profit before Tax and Depreciation 124,504.64 134,685.58 109,849.27 Profit Before Tax 105,124.25 115,367.60 91,415.25 Profit After Tax 66,528.78 75,545.07 56,934.61 Profit After Tax and prior years’ tax differences 66,259.91 75,544.71 56,317.22

Profit after Tax, prior years’ tax differences and minority rights 66,484.81 75,544.71 56,317.22

Weighted Average number of shares (2) 104,391,327 132,220,731 135,152,052 Year-end number of shares (3) 112,626,710 112,626,710 135,152,052 PER SHARE DATA (4) (in €) Profit before Interest, Tax and Depreciation 1.20 1.03 0.82 Profit before Tax and Depreciation 1.19 1.02 0.81 Profit before Tax 1.01 0.87 0.68 Profit After Tax and prior years’ tax differences 0.64 0.57 0.42

Profit After Tax, prior years’ tax differences and minority interests 0.64 0.57 0.42

1. Income from participations in consortia is before tax. 2. The calculation of the weighted average number of shares was arrived at by taking into account the increases in share capital from cash payments, from the capitalisation of reserves, from the plus-value derived from the readjustment of the value of property holdings and from the acquisition of the construction divisions of ELLINIKI TECHNODOMIKI and TEB. 3. Dividing the share capital at the end of each financial year by the current nominal value of € 0.87 arrives at the year- end number of shares. 4. Based on the weighted average number of shares.

AKTOR ADJUSTED CONSOLIDATED PROFIT/LOSS 2002-2004 (in 000 €) 2002 2003 2004 Profit Before Tax per Published Operating 105,124.25 115,367.60 91,415.25 Profit/Loss Account Less: Non-created reserves for redundancy and 490.00 retirement compensation 543.00 636.60 Less: Contested receivables 198.00 268.00 250.00 Adjusted Profit Before Tax 104,436.25 114,556.60 90,528.65 Current taxes 38,595.47 39,822.53 35,020.64 Adjusted Profit After Tax 65,840.78 74,734.07 55,508.01 Prior years’ tax differences 268.88 0.37 77.39

Adjusted Profit After Tax and prior years’ tax 65,571.91 74,733.71 55,430.62 differences

ADJUSTED CONSOLIDATED PROFIT/LOSS PER SHARE (in €) 2002 2003 2004 Adjusted Profit Before Tax 1.00 0.87 0.67 Adjusted Profit After Tax 0.63 0.57 0.41 Adjusted Profit After Tax and prior years’ tax differences 0.63 0.57 0.41

31/12/2002 31/12/2003 31/12/2004 ASSETS Net Formation expenses 1,554.91 1,018.34 249.41 Net intangible assets 14,055.56 10,594.12 7,067.12 Net tangible assets 62,178.09 82,638.11 72,398.06 Participations & Holdings – Other long-term 58,186.09 58,675.06 66,324.27 receivables Total fixed assets 134,419.74 151,907.29 145,789.44 Current Assets 279,759.13 371,276.78 357,013.76 Prepayments and Accrued Income 2,500.68 929.18 2,518.30 TOTAL ASSETS 418,234.46 525,131.59 505,570.91 Memo accounts 508,895.83 511,901.85 492,603.59 LIABILITIES Share capital 97,985.24 98,021.67 117,618.72 Total equity capital 216,936.74 262,999.29 269,968.67 Provisions 1,646.94 516.87 501.60 Other long-term liabilities 0.00 0.00 0.00 Total short-term liabilities 192,666.01 243,009.58 224,791.54 Accruals and Deferred Income 6,984.77 18,605.85 10,309.11 TOTAL LIABILITIES 418,234.46 525,131.59 505,570.91 Memo Accounts 508,895.83 511,901.85 492,603.59 (in €) Book value per share * 1.93 2.34 2.00 *The book value per share of the company was calculated on the basis of equity capital and total number of shares at the end of each financial year adjusted to the current nominal value of € 0.87.

ADJUSTED CONSOLIDATED SHAREHOLDER FUNDS (in ‘000 €) 31/12/2002 31/12/2003 31/12/2004 Equity Capital from Published Balance Sheet 216,936.74 262,999.29 269,968.67 Provisions for redundancy and retirement compensation 543.00 536.60 not made 490.00 Contested receivables 660.75 988.39 1,308.71 Valuation of participations and holdings at lower of 1,615.00 2,232.12 acquisition value and current value 300.72 Adjusted Equity capital 215,485.27 259,852.90 265,891.24

Adjusted book value Per Share * 1.91 2.31 1.97

* The adjusted book value per share of the company was calculated on the basis of the adjusted equity capital and total number of shares at the end of each financial year adjusted to the current nominal value of € 0.87.

FINANCIAL RATIOS ON CONSOLIDATED 2002 2003 2004 FINANCIAL STATEMENTS

Change (%) Turnover (Company & consortia) - 10.8% -24.7% Profit Before Tax - 9.7% -20.8% Profit After Tax and Directors’ Remuneration - 13.6% -25.3% Tangible Assets (at acquisition cost) - 28.4% -0.4% Total capital used - 25.6% -3.7%

Profit Margins (%) Gross profit margin (1) 11.9% 17.4% 24.7% Net (pre-tax) profit margin (2) 13.0% 12.9% 13.5%

Profit before Tax (%) Return on Equity (average) 48.5% 48.1% 34.3% Return on Total Capital Employed (average) 25.6% 24.9% 18.0%

Liquidity ratios Current ratio 1.41 1.42 1.53 Quick ratio 1.40 1.39 1.47

Financial Charges Financial cost or profit/loss before Tax and 0.02 0.02 0.02 Interest Debt/Equity ratio 0.92 0.99 0.87 (1) On the Company’s turnover (2) On total turnover

2. INFORMATION ABOUT THE DIRECTORS RESPONSIBLE FOR THE ANNUAL REPORT AND THE COMPANY AUDITORS

This Annual Report contains all the financial and other information necessary for investors and their investment advisors to truly evaluate the assets, financial position, profit/loss and prospects of “AKTOR TECHNICAL COMPANY S.A.”, hereinafter “the Company” or “AKTOR”.

Investors wishing more information may contact, during ordinary office hours, the offices of the Company at 78A Louizis Riancour St., Ampelokipi, tel. +30 210-69.00.300 (contact: Mr. Stergios Pitoskas).

This Annual Report was compiled and distributed in accordance with current legal requirements.

Responsible for compiling the Annual Report and for the accuracy of the information it contains are:

• Mr Dimitrios Koutras, Chairman of the Board & General Manager of the Company, resident at 33 Mitropoleos St., Thrakomakedones, tel. +30 210-6873800. • Mrs. Maria Karatza, Member of the Board of Directors & Financial Director, resident at 49 Eleftherias St., Nea Pendeli, tel. +30 210-6873800.

The Board of Directors of the Company declares that all its members are aware of the content of this Annual Report and solemnly affirm that:

• All the information and data contained in this Annual Report are true and complete. • Nothing has been omitted or concealed that might make all or part of the information or data contained in this Annual Report misleading. • There are no legal disputes or adjudications pending against the Company or the companies it controls that might have a significant impact on their financial position. External Auditors

Chartered accountants audit the Company. The financial statements for the financial years 2002-2004 were audited by Mr Ioannis Α. Anastasopoulos (Greek Institute of Chartered Accountants (SOEL) Reg. No. 10151) of BKR PROTIPOS ELENKTIKI S.A. The auditor’s comments on the financial statements for the year 2004 are as follows:

1. Asset account C. ΙΙΙ includes Company participations and holdings: a) in consortia, of which some have been audited by chartered accountant (acquisition cost: € 159,980.12), and b) in Sociétés Anonymes (S.A.), of which some are audited by chartered accountant (acquisition cost: € 125,567,795.06). These holdings were valued on the basis of their acquisition cost in accordance with the tax laws, and as the last Balance Sheets indicate the internal book value of the shares of some of these holdings is down €34,546,282.08 on their acquisition cost with the equity capital increased equivalently while the internal book value of four companies is higher by €73,219,948.87 from their acquisition cost. The shares of a company listed on the ASE were valued on the basis of the current value which is lower than the respective acquisition cost; c) also included is the sum of € 2,500,000.00 that concerns the purchasing of shares of a société anonyme, by virtue of a preliminary agreement, which was concluded in the following fiscal year as well as the sum of € 35,216.43 that concerns the acquisition cost of two companies which are currently under liquidation. 2. The account “Securities” includes the acquisition cost of shares of companies listed on the ASE. The value of a company was justly assessed on the basis of its acquisition value and the value of the remaining companies was assessed on the basis of their current value which is lower than their respective acquisition cost. 3. As regards the doubtful and contested receivables appearing in Assets Account D.II.10 no provision has been made against not collecting them. If such a provision had been made it would, in our opinion, have been in the amount of approximately € 250,000 with equivalent decrease of equity capital. 4. The “income from participations and holdings” and “expenses and losses from participations in consortia and Securities” that appear on the income statement derive from statements of consortia, of which some have been audited by chartered accountant (representing profit of €637,825.00). The income tax on profit from consortia (amounting to €12,198,847.79) appears on the Appropriation Table and as a result the said income appears equivalently increased.

5. Based on the provision of article 31 of Law 2238/94 and on the opinion (205/1988) of the Business Management Legal Advisory Board, the Company did not make provision for redundancy and retirement compensation for its workforce, because none of its personnel is entitled to retire before the end of the following financial year. If it had made such provision for its entire workforce, this reserve would have been higher by approximately €420,000 than that of previous financial years, of which € 54,000 would have been imputable to the current operating period.

We note that AKTOR S.A., as required by law, has drawn up consolidated financial statements beginning with the financial year 2002. These consolidated statements for the financial years 2002-2004 were audited by Mr Ioannis Α. Anastasopoulos (Greek Institute of Chartered Accountants (SOEL) Reg. No. 10151) of BKR PROTIPOS ELENKTIKI S.A.. The auditor’s report for the financial year 2004 is included in the attached Appendix under the published Balance Sheet and contains the following comments:

1. Asset account C. ΙΙΙ includes Company participations and holdings: a) in consortia, of which some have been audited by chartered accountant, and b) in Sociétés Anonymes (S.A.), of which some are audited by chartered accountant (acquisition cost: € 54,908,642.28) and in a limited partnership. These holdings were valued on the basis of their acquisition cost in accordance with the tax laws, and as the last Balance Sheets indicate the internal book value of the shares of some of these holdings is down €2,232,119.07 on their acquisition cost with the equity capital increased equivalently while the internal book value of four companies is higher by €73,219,948.87 from their acquisition cost. The shares of a company listed on the ASE were valued on the basis of the current value which is lower than the respective acquisition cost; c) also included is the sum of € 2,500,000.00 that concerns the purchasing of shares of a société anonyme, by virtue of a preliminary agreement, which was concluded in the following fiscal year as well as the sum of € 35,216.43 that concerns the acquisition cost of two companies which are currently under liquidation. 2. The account “Securities” includes the acquisition cost of shares of companies listed on the ASE. The value of a company was justly assessed on the basis of its acquisition value and the value of the remaining companies was assessed on the basis of their current value which is lower than their respective acquisition cost. 3. The sum appearing in Asset Account D.I.3. concerns the cost of work carried out but not priced up until 31.12.2004; until the date when the auditor’s report was granted the sum priced amounted to approximately €243,000.00. 4. Among claims of the Company, are included doubtful and contested claims in the amount of € 1,308,708.09 for which the Company has not made any provision against not collecting them. If such a provision had been made it would, in our opinion, have been in the amount of approximately € 250,000 with equivalent decrease of equity capital. 5. The “income from participations and holdings” and “expenses and losses from participations in consortia and Securtities” that appear on the income statement derive from statements of consortia, of which some have been audited by chartered accountant (representing profit of € 637,825.00). 6. Based on the provision of article 31 of Law 2238/94 and on the opinion (205/1988) of the Business Management Legal Advisory Board, the Company did not make provision for redundancy and retirement compensation for its workforce, because none of its personnel is entitled to retire before the end of the following financial year. If it had made such provision for its entire workforce, this reserve would have amounted to approximately €536,600 with equivalent decrease of equity capital. With regard to the audit of the consolidated companies, we note the following:

TOMI S.A.

The company’s financial statements for the accounting period 2004 were audited by Mrs Venetia Triantopoulou – Anastasopoulou (Greek Institute of Chartered Accountants (SOEL) Reg. No. 12391) of BKR PROTIPOS ELENKTIKI S.A.. The auditor’s report for the financial year 2004 is included in the attached Appendix that appears under the published balance sheet and contains the following notes:

1. The Balance Sheet’s asset account C. ΙΙΙ represents company participation: a) in consortia and in one limited partnership. The income and losses from the above consortia and from the limited partnership which are not audited by chartered accountant result from certificates supplied to the company and appear on the Income Statement in the account “income from participations and holdings” and “expenses and losses from participations”. The income tax that regards the consortia appears on the Appropriation table and as a result the operating results before tax appear equivalently increased; b) in a Banking Co- operative to the amount of € 440.00. The value of the above participations was assessed on the basis of their acquisition cost and as the limited partnership’s last Balance Sheet indicates the internal book value of its shares equals their acquisition cost. 2. The sum appearing in Asset Account D.I.3. concerns the cost of work carried out but not priced up until

31.12.2004; until the date when the auditor’s report was granted the sum priced amounted to approximately €243,000. 3. Based on the provision of article 31 of Law 2238/94 and on the opinion (205/1988) of the Business Management Legal Advisory Board, the Company did not make provision for redundancy and retirement compensation for its workforce. If it had made such provision for its entire workforce, this reserve would have been higher by approximately €56,600 than that of previous financial years, of which € 20,000 would have been imputable to the current operating period.

KASTOR S.A.

The company’s financial statements for the accounting period 2004 were audited by Mr. Ioannis Krokos (Greek Institute of Chartered Accountants (SOEL) Reg. No. 13641) of SOL S.A. – Certified Auditors. The auditor’s report for the financial year 2004 is included in the Appendix beneath the published balance sheet and contains the following notes:

1. Among claims of the Company are doubtful claims amounting to the total sum of €231,304.52, for which the Company has made no provision against the operating results . Also among the claims are contested claims amounting to the sum of €278,353.07 for which no provision has been made because the Company’s administration believes that the Company shall be vindicated in court. 2. From the confirmed letters of credit received as regards the confirmation of the sums due on 31/12/2004 by the suppliers, a difference came up amounting to €31,890.73 that appears in the account "Advances for purchasing reserves" for which no provision has been made, because as was stated to us the said difference is under examination. 3. The company’s tax obligations have been fulfilled for the financial year 2002 and consequently for the remaining operating periods they have not yet been finalised.

TRIGONON S.A.

1. Asset Account C.III.1. represents company participation that resulted from contribution in the quarrying sector dated 31.05.2004, in another société anonyme which is audited by Chartered Accountant. The value of the said participation was assessed on the basis of the acquisition cost, in accordance with the tax laws, and as it results from the aforementioned société anonyme’s Balance Sheet dated 31.12.2004, the internal book value of its shares is lower by approximately €347,700 and the equity capital equivalently increased. 2. The Asset Account D.3. concerns the cost of work carried out but not yet priced until 31.12.2004. 3. Based on the provision of article 31 of Law 2238/94 and on the opinion No 205/1988 of the Business Management Legal Advisory Board, the Company did not make provision for redundancy and retirement compensation for its workforce, because none of its personnel is entitled to retire before the end of the following financial year. If it had made such provision for its entire workforce, this reserve would have been higher by approximately €60,000 than that of previous financial years, of which € 20,000 would have been imputable to the current operating period. 4. The sums that appear in the accounts “income from participations and holdings in Consortia” and “expenses from participations in Consortia” that appear on the Income Statement result from certificates of consortia that are not audited by chartered accountant. The income tax of consortia appears on the appropriation table and as a result the expenses that appear on the Income Statement are equivalently decreased. 5. The company for accounting income from carrying out technical works practices the method of gradual completion. 6. The company has been tax audited up to 31.12.2002 and consequently its tax obligations for the remaining operating periods have not yet been finalised.

Tax Audit of AKTOR and its consolidated companies

The Company has definitively settled its tax obligations up to and including the financial year 2001 according to its application to the Tax- Auditing Authority in Athens dated 23.4.2002 (Ref. No. 473/23.4.2002). The differences deriving from this tax audit are imputed to the 2002 financial year.

TOMI S.A. The Company’s subsidiary TOMI S.A. has been tax-audited and has settled its tax obligations up to and including the financial year 2000, consequently its tax obligations for the unaudited operating periods 2001- 2004 have not yet been finalised.

TRIGONON S.A. The Company’s subsidiary TRIGONON S.A. has been tax-audited and has settled its finalised tax obligations up to and including the financial year 2002. The tax audit was for the accounting period 2002 and the resulting tax differences totalling €52,325.00 were accounted for, in the financial year 2004.

KASTOR S.A. The Company’s subsidiary KASTOR S.A. has been tax-audited and has settled its tax obligations up to and including the financial year 2002. The tax audit was for the accounting periods 2001-2002 and the resulting differences totalling €9,674.00 were accounted for, in the financial year 2004.

3. SHARE PERFORMANCE

The Company was listed on the Main Market of the ATHEX on 29.12.1993.

The share price at 31.12.2004 was €2.94 and the total market value of the Company at the same date amounted to €397,347,032.88.

The company’s share price at 30.04.2005 was €3.14 and its market value at the same date €424,377,443.28.

The table below gives a summary outline of the share’s history on the ATHEX over the period 01.01.2004- 31.12.2004:

SHARE HISTORY 01.01.2004-31.12.2004 in € Average price 3.46 High 4.45 Low 2.66 Average daily transaction volume (lots) 118.612 Dividend per share for 2004 0.30 Dividend yield on average share price 8.67%

The table below presents the Company’s share closing price at the last trading session of each month, the total monthly transaction volume in lots and the total transaction value for each month.

Total monthly Total monthly Closing Date transaction transaction price € volume (in lots) value (€)

30/1/2004 4.07 2,534,835 12,991,751 27/2/2004 3.93 2,994,176 14,273,866 31/3/2004 3.90 4,761,475 20,882,409 30/4/2004 3.72 1,231,647 5,595,023 28/5/2004 3.75 1,830,162 7,953,971 30/6/2004 3.13 2,195,995 9,753,800 30/7/2004 3.42 1,379,314 5,001,890 31/8/2004 3.26 791,947 2,546,544 30/9/2004 3.24 836,566 2,678,325 29/10/2004 2.75 4,659,653 13,509,201 30/11/2004 2.92 3,868,215 11,205,414 31/12/2004 2.94 2,924,958 8,911,378

The graph below shows the evolution of AKTOR share price compared to the ATHEX General and Construction Sector Indexes:

AKTOR closing price compared to the ATHEX General and Construction Sector Indexes 01.01.2004-31.12.2004 5.00 3,000.00 4.50 2,500.00 4.00 3.50 2,000.00 3.00 units € 2.50 1,500.00 2.00 1,000.00 1.50 1.00 500.00 0.50 0.00 0.00 ΑKTOR S.A.

ATHEX G.I. Construction

2/1/2004 2/1/2004 21/1/2004 6/2/2004 25/2/2004 12/3/2004 31/3/2004 20/4/2004 6/5/2004 24/5/2004 10/6/2004 28/6/2004 14/7/2004 30/7/2004 18/8/2004 3/9/2004 21/9/2004 7/10/2004 25/10/2004 11/11/2004 29/11/2004 15/12/2004 31/12/2004 Sector Index

4. SHARE INFORMATION

There has been no public offering or third party exchange of AKTOR shares in the financial year ended, 1.1.2004-31.12.2004, or in the current operating period (up to 30.4.2005), nor has the Company made any public offering for an exchange of shares with any other company.

Also, the Company has made no public offering for an exchange of the shares of another company.

5. SHAREHOLDERS’ RIGHTS

5.1. General AKTOR has share capital of € 117,582,285.24 divided into 135,152,052 ordinary shares of nominal value of € 0.87 each . I. Each share incorporates all the rights and obligations established by law and by the Company’s statutes, which however do not contain provisions more restrictive than those appointed by the law, save for those described below. Possession of the share certificate automatically implies acquisition by the owner thereof of the statutes of the Company and the legal resolutions of the General Meeting of its shareholders.

II. The Company statutes contain no special rights in favour of specific shareholders.

III. The Company’s shares are freely negotiable.

IV. The shareholder’s liability is limited to the nominal value of the shares they posses. Shareholders participate in the management and profit of the Company in accordance with the law and the provisions of the Company statutes. The rights and obligations attached to each share follow it in every general or specific succession.

V. Shareholders exercise their rights in relation to the management of the Company solely via the General Meetings of Shareholders

VI. Shareholders have a right of pre-emption in any future increase in the Company’s share capital, proportional to their holding in the existing share capital, as appointed in article 13 (5), of the Companies Act 2190/1920.

VII. Neither the shareholder’s general or specific heirs nor his creditors have any right to provoke the seizure or notation of any Company asset or record, nor to ask for its distribution or liquidation, nor to meddle in any manner in its management or administration.

VIII. All shareholders, regardless of where they live, shall be accounted for the purposes of their relations with the Company as residents of its registered offices and shall be subject to Greek law. Any disputes between the Company on the one hand and its shareholders or any third party on the other, shall be subject to the exclusive jurisdiction of the ordinary courts and actions against the Company may only be brought in the courts of its place of registration.

IX. Each share confers the right to a single vote. Joint owners of a share must, in order to be entitled to vote, designate a common representative who shall represent them at all General Meetings and must so inform the Company. Until such appointment has been made the exercise of their rights shall be suspended.

X. Every shareholder is entitled to attend and take part in the General Meeting of Shareholders of the Company, either in person or by proxy. In order to take part in the General Meeting he must deposit the pertinent certificate delivered by the Central Securities Depository (CSD) for his paperless (“dematerialized”) shares with the Cashier of the Company or with the Mortgage and Loans Fund or with any Bank in Greece, at least five (5) days before the date appointed for the General Meeting, and must within that same time limit deliver to the Company the relevant proxy forms. Shareholders who fail to comply with these requirements may not take part in the General Meeting except with its permit.

XI. If shareholders representing one twentieth (1/20) of paid-in share capital so demand, the Board of Directors shall be required to call an extraordinary General Meeting of Shareholders, appointing a day for the same that shall not be more than thirty (30) days after the date upon which the Chairman of the Board received such application. The application must specify the object of the agenda.

XII. If shareholders representing one twentieth (1/20) of paid-in share capital so demand, the Chairman of the Meeting shall be required, once only, to postpone voting on resolutions put before an ordinary or extraordinary General Meeting, appointing as a new date for the meeting to vote upon these resolutions that fixed by the shareholders in their demand, which however may not be more than thirty days from the date of such postponement .

XIII. If shareholders representing one twentieth (1/20) of paid-in share capital so demand, in an application delivered to the Company five full days before the Annual General Meeting, the Board of Directors shall be required to:

• Inform the General Meeting of the amounts paid by the Company for any reason whatsoever, within the previous two-year period, to any of the Company’s Directors or Managers or other employees and of any other perquisites accorded to such persons or of any other contract that the Company may have concluded for any purpose whatsoever with any of these persons.

• Provide the specific information sought about the Company’s affairs, in the measure that such information is useful for a real evaluation of the items on the agenda. The Board of Directors may refuse to supply such information for good and substantive reason, which must be entered into the minutes. Any doubt regarding the soundness of such justification shall be resolved by the competent single-member Court of First Instance of the Company’s registered domicile, in the form of an injunction.

XIV. If shareholders not represented on the Board of Directors and representing one third (1/3) of paid-in share capital so demand, in an application delivered to the Company five full days before the Annual General Meeting, the Board of Directors shall be required to give the General Meeting, or – if preferred – to give a representative of the applicants prior to the General Meeting, information relating to the affairs of the Company and its financial position.

The Board of Directors may refuse to supply such information for good and substantive reason, which must be entered into the minutes. Any doubt regarding the soundness of such justification shall be resolved by the competent single-member Court of First Instance of the Company’s registered domicile, in the form of an injunction.

XV. At the demand of shareholders representing one twentieth (1/20) of paid-in share capital, voting on any item on the agenda of the General Meeting shall be carried out by roll call. Shareholders exercising the minority rights described in sections ΧΙΙΙ and XIV above must have deposited the entitling electronic share certificates delivered by the Central Securities Depository (ΚΑΑ ) and must leave them on deposit from the date of their application and until: (a) the date of the General Meeting, in instances under sections XIII and XIV above, (b) the judge’s decision has been handed down, in instances of appeal to the courts.

XVI. Shareholders representing at least one twentieth (1/20) of paid-in share capital are entitled to ask the competent single-member Court of First Instance of the Region in which the Company has its registered offices, to order an audit of the Company. Such audit will be ordered if the Court is persuaded that cited actions are in violation of provisions of the law, the Company statutes or resolutions of the General Meeting of Shareholders. The acts cited must have taken place within no more than two years of the date of approval of the annual accounts for the operating period within which they occurred.

XVII. Shareholders representing at least one third (1/3) of paid-in share capital are entitled to ask the competent single-member Court of First Instance of the Region in which the Company has its registered offices to order an audit of the Company, when the general state of the Company’s affairs warrants the belief that the Company Management is not, as required, exercising prudent and effective management. This provision does not apply when the minority seeking an audit is represented on the Board of Directors.

XVIII. Shareholders exercising the rights described in sections ΧΙΙΙ and XIV above must have deposited the entitling electronic share certificates delivered by the Central Securities Depository (CSD) with the Mortgage and Loans Fund, the Bank of Greece or any recognised Greek Bank until a decision has been handed down, but in any case for a period of no less than 30 days from the date of their application.

XIX. Any shareholder may ask for a copy of the Company’s annual financial statements and the Directors’ and Auditor’s Reports ten (10) days before the Annual General Meeting.

XX. Every shareholder listed on the Company’s Register of Shareholders on the date of approval by the Annual General Meeting of the Company’s annual financial statements is entitled to a dividend.

XXI. The dividend to which each share is entitled shall be paid to the shareholder within two (2) months after the date of approval by the Annual General Meeting of the Company’s annual financial statements. The place and manner of payment shall be announced in the press.

XXII. Dividends unclaimed after a period of five years shall be barred in favour of the State.

5.2. Taxation of dividends

According to current legislation (Law 2238/94, article 109), companies whose shares are traded on the Stock Exchange are taxed at a rate of 35% on taxable income before any distribution of profit. This means that dividends are distributed from income that has already been taxed and therefore there is no tax obligation to the shareholder on the dividends he receives. The date of acquisition of a dividend is taken to be the date of approval of the Financial Statements by the General Meeting of Shareholders of the Company.

Note that, by law, from the income earned in any financial year by a subsidiary and distributed in dividends, the part corresponding to the parent company is paid in the following financial year (unless an advance dividend is paid out in the same financial year) and is therefore accounted to the profit of the parent company in that following financial year. Dividends paid out of the profit of the parent company and formed in part from the distributed profit of the companies in which it has an interest are paid out in the financial year following that in which they are received. We further note only 5% of the parent company’s dividend-derived profit is taxable at 35%, since this income has already been taxed at the source.

Finally, current legislation on contracting engineering firms (Law 2238/94, article 34) imputes a presumed profit of 10% of turnover for public works and 12% for private projects, regardless of the profit/loss shown on their books. For companies quoted on the Stock Exchange, this presumed profit is then taxed at 35%. If the profit shown on their books exceed the imputed level, the company may choose either to record the excess as “Tax-exempt profit of engineering and construction firms” or alternatively to pay tax on it at the rate of 35% (according to Law 2238/94, article 106) and distribute the remainder to its shareholders. These provisions apply to projects for which the contracts were signed before 31.12.2001.

In addition, 40% of any untaxed profit remaining after approval of the Financial Statements and appearing in the accounts as “Tax-exempt profit of engineering and construction firms” is taxed in the same financial year at a rate of 35%, according to Law 2238/94, article 106.

Consortia are taxed as a single entity: that is, an imputed profit of 10% of turnover for public works and 12% for private projects is taxed at 35%. This applies to projects for which the contracts were signed before 31.12.2001.

As of 1.1.2002 and on the basis of Law 2940/2001, article 7 (7) and Law 2992/02, article 16 (3), the following provisions apply:

“As of the financial year 2003 (operating period 2002), the tax regime applicable to the net profit of the legal entities of Law 2238/1994, article 101 (1) whose activity includes the construction and sale of buildings and the construction of public and private works, and of the consortia in which they take part, shall be the general income tax provisions, the provisions of article 34 of the above law thereupon ceasing to apply. These provisions apply to public and private works contracted on or after 1 January 2002 and to building construction begun on or after that date.”

5.3. Shareholders’ obligations

(Provisions of article 15 of Law 2328/95 and PD 82/96 on the registration of shares of companies taking part in public sector procurement and public works). The Company participates, either alone or as a member of a consortium or syndicate of suppliers, in procedures for the awarding of contracts for procurement (for goods and/or services) and construction projects in the public sector, as this is defined by articles 9 (1) of Law 1232/82 and 1 (6) of Law 1256/82, for sums greater than GRD 1,000,000,000 and is therefore subject to the provisions of article 15 of Law 2328/95 and PD 82/96 as amended and currently in effect.

According to the provisions of article 15 of Law 2328/95 and PD 82/96, if any shareholder in the Company is a Greek Société Anonyme then its shares must be registered down the line to natural persons. These shareholders shall be governed by the provisions cited above, and any Greek Société Anonyme shareholder that fails to comply with this requirement and fails to provide the required information about the natural persons down the line that constitute its Greek Société Anonyme shareholder(s) shall, in accordance with article 2 of PD 82/96, forfeit its right to take part and to vote in the General Meeting of shareholders and its right to receive a dividend.

Let it be noted that for companies quoted on the ASE the requirement to register shares down the line to individual persons does not apply to shares held by collective portfolio investment organisations (Law 1969/1991), banks, insurance funds, insurance companies, stockbrokers and venture capital firms and up to a holding of 5% for each of these. In any case the 5% restriction does not apply to banks that have come into possession of a greater number of shares by reason of their underwriting of a new share offering or by reason of distraint.

6. INFORMATION ABOUT THE COMPANY

6.1. General

AKTOR was founded in 1977 (Gov. Gazette 189/12.2.77) under the name “GEORGIOS BOBOLAS TECHNICAL COMPANY S.A.”, and was renamed to “AKTOR S.A.” in 1981 (Gov. Gazette 3511/10-9- 1981) and “AKTOR TECHNICAL COMPANY S.A.” in 1995 (Gov. Gazette 47555/11.8.1995). Its registered offices are in the Municipality of Halandri, at 18 Filellinon St, tel. +30 210-6873800, and it is registered on the Roll of Companies of the Prefecture of Eastern Attica under number 13648/06/ Β/86/03. Its duration has been initially fixed at 50 years.

According to article 3 of its statutes, the scope of the Company is:

1. To design, oversee and perform technical projects of any type for the state, municipal and `communal legal entities in public or private law and private works

2. To undertake all kinds of construction, design, supervision and execution of public and private projects for legal entities in public or private law

3. To design, supervise and build buildings either for the account of the company or for the account of any third party, on land owned by the company or on land belonging to a third party under the familiar system of an indivisible share in property and for the purpose of selling the resulting construction

4. To undertake the agency of different Greek or foreign commercial and industrial firms trading or producing materials, machinery, parts and tools used in engineering and construction work

5. To establish a bank or other financial institution jointly with similar enterprises

6. To undertake, design, oversee, finance, execute and exploit all kinds of studies, research and projects in the energy sector

7. To undertake the technical direction, planning and operation of technical projects or investments in the energy sector

8. To provide technical consultancy services in matters relating to the preparation of any kind of technical, economic and feasibility studies in the energy sector

9. To trade, procure, manage, operate and exploit all kinds of software and multipurpose electronic systems purchased on the domestic market or imported from abroad

10. To design, tender for and create all manner of software and multipurpose electronic systems for the state, public or private law legal entities, organisations, public corporations and private citizens including the purchase and import of materials for the performance of such work

For the achievement of its objectives the Company may collaborate with Greek and foreign firms having the same or similar scope, either in consortium with them, or as a partner or shareholder in them or setting up with them new companies or holding companies with the same or similar scope. For the same reasons the Company may provide guarantees to any third party, and mainly to the State and banking institutions, in favour of these enterprises with which it collaborates in any manner or form.

According to the National Statistical Service of Greece classification, the sector of activity in which AKTOR belongs is “Construction”, code number 45, and specifically sub sector 452 “Construction of entire buildings and technical projects or parts thereof: civil engineering work”.

AKTOR S.A. is registered on the Roll of Contracting Enterprises under number 3784 as a Class 7 Contractor for Road Construction, Building Construction, Hydraulic Engineering and Waterworks Construction, Port Works, Electromechanical Engineering, Industrial and Energy projects. According to the current legislation, Class 7 contractors may undertake projects worth €35 million and up, and AKTOR in particular is entitled to have under construction public works contracts totalling €1,538.79 million, or almost double of any other firm.

Interested parties may consult the Company documents mentioned in this Annual Report at its offices at 18 Filellinon St, Halandri, 210-6873800.

AKTOR S.A. is subject to the Companies Act 2190/1920 and, since its shares are traded on the Athens Exchange, is subject to the corresponding decisions of the Board of Directors of the Athens Exchange and the Securities Commission.

6.2. Brief History

Since its founding in 1977 the Company has evolved into the biggest firm in its field, with a huge portfolio of completed projects and a share in major infrastructure projects currently under construction.

A major landmark in its history was its flotation on the Main Market of the Athens Exchange in 1993. On 2/8/1996 the German firm TÜV CERT granted the Company the ISO 9002 certification for turnkey and BOOT projects in the sectors of Roads and Building Construction, Pipelines, Tunnels, Port Works, Hydraulic Engineering and Waterworks Construction, Electromechanical Engineering, Industrial Construction and Energy and Environmental projects.

In 1998, the loan contract was signed between Attiki Odos S.A. and the European Investment Bank for the issuing of a special loan in the amount of GRD 220 billion for the co-financing of the Attiki Odos highway construction project. The Attiki Odos consortium, lead by AKTOR S.A., signed the remaining loan contracts with the Banks. In 2001 the first two segments of the road were delivered for use: 1) from the Metamorfossia Interchange with the Athens-Thessaloniki National Road to Kymis Avenue Interchange, and 2) from Gerakas to the “Eleftherios Venizelos” International Airport . By the end of January 2003 the remaining segments between the Airport and the Athens-Thessaloniki National Road at the Metamorfossis Interchange had been completed. The remainder of the project is expectedly to be completed and delivered by the beginning of 2004. In September 1999 the Company signed a strategic partnership agreement with ELLINIKI TECHNODOMIKI A.E.. More specifically, on 20/09/1999 the General Meeting of the shareholders of ELLINIKI TECHNODOMIKI A.E. approved a strategic partnership between ELLINIKI TECHNODOMIKI A.E. and AKTOR, which was achieved by (a) the transfer to ELLINIKI TECHNODOMIKI A.E. of 50.01% of AKTOR’s shares and (b) the acquisition by AKTOR’s main shareholders of new shares in ELLINIKI TECHNODOMIKI issued to cover the increase in share capital with a limited right of pre-emption on existing company shares. The most significant landmark in the history of the Company was the decision to form a group in partnership with ELLINIKI TECHNODOMIKI and TEB, a decision that opened up new horizons for AKTOR in the European and international marketplace.

During the financial year 2000, the Company bought out 70% of the share capital of ΤΕΜΚΑΤ TECHNICAL COMPANY S.A. and 70% of ΤΕΜΚΑΤ S.A., a construction firm and a quarry operator respectively. In 2002, KASTOR S.A., acquired in 2002, took-over ΤΕΜΚΑΤ TECHNICAL COMPANY S.A., and the resulting new company obtained a Class 5 contractor certificate classification. In 2003, TEMKAT S.A. was renamed to HELLENIC QUARRIES S.A.

During 2001, AKTOR acquired 20% of TOMI SA, a construction company with 7 th Grade certificate classification (according to the old classification system). In 2002, TOMI SA took over TECHNIKI KRITIS SA, and the resulting new company obtained a Class 6 contractor certificate classification (according to the new classification system). In 2003, the company TOMI S.A. was broken down with its construction divisions and Class 6 contractor certificate being acquired by TECHNOSAN S.A. and its energy division being acquired by HELEKTOR S.A. Since May 2004 AKTOR S.A. participates by 100.0% in the share capital of TOMI S.A.

In 2002 AKTOR SA acquired TRIGONON SA, a construction company that in turn took over HAR. TOLIS SA and obtained a 5th Grade contractor certificate classification.

In the framework of the new criteria for reviewing contractor ratings instituted by Law 2940/2001, the management of ELLINIKI TECHNODOMIKI, AKTOR and TEB decided to re-organise the structure of the Group. Therefore, on 28/11/2001 they approved: a) the spin-off of the construction divisions of ELLINIKI TECHNODOMIKI and TEB and their transfer to AKTOR, in accordance with the provisions of articles 4 (17) of Law 2940/2001 and 1-5 of Law 2166/1993, and

23 b) the merger of ELLINIKI TECHNODOMIKI and TEB, by way of absorption of the latter by the former, in accordance with the provisions of articles 68 (2) and 69-77 of the Companies Act 2190/20 and 1-5 of Law 2166/1993.

The merger of ELLINIKI TECHNODOMIKI and TEB will follow immediately upon the transfer of their hived-off construction divisions to AKTOR.

The date set for the ascertainment of the book value of the transferred construction divisions, on the basis of which the spin-off and transfer was concluded, was 31/12/2001. The same date was also appointed as the date for the Conversion Balance Sheet of TEB for its merger with ELLINIKI TECHNODOMIKI.

In 2003, AKTOR S.A. founded the companies AKTOR OPERATIONS LTD and AKTOR CONSTRUCTIONS INTERNATIONAL LTD which have their registered offices in Cyprus and whose scope is to enter and undertake projects in the area of Middle East.

6.3. Outline of Operations – Table of Projects

In its early years of operation (1977-1985), the Company concentrated primarily on waterworks construction projects. Some of the most important construction projects it completed in this period are listed below: • Giannitsa Irrigation Network • Athens Trunk Collector Sewer • Lining and deepening of the mouth of the Kifissos River • Construction of sewerage systems in Athens – Thessaloniki – Volos – Karditsa • Industrial projects for ELDA and MOBIL

Between 1985 and 1994, the Company is active in “Design and Construction” projects such as: • The Olympic works at the Olympic Sports Complex of Athens (Indoor and Open-air Pools, Indoor Gymnasium, Tennis Courts, etc.) • The Bridge at the Neo Faliro road junction • The lining, deepening and covering of the Kifissos River from Kavalas Avenue to Petrou Ralli St.

Since 1994 it has added highway construction to its portfolio, taking part in the development of major highway systems in Greece with the construction of the Patras-Athens-Thessaloniki-Evzoni Motorway (P.A.TH.E), the Egnatia Odos and the Kavala Interchange.

The table below shows the distribution (breakdown) of AKTOR turnover between private and public works (alone or in consortium) and co-financed projects.

TURNOVER ANALYSIS (in ‘000 €) 2002 2003 2004 Α. Projects carried out 100% by AKTOR Public Works 64,664.07 272,401.94 152,045.38 Private Works 142,480.73 101,003.50 131,995.05 Co-financed works 95,475.69 93,660.62 58,122.70 Sub-total ( Α) 302,620.49 467,066.06 342,163.13

Β. Consortium projects Public Works 357,632.84 323,776.75 246,072.66 Private Works 24,647.74 37,925.31 12,990.14 Co-financed works 65,199.89 31,748.33 28,982.59 Sub-total ( Β) 447,480.47 393,450.39 288,045.39 Grand Total ( Α+Β) 750,100.96 860,516.46 630,208.52

The value of the projects completed appear in historic prices.

The value of the works carried out that appear in the table above is in historic prices, at the time when each project was carried out.

6.4. Work in Progress

The tables below present the Company’s projects under construction on 31.12.2004 which are either carried out 100% by AKTOR or in consortia. It is noted that the contractual value of the projects does not include the readjustments made and VAT, while deducted are the discounts made.

The value of projects to be implemented by the Company amounted to €660,430,000.00 on 31.12.2004.

Note that the value of projects to be implemented refers to:

i. Contractual prices on the date the contract was signed, before adjustments and after deduction of discounts and VAT.

ii. Supplementary works and revisions after deduction of discounts and VAT.

iii. Work not yet completed.

6.5 Co-financed projects

The Company was among the first to introduce and develop in the Greek market the co-financing method for public construction works. The projects in which the Company participates are the following:

The Elefsina – Stavros – Athens International Airport Freeway (ESAIAF) and the Imittos Peripheral Motorway (IPM)

AKTOR S.A. holds 17.07% in the share capital of “ATTIKI ODOS S.A.” which is the concessionaire for the project of the design, financing, construction and operation of the ESAIAF and the IPM. In addition, the Company is the leader of the ATTIKI ODOS Consortium that has undertaken this project.

The ESAIAF has total length of 52.4 km extending from the Elefsina tollgates of the Athens – Corinth National Road to the Athens International Airport at Spata, while the IPM extends for 12.9km from its junction with the ESAIAF at the Doukissis Plakentias Interchange to Katehaki Avenue.

This project will create a safe highway that will traverse the Attica Basin and the Thriasio Plain, intersecting with several side roads and meeting the Patras - Athens – Thessaloniki – Evzoni (PATHE) Motorway at two points. On one hand, this is expected to significantly decongest both the centre of Athens and many peripheral roads or roads connecting the centre of the capital with peripheral centres in the Attica Basin from incoming traffic. On the other hand, it will provide more rapid access to various areas in the Basin from its entry points.

The total cost of the project as well as the means of financing appear in the following table:

Financing Amounts (in million €) Concessionaire’s equity capital 173.69 State financing 419.79 Loans 712.56 Other income 306.10 Total 1,612.14 Expenses Amounts (in million €) Cost of construction 1,008.48 Financial expenses 168.55 Other expenses 314.40 Total 1,491.43 Sums available 120.71

The Company’s participation in the share capital of ATTIKI ODOS S.A. is presented in the following table:

Year Participation of AKTOR S.A. in € Up to 31.12.2000 16,872,650.49 2001 5,722,650.22 2002 7,274,527.20 Total 29,869,827.90

The Concessionaire’s scope includes the operation of the said works. Income from operation will come from tolls and income from vehicle service stations. The operation period is 23 years commencing on 6 th March 2000. The income over the entire concession period is expected to reach €5.74 billion approximately. Company income from dividends to be distributed to shareholders in ATTIKI ODOS S.A. is expected to reach € 257.46 million.

The table below shows the time allocation of the inflows the Company expects to realise from the operation of the works. It should be noted that dividends will start being paid by the Concessionaire in 2014, due to its preference to repay its debts to the financial institutes that have financed the project at first.

Total AKTOR’s In million € dividends income

Year 2011 0.00 0.00 2012 0.00 0.00 2013 0.00 0.00 2014 90.53 15.45 2015 128.34 21.91 2016 139.25 23.77 2017 153.75 26.24 2018 147.57 25.19 2019 163.49 27.91 2020 156.21 26.66 2021 161.90 27.64 2022 0.00 0.00 2023 217.02 37.04 2024 149.74 25.56 2025 0.46 0.08 Total 1,508.27 257.46

6.6. Fixed Assets – Guarantees and Collaterals

6.6.1. Land & Buildings

The real estate properties reported in the balance sheet are reported in detail as follows:

1. An office building consisting of a basement, ground floor and three floors above the ground the total surface area of which is 1,353m 2 plus the basement of 320m 2. It has been constructed on a plot of 961.37m 2 located in Halandri, Attica at 18 Filellinon Str. 2. A plot of 130m 2in building block 257 within the Street Planning Scheme of Ag. Ioannis Rendis. 3. Six (6) retail stores of 271m 2 each on a plot of 3,546.20m 2 located in Thessaloniki, at 2 (formerly 10) Frangon Str., two parking spaces of 10m 2 each, as well as 12.5% of the right to build on the same plot, if is permitted in the future . 4. A warehouse of 774.10m 2 on a plot of 6,447.30m 2 in the agrarian region of the Community of Magoula at the location known as “Loutsa Hatzidimitri”. 5. A residence of 177.20m2 on a plot of 4,605.17m2 in the agrarian region of the Community of Magoula at the location known as “Loutsa Hatzidimitri”. 6. A warehouse of 560m 2 on a plot of 9,815.46m 2 in the agrarian region of the Community of Magoula at the location known as “Loutsa Hatzidimitri”. 7. A warehouse of 127.50 m 2 on a plot of 1,563m 2 at the location known as “Kontarolakka” in the Community of Sourpi in the Prefecture of Magnisia. 8. A field of 461m 2, in Halandri, Attica, at 1-3 Doukissis Plakentias Avenue and Filis str. 9. Plats covering a total surface of 43,182.11 m2 in the location known as “Skimthi” in the agrarian region of the Municipality of Spata, Attica. 10. A plat of 3,860m 2 at the location known as “Mantzi – Bougazi – Prosilia” in the agrarian region of the Community of Rapsani, Prefecture of Larisa. 11. A plat of 2,756m 2 at the location known as “Ambelia” in the agrarian region of the Community of Kosmira, Ioannina. 12. A 35.04% indivisible share in a plat of 13,300m 2 located in the agricultural zone of the Municipality of Fili, Attica, at the location known as “Spilies” in the agrarian region of the Municipality of Fili, Attica. 13. Plats covering a total surface area of 47,269.58m 2 located in the agrarian region of the Community of Magoula in the location known as “Loutsa Hatzidimitri” or “Loutsa” or “Loutsa - Dendra Economides”. 14. An 80% share in an indivisible agricultural property of 5,436m 2 located in the agrarian region of the Community of Magoula, at the location known as “Loutsa”. 15. Plats covering a total surface area of 3,417.50m 2 at the location known as “Kontarolakka” in the Community of Sourpi in the Prefecture of Magnisia. 16. A plat of 2.656m 2 at the location known as “Agelaki” in the agrarian region of the Municipality of Peania of the Prefecture of Attica. 17. A plat of 1,579m 2 at the location known as “Kouzmoutza Agelaki” in the agrarian region of the Municipality of Peania of the Prefecture of Attica. 18. A plat of 1,255m 2 at the location known as “Houzmouza” in the agrarian region of the Municipality of Peania of the Prefecture of Attica. 19. A plat of 4,004m 2 at the location known as “Latomio” or “Damari” in the agrarian region of the Municipal Department of Itea of the Municipality of Gonon, Prefecture of Larissa. 20. Plats covering a total surface area of 6,950m 2 at the location known as “Loutsa” in the agrarian region of the Community of Magoula, Prefecture of Attica.

6.6.2. Mechanical Equipment

The mechanical equipment of the Company is set out in detail in the table below:

Mechanical equipment of AKTOR S.A. as at 31.12.2004

NUMBER DATE OF ACQUISITION No TECHNICAL DESCRIPTION OF ITEMS MANUFACTURER OF ITEMS ACQUISITION COST (in €)

1 PUMPS 138 MEISTER/NORMET/SCHWING 1981-2003 4,300,000.00 2 CONCRETE PUMPS 20 NORMET/SCHWING/PUTZMEISTER 1986-2003 800,500.00 3 CONCRETE MIXERS 45 CIFA/ASTRA 1982-2003 3,209,350.00 4 SELF-LOADING MIXERS 2 CIFA/MERLO 1996 66,030.82 5 LIFT 2 ALIMAG/PIAT 1997-2002 98,000.00 6 LIFTING DEVICES 9 ALIMAG/SIMON/MANITOU/TOYOTA 1993-2003 309,239.00 7 AIR COMPRESSORS 50 ATLAS COPCO 1972-2002 652,677.24 8 PNEUMATIC HAMMERS 62 FURUKAWA 1989-2002 24,322.59 9 HYDRAULIC HAMMERS 28 RAMMER/ KRUPP/FURUKAWA 2000-2003 623,360.34 LIEBHERR/P&H/AUTOGRU/EFFER/ 10 CRANES 52 GROVE 1987-2002 2,869,994.26 11 PORTAL CRANES 4 5TN 1999 84,851.00 12 CONCRETE VIBRATORS 68 NORMET 1977-2002 90,235.61 13 EXCAVATORS 40 CAT/O&K/LIEBHERR/BROYT 1992-2002 3,985,719.01 CAT/VOLVO/PETROGEN/PERKINS/ 14 ELECTRICAL GENERATORS 107 LEROY /MARELLI 1986-2002 900,543.78 15 ELECTRICAL WELDING DEVICES 54 GENSET/TRIODYN 1979-2002 31,048.39 16 CRUSHING DEVICES 40 TAMROCK/NORDBERG/STAMAG/BCO 1991-2002 1,367,072.87 CASAGRANDE/ SIOL- 17 DRILLING MACHINES 33 MEC/EGT/TAMROCK 1994-2003 4,426,355.18 18 WASHING DEVICES 23 HDS1195/KARCHER/CVR 1995-2002 32,695.54 19 TRANSFORMERS 25 PANCAR 1994-2002 134,667.28 20 BULLDOZERS 16 CATERPILLAR 1994-2000 2,296,975.84 ΑΜΜΑΝ /ΒΟΜΑ G/DYNAPAC/ 21 STEAM ROLLERS 33 VIBROMAX 1972-2002 147,176.15 22 GRADERS 16 CATERPILLAR- FIAT-ALLIS 1993-2000 1,634,711.01 23 SANDBLASTING DEVICES 1 ΗSMS (R) 1996 2,560.75 24 DUMBERS 29 CATERPILLAR / EUCLID 1974-2000 1,871,773.34 25 DIGGERS 10 JCB/CAT/CASE 1988-2000 1,056,544.08 26 LOADERS 78 TAMROCK/BOBCAT/CATERPILLAR 1983-2003 11,086,178.88 27 ASPHALT BREAKERS 4 WIRTGEN 1995-1999 1,708,363.95 28 DRILLS 164 1985-2003 87,913.82 29 ELECTRICAL HAMMERS 37 FURUKAWA 1980-2002 23,475.35 30 SURVEYING INSTRUMENTS 142 1986-2003 416,368.13 31 ASPHALT TANKS 9 THEODOSIADIS 1999-2000 113,128.39 32 RACKS 25 1987-2000 422,459.53 33 METAL SHUTTERING 39 1973-2000 971,272.03 34 CARAVANS – CONTAINERS 300 ISOBAU 1984-2003 1,127,541.38 35 PREFABRICATED CABINS 63 1994-2003 1,141,027.53 Dynapac / Vibromax / BOMAG, HAMM, 36 VIBRATING STEAM ROLLERS 38 MARINI 1975-2000 1,800,671.55 37 ENGINES 52 1960-2000 57,661.14 38 PAVING EQUIPMENT 8 Vogele, Marini 1976-1999 1,466,565.89 39 EQUIPMENT MACHINERY 4 1999-2000 16,288.11 40 CRUSHING UNITS 65 BROWN-LENOX 1963-2000 1,088,683.06

PRODUCTION UNITS FOR BENNIGHOVEN/TSEKOYRAS/KABAG 41 CONCRETE – ASPHALT – BALLAST 17 1988-2000 5,626,650.64 42 WEIGHBRIDGES 1 PANTELIDIS 2000-2003 15,500.00 43 PILE DRIVERS 8 CASAGRANDE/ SIOL-MEC 1998-2003 2,766,798.24 44 FANS 30 COGEMACOUSTIC/WOODS AIR 1999-2003 839,929.00

ELECTRIC MACHINES / SCALING / LIEBHERR/MOTOR-STAR/ELMED 45 INSULATION CONTROL 6 1983-2001 377,784.10 46 BLASTING MACHINES 4 SHAFFLER 1999-2000 10,901.49 47 CORE DRILLING MACHINES 2 ORESTEIN & KOPPEL/ DR 200 2000-2001 5,341.16 48 BENDING MACHINES 3 1998-2001 13,206.16 49 SCALING MACHINES 12 LIEBHERR/NORMET/SCHAEFF 1988-2002 2,768,112.83 MANUALLY OPERATED LOADING

50 MACHINES 239 129,177.90 51 FORMWORK FOR TUNNELS 13 2,021,823.00 52 MECHANICAL INSTRUMENTS 47 154,148.87 53 OTHER MECHANICAL EQUIPMENT 13,370,756.08 TOTAL 80,644,132.29

The net book value of the Company’s mechanical equipment amounted to €29,177.31 thousand and of its transportation equipment at €2,497.03 thousand on 31.12.2004.

6.6.3. Insurance of assets

The Company’s office building located at 18, Filellinon St., Halandri is insured for €484,252.98 with the insurance company AGROTIKI ASPHALISTIKI S.A.

The table below shows the insurance policies for the assets of AKTOR and the corresponding branches of coverage:

Policy No. Policy Expiry Location Insured Capital Item Covered Type of Date Coverage Building Fire – lightning for building & Multi-storey 18 Filellinon contents, theft 30417277640 16/06/2006 484,252.98 € office block & st., Halndri of contents, office damage to equipment building by thief 147155/4 31/12/2005 Magoula, 708,000.00€ Fire, storm, Warehouse Attica flood, building explosion, etc.

All the machinery and transportation equipment of AKTOR is insured for losses to third parties pursuant to Law No 400/70 as well as for loss due to fire, for €3,000 thousand per machine or vehicle.

6.6.4. Book value of fixed assets

The table below shows the changes in book value of the Company’s fixed assets that occurred during the period 2002-2004:

Acquisition Additions Acquisition Depreciation Depreciation Total Net value cost as at (deductions) cost as at up to 1.1.02- depreciation as at 31.12.01 1.1.02-31.12.04 31.12.04 31.12.01 31.12.04 31.12.04 31.12.04 A. INTANGIBLE ASSETS Research and development expenses 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Concessions and Industrial Rights 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Goodwill 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Advance payments for acquisition of intangible assets 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Other intangible assets 0.00 16,116,767.14 16,116,767.14 0.00 9,670,060.11 9,670,060.11 6,446,707.03 SUB-TOTAL A 0.00 16,116,767.14 16,116,767.14 0.00 9,670,060.11 9,670,060.11 6,446,707.03 B. TANGIBLE ASSETS Land 895,054.79 9,731,117.33 10,626,172.12 0.00 0.00 0.00 10,626,172.12 Mines – ore mines – quarries – farm land – plantations - timberland 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Buildings and technical works 863,149.17 4,309,545.65 5,172,694.82 522,917.47 784,832.74 1,307,750.21 3,864,944.61 Machinery – installations and other technical equipment 39,878,647.95 40,765,484.34 80,644,132.29 11,407,403.92 40,059,415.25 51,466,819.17 29,177,313.12 Transportation equipment 12,781,660.36 7,659,968.52 20,441,628.88 6,973,317.05 10,971,279.07 17,944,596.12 2,497,032.76 Furniture and other equipment 1,265,014.36 4,034,834.28 5,299,848.64 1,078,381.58 3,498,349.28 4,576,730.86 723,117.78 Fixed assets under construction and advance payments 1,063,231.93 198,608.13 1,261,840.06 0.00 0.00 0.00 1,261,840.06 SUB-TOTAL B 56,746,758.56 66,699,558.25 123,446,316.81 19,982,020.02 55,313,876.34 75,295,896.36 48,150,420.45 GRAND TOTAL (A + B) 56,746,758.56 82,816,325.39 139,563,083.95 19,982,020.02 64,983,936.45 84,965,956.47 54,597,127.48

In 2003 the Company’s land & buildings were revalued to their fair value pursuant to article 15 of Law No. 3229/2004 from which a revaluation gain of €9,302,130.91 arose, part of which, amounting to €2,104,423.83 was set-off against the loss of €2,515,844.88 from the revaluation of participations & securities.

No pledges, mortgages or other encumbrances have been entered against the Company’s assets. Moreover, the Company has not provided guarantees or collaterals nor has it received guarantees from any other company apart from letters of guarantee which are reported in the memo accounts, amounting to a total of €446,756,736.51 and relate to letters of guarantee issued in favour of the Company, affiliated companies and consortia.

6.7 General Information concerning the Company Capital

Company’s share capital amounts to €117,582,285.24 divided into 135,152,052 ordinary shares with a nominal value of € 0.87 each. The Company share capital has been paid up in full.

There is no capital approved but not yet issued or any obligation of the Company to increase its capital. There are no stocks that represent capital or are there any convertible or exchangeable securities or warrants. The Articles of Association do not contain any terms, more restrictive than the provisions laid down by law, concerning changes in the share capital or amendment of the rights of shareholders.

When the Company was established, its share capital was set at 22,000,000 drachmas, divided into 2,200 shares with a nominal value of 10,000 drachmas each, paid up in full in cash and in kind, in the manner set out in detail in Article 36 of the Articles of Association published in Sociétés Anonymes and Limited Liability Companies Bulletin of the Government Gazette No. 189/1977.

By means of decision No. 22.2.1996 of the repeat Extraordinary General Meeting of shareholders approved by means of Decision No. K2-2319/1996 of the Minister of Development and published in the Sociétés Anonymes and Limited Liability Companies Bulletin of the Government Gazette No. 1119/15-3-1996, was decided the transformation of the company’s shares into registered ones in accordance with Article 15 of Law 2328/1995 as in force.

After successive increases of the share capital of the company, on 30.6.1997 it amounted to 3,050,486,250 GRD divided into 12,201,945 ordinary shares with a nominal value of 250 GRD each. Thereafter, the history of changes in the Company's share capital is as follows:

On 10/10/1997 the Extraordinary General Meeting decided to increase the share capital by 762,621,500 GRD by issuing 3,050,486 new ordinary shares with a nominal value of 250 GRD each and an issue price of 2,500 GRD per share. The premium from the issue of shares above par, of 6,863,593,500 GRD, was credited to the share premium account.

The Extraordinary General Meeting on 6.3.1998, due to the failure to achieve coverage in full for the increase of the Company’s share capital decided on by the Extraordinary General Meeting of 10.10.1997 (it managed to cover only 381,310,750 GRD), as shown in the Minutes of the Board of Directors No. 1822/10-2-1998, decided on the issue of 1,525,243 new ordinary shares with a nominal value of 250 GRD each and an issue price of 2,500 GRD per share.

By means of decision on the Ordinary General Meeting of shareholders in the Company taken on 25.6.1999 the capital was increased by the sum of 3,431,797,000 GRD that came in part (1,593,819,844 GRD) from taxed reserves of the Company and the remainder (1,837,977,156 GRD) from the share premium. In addition, 13,727,188 new registered shares with a nominal value of 250 GRD each were issued.

By means of decision of the Extraordinary General Meeting of shareholders in the Company of 02.02.2000, the share capital was increased by 6,886,406,000 GRD. The new capital came in part (65,884,406 GRD) from the Company’s taxed reserves and in part (2,016,005,844 GRD) from the Company's share premium, while the remainder (4,804,515,750 GRD) was paid up in cash. For the purposes of the increase, 27,545,624 new registered shares were issued in dematerialised format, with a nominal value of 250 GRD each. Of these shares, 8,327,561 were distributed gratis to existing shareholders in the Company using a ratio of 3.03 new shares for every 10 old shares and the remaining new shares (19,218,063) were sold at 2,100 GRD each on a preferential basis (option) to existing shareholders with a ratio of 7 new shares for every 10 old shares.

By means of decision of the Ordinary General Meeting of shareholders on 27 th June 2001 the share capital of the Company was increased by 53,296,281 GRD. The new capital came from a surplus following mandatory readjustment in the value of the Company’s real estate property pursuant to Law 2065/92. No new shares were issued and instead the nominal value of existing shares was increased to 250.9690 GRD per share. Afterwards, the share capital of the Company amounted to 13,803,296,281 GRD divided into 55,000,000 shares with a nominal value of 250.9690 GRD each.

Furthermore, by means of decision of the Ordinary General Meeting of shareholders on 27 th June 2001 (a) the share capital of the Company was converted into Euro in accordance with the Law 2842/2000, and (b) for this conversion the share capital of the Company was necessarily increased by 65,228,719 GRD through capitalization of an equivalent sum from the Company’s taxed extraordinary reserves.

New shares were not issued for this increase, but the nominal value of the existing shares was increased to 252.155 GRD each.

Note that according to Law 2842/2000 both the share capital of the Company and the nominal value of its shares can only be expressed in Euro from 01/01/2002 onwards.

After the aforementioned increase, the share capital of the Company amounted to 13,868,525,000 GRD or € 40,700,000 divided into 55,000,000 shares with a nominal value of 252.155 GRD or € 0.74 each.

Finally, by means of decision of the Ordinary General Meeting of shareholders on 15 th May 2002 the share capital of the Company was further increased by € 57,285,237.70. This increase was covered as follows: (i) from the net worth of the stand-alone construction division of ELLINIKI TECHNODOMIKI S.A. (namely €36,659,079.85) which that company contributed to AKTOR following a spin-off, this being accepted by AKTOR (the net worth being derived from the relevant statement of account for the construction division dated 31-12-2001), (ii) from the net worth of the stand-alone construction division of the company TEB S.A. (namely € 19,815,097.09) which that company contributed to AKTOR following a spin-off, this being accepted by AKTOR (the net worth being derived from the relevant statement of account for the construction division dated 31-12-2001), and (iii) from capitalization of part of the share premium account (€811,060.76) with the aim of increasing the nominal value of shares in the Company from € 0.74 to € 0.87 due to the agreed share- exchange ratio.

By means of the same decision of the annual Ordinary General Meeting dated 15 th May 2002, the nominal value of shares in the Company was in fact increased from €0.74 to €0.87.

After the aforementioned increase, the Company’s share capital amounted to € 97,985,237.70 divided into 112.626.710 ordinary shares with voting rights, in dematerialised format, with a new nominal value of €0.87 each. In the aim of the increase of the share capital by €57,285,237.70, 57,626,710 new ordinary shares with voting rights were issued with a new nominal value of €0.87 and were distributed in the manner specified by law to the shareholders in ELLINIKI TECHNODOMIKI and TEB (53,941,710 shares to the first company (ELLINIKI TECHNODOMIKI) and 3,685,000 shares to the second one (TEB)).

Finally, by means of decision of the Ordinary General Meeting of shareholders on 24 th June 2004 the share capital of the Company was further increased by €19,597,047.54 through capitalization of reserves of the share premium account amounting to €14,496,545.32 and through capitalization also of a special reserve that resulted from revaluation of fixed assets in accordance with article 15 of Law No 3229/04 (amounting to €5,100,502.22).

For the sum of the said increase 22,525,342 new ordinary shares with voting rights were issued, with nominal value of €0.87 each and were distributed free of charge to the shareholders in the following manner: two (2) new shares to ten (10) old ones. By virtue of the same decision of the General Meeting that Company’s Board of Directors was authorized to settle all matters that may arise because of divisional rights.

Thus, the Company’s share capital amounts to €117,582,285.24 divided into 135,152,052 ordinary shares with voting rights, in dematerialized format, with nominal value of €0.87 each.

The changes in the Company's share capital are briefly shown in the table below:

TABLE OF CHANGES IN SHARE CAPITAL

Number of new shares Amount of increase Date of Government Unregistered Registered Nominal Share by by payment from from Total Share capital General Gazette No share sale price capitalizing in cash goodwill con tribution number of following Meeting value reserves in kind shares increase Initial capital 189/12.02.77 2,200 10,000 1,581 3,479,000 18,521,000 2,200 22,000,000 28.11.77 3514/14.12.77 1,500 10,000 10,000 15,000,000 3,700 37,000,000 04.03. 78 1051/21.04.78 300 10,000 10,000 3,000,000 4,000 40,000,000 18.11.82 4368/16.12.82 3,000 10,000 0 30,000,000 7,000 70,000,000 12.11.84 3331/11.12.84 3,000 10,000 10,000 30,000,000 10,000 100,000,000 24.10.88 303/17.02.89 3,700 10,000 3 7,000,000 13,700 137,000,000 05.12.88 303/17.02.89 1,300 10,000 12,885,628 114,372 15,000 150,000,000 21.12.90 11/02.01.91 22,500 10,000 25 224,436,552 563,448 37,500 375,000,000 05.12.91 702/12.03.92 62,500 10,000 318 605,098,899 19,901,101 100,000 1,000,000,000 29.09.93 6689/20.12.93 6,300,000 250 485,040,330 114,959,670 6,400,000 1,600,000,000 02.11.93 & 19.11.93 6689/20.12.93 1,734,630 250 3,250 433,657,500 8,134,630 2,033,657,500 22.02.96 1119/15.03.96 Convers ion of unregistered shares of the company into registered shares 20.06.97 4750/04.07.97 4,067,315 250 743,896,144 272,932,606 12,201,945 3,050,486,250 06.03.98 1409/16.03.98 1,525,243 250 2,500 381,310,750 13,727,188 3,431,797,000 25.06.99 6356/ 03.08.99 13,727,188 250 3,431,797,000 27,454,376 6,863,594,000 02.02.00 1680/03.03.00 27,545,624 250 2,100 2,081,890,250 4,804,515,750 55,000,000 13,750,000,000 27.06.01 6551/27.07.01 250.969 53,296,281 55,000,000 13,803,296,281 27.06.01 6 551/27.07.01 252.155 65,228,719 55,000,000 13,868,525,000 Conversion of share capital in € Share capital in € 0.74€ 22,539,320.68 16,702,648.71 1,403,676.97 54,353.63 55,000,000 40,700,000.00 15.05.02 – Increase in share capital due to acquisition of construction division of ELLINIKI TECHNODOMIKI and TEB 57,626,710 0.87€ 811,060.76 56,474,176.94 112,626,710 97,985,237.70 24.06.04 22,525,342 0.87€ 19,597,047.54 135,152,052 117,582,285.24

TOTAL 0.87€ 42,947,428.98 16,702,648.71 1,403,676.97 56,528,530 .57 135,152,052 117,582,285.24

6.8. Shareholders

The shareholder structure of AKTOR (participations equal to or greater than 3.0% of the total share capital) in accordance with the share register on 31.12.2004 is as follows:

Share register as at 31.12.2004 Shareholder No of shares Participation %

ELLINIKI TECHNODOMIKI TEB A.E. 95,021,496 70.31% OTHER INVESTORS 40,130,556 29.69% TOTAL 135,152,052 100.00%

The total number of shares held by members of the Board of Directors is 475,552. The total number of shares held by Company management executives is 95,383.

The changes in the shareholder structure of the Company over the 3-year period 2001-2003 are as follows:

On 15/05/2002, the date of the Ordinary General Meeting of the Company’s shareholders that decided on the spin-off of the construction divisions of ELLINIKI TECHNODOMIKI A.E. and TEB, the shareholders’ composition of AKTOR, following the acquisition of the construction divisions and according to the share register as at 15/05/2002, was as follows:

BEFORE ACQUISITION OF AFTER TAKEOVER OF DIVISIONS DIVISIONS Shareholders No of Voting % No of shares Voting rights % shares rights ELLINIKI TECHNODOMIKI 27,523,411 27,523,411 50.0426% 81,465,121 81,465,121 72.3320% INTERAMERICAN OLYMPIC WINNERS DOMESTIC EQUITY FUND 2,209,430 2,209,430 4.0171% - - - TEB 491,739 491,739 0.8941% 4,176,739 4,176,739 3.7085% INVESTORS 24,775,420 24,775,420 45.0462% 26,984,850 26,984,850 23.9595% Total 55 ,000 ,000 55 ,000 ,000 100 .0000% 112 ,626 ,710 112 ,626 ,710 100 .0000%

Furthermore, following the merger of TEB into ELLINIKI TECHNODOMIKI, which was decided by the Extraordinary General Meeting of the latter Company on 28.6.2002, the share allocation of AKTOR was the following:

Shareholder No. of shares %

ELLINIKI TECHNODOMIKI TEB A.E. 85,641,860 76.04% INVESTORS 26,984,850 23.96% TOTAL 112,626,710 100.00%

Apart from the above, the Management of the Company is not aware of any changes in the share composition of the Company concerning participations greater than or equal to 3% over the three-year period 2002-2004.

6.9. Management – Administration of the Company

The current Board of Directors of AKTOR was elected by the Ordinary General Meeting of shareholders on 20.06.2003 and formed into a body on 20.06.2003. The Board of Directors of AKTOR consists of 9 members and its composition is as follows:

1. Dimitrios Koutras, son of Athanasios Chairman & Executive member General Manager 2. Dimitrios Kallitsantsis, son of Parisis Managing Director Executive member 3. Alkistis Tricha-Athanassouli, daughter of Vice-Chairman Executive member Basil 4. Loukas Gianakoulis, son of Ioannis Vice-Chairman Executive member 5. Leonidas Bobolas, son of Georgios Member Executive member 6. Anastasios Kallitsantsis, son of Parisis Member Non Executive member 7. Nicolaos Trichas, son of Basil Member Non Executive member 8. Christoforos Vogiatzoglou Member Non Executive member – Independent 9. Georgios Bekiaris Member Non Executive member - Independent

During the meeting of the Board of Directors held on 6.5.2004 the Vice-Chairman of the Board, Loukas Gianakoulis, son of Ioannis, resigned and was replaced by Maria Karatza, the election of who was approved by the Ordinary General Meeting of the Company’s Shareholders held on 24.06.2004.

Following the above, the composition of the Company’s Board of Directors is as follows:

1. Dimitrios Koutras, son of Athanasios Chairman & Executive member General Manager 2. Dimitrios Kallitsantsis, son of Parisis Managing Director Executive member 3. Alkistis Tricha-Athanassouli, daughter of Vice-Chairman Executive member Basil 4. Leonidas Bobolas, son of Georgios Member Executive member 5. Maria Anastasia, spouse of Emmanuel Member Executive member Karatzas 6. Anastasios Kallitsantsis, son of Parisis Member Non Executive member 7. Nicolaos Trichas, son of Basil Member Non Executive member 8. Christophoros Vogiatzoglou Member Non Executive member – Independent 9. Georgios Bekiaris Member Non Executive member - Independent

During the meeting of the Board of Directors on 22.10.2004 the B.D.’s member Leonidas Bobolas, son of Georgios, resigned and was replaced by Timoleon Karefilakis, son of Georgios, the election of who is subject for approval by the General Meeting of the Company’s Shareholders during their first meeting.

Following the above change and after the Board of Directors formed into a body, the composition of the Company’s Board of Directors is as follows:

1. Dimitrios Koutras, son of Athanasios Chairman & Executive member General Manager 2. Dimitrios Kallitsantsis, son of Parisis Managing Director Executive member 3. Alkistis Tricha-Athanassouli, daughter of Vice-Chairman Executive member Basil 4. Maria Anastasia, spouse of Emmanuel Member Executive member Karatzas 5. Timoleon Karefilakis, son of Georgios Member Executive member 6. Anastasios Kallitsantsis, son of Parisis Member Non Executive member 7. Nicolaos Trichas, son of Basil Member Non Executive member 8. Christophoros Vogiatzoglou, son of Ioannis Member Non Executive member – Independent 9. Georgios Bekiaris, son of Gerassimos Member Non Executive member - Independent

This Board of Directors will serve for three years and its term of office expires on the date of the Ordinary General Meeting in 2006.

AKTOR is represented by Mr. Dimitrios Koutras, Mr. Dimitrios Kallitsantsis, Ms. Alkistis Tricha- Athanassouli.

During 2004 an amount of €1,000,000.00 was distributed as a lump sum fee for members of the Board of Directors (shown in the Balance Sheet dated 31/12/2004).

The senior management executives of AKTOR are listed below:

ALEXANDROS-ILIAS GEORGOPOULOS Civil Engineer; Lausanne Polytechnic School (EPFL) (1976). Since 1983 he has been executive of ELLINIKI TECHNODOMIKI with experience in supervising and constructing major technical projects, and a Technical Director of KASTOR S.A. since 1997.

CHRISTOS GAGATSIOS Economist; Athens Higher School of Economic and Commercial Sciences (ASOEE) (1975). Belonged to TEB S.A. personnel since 1982. An executive member since 1985, when he was appointed Chief Accountant of TEB S.A. In 1999 he was promoted to Financial Manager of the said company, serving also since 2001 as a member of the Board of Directors. Since July 2002 he has been on the staff of AKTOR S.A. acting as Chief Accountant.

ALEXANDROS EVANGELINARAS Civil Engineer, Democritus University of Thrace (1980). Road Construction Manager. He has been on the Company’s staff since 1984.

MARIA-ANASTASIA KARATZA Economist; Athens Higher School of Economic and Commercial Sciences (ASOEE) (1968) Financial Manager of AKTOR S.A. with great experience in financial and legal issues relating to commercial and taxation law, as well as public works law. She has been a senior management executive of the Company since 1968 and up until August 2001 she acted as member of the Board of Directors. Between September 2001 and June 2003 she was Vice-Chairman of the Board of Directors and since May 2004 she was re-elected as member of the Board of Directors.

TIMOLEON KAREFILLAKIS Mechanical – Electrical Engineer; National Technical University of Athens (1970) He has important experience in project execution, mechanical equipment and construction of site installations, pricing and project offers as well as in the supply of materials and equipment. He was on the staff of ΤΕΒ since 1972 and has acted as member of the Board of Directors of the said company. Since 2001 he has been on the staff of AKTOR S.A. and since October 2004 he has been a member of the B.D. of AKTOR S.A

ATHANASSIOS KERESTETZIS Civil Engineer; Aristotle University of Thessaloniki (1977) Special Projects Manager. Since 1981 he was on the staff of ELLINIKI TECHNODOMIKI A.E. and since June 2000 he has been on the staff of AKTOR S.A., acting also as member of the Board of Directors up until May 2002.

KONSTANTINOS MATHIOPOULOS Civil Engineer; Aristotle University of Thessaloniki (1977) He has been on the staff of ELLINIKI TECHNODOMIKI A.E.. since 1981 with experience in supervisions and construction of major technical projects (particularly building construction and industrial projects).

PANAGIOTIS MALAMITSIS Mechanical – Electrical Engineer; Patra Polytechnic School (1979) He has been on the staff of ELLINIKI TECHNODOMIKI A.E. since 1987 with experience in managing the construction of major buildings of special specifications.

DIMITRIOS MANTAS Mechanical – Electrical Engineer; National Technical University of Athens (1977). He has been on the staff of ELLINIKI TECHNODOMIKI A.E.. since 1987 with special experience in managing projects, preparing and monitoring bids, drafting contracts as well as the Company’s international collaborations.

IOANNIS BOURNAZOS Civil Engineer; B.S.C. S.A. Iford University, M.S.C. Heriot - Watt University Tunnel and Port Projects Manager. He has been on the staff of AKTOR S.A. since 1981, serving also as member of the Board of Directors until May 2002.

EKATERINI PANARA Civil Engineer;National Technical University of Athens (1983) She was on the staff of TEB since 1984 and has been on the staff of AKTOR S.A. since 2001, acting as Head of Projects Bids, Reports and Scheduling.

DIMOSTHENIS PAPAKRIVOPOULOS Civil Engineer; National Technical University of Athens (1984), MSc, University of Birmingham, U.K. Central Greece Projects Manager. He has been on the staff of TEB since 1987. Vice-Chairman of the Board of Directors of the Group’s subsidiaries TEMKAT S.A. and TEMKAT Constructions S.A.

POLYCHRONOS PAPADIMITRIOU Civil Engineer; Lausanne Polytechnic School (EPFL) (1977). He has been on the staff of ELLINIKI TECHNODOMIKI A.E. since 1983 with experience in supervising and construction of major technical projects and focusing on Company client relations.

THOMAS PAPADOPOULOS Topograhist; Polytechnic School of Thessaloniki (1972) Northern Greece Project Manager. Since 1980 he has been on the staff of AKTOR serving also as member of the Board of Directors until May 2002.

THEOHARIS PAPAMANOLIS Civil Engineer; National Technical University of Athens (1967) He has served as member of the Board of Directors and as Consultant of the company EFKLIDIS S.A. between 25.1.1983 and 27.2.1995. Over the same period he served as Deputy General Manager of the same company. On 27.2.1995 he was appointed Managing Director, General and Technical Director of the same company, positions which he held until the end of August 2001. On 6.3.2002 he was elected Member of the Board of Directors of TEB S.A. and since 1.11.2001 he has been an executive of AKTOR S.A.

VASILIOS PAPAMARKOS Certified Electrical and Mechanical Engineer (1977) Manager of the division of E/M, Industrial and Energy Projects. He has been on the staff of AKTOR S.A. since 1982 serving also as member of the Board of Directors until May 2002.

SPIRIDOULA PETROPOULOU Civil Engineer; Democritus University of Thrace (1985). Hydraulic Projects Manager. She has been on the staff of AKTOR since 1985.

ATHANASSIOS SARIS Mechanical Engineer; National Technical University of Athens (1986). He has been on the staff of ELLINIKI TECHNODOMIKI A.E. since 1995 with important experience in maintenance of mechanical equipment and worksite facilities.

PETROS STAVROU Civil Engineer, National Technical University of Athens (1979). He has been on the staff of ELLINIKI TECHNODOMIKI A.E. since 1987 with experience in supervising and constructing major technical projects (particularly building construction and industrial projects).

All senior executives of AKTOR are Greek citizens.

The overall pay of all senior executives of the Company (not including Board member fees) for 2004 amounted to €1,700.00 thousand. (maximum fee €160.00 thousand, minimum fee €50.00 thousand).

The members of the Board of Directors and the senior executives referred to above do not carry on activities that are significant for the Company outside of the Company.

During 2004 no fees or benefits in kind were offered to members of company management, administration or supervisory bodies coming from the company's overhead charges or from profit for distribution other than those referred to above. Moreover, no fees or benefits in kind were offered to the members of company management, administration or supervisory bodies by anyone of the Companies dependent on AKTOR. Throughout 2004 and up to 30/4/2005 the members of company management, administration or supervisory bodies had no rights concerning transactions performed by the Company that were unusual for it due to their nature or terms.

Throughout 2004 and up to 30/4/2005 the Company did grant neither loans nor guarantees to members of its management, administration and supervisory bodies.

Moreover, there are no plans for the Company staff to participate in the Company’s share capital during the current year. Note that during 2004 the Company distributed profit worth a total of €5 million to its staff via the profit distribution account.

The members of the Board of Directors, as well as Company senior executives, have not been sentenced on the basis of a final court judgement for criminal acts or financial crimes and are not involved in pending lawsuits which relate to bankruptcy, criminal acts and prohibitions on the carrying on of business activity, stock exchange transactions, the profession of investment consultant, senior bank or insurance company executive, issue underwriter, or executive of a brokerage firm, etc.

The postal address of members of the Company’s Board of Directors and its senior executives is the Group’s address: 78a L. Riancour St., GR-11523, Athens and 18 Filellinon St., Halandri.

There are no familial relations between the members of the Board of Directors and the senior executives of AKTOR to the second degree of affinity (spouse, child, parent, sibling, either of a member of the Board of Directors or his/her spouse) apart from the case of Messrs. Dimitrios Kallitsantsis and Anastasios Kallitsantsis who are brothers, Ms. Alkistis Tricha and Mr. Nicolaos Trichas who are also siblings.

The table below shows the persons who are obliged pursuant to Article 8 of Decision No. 5/204/14.11.2000 of the Board of Directors of the Hellenic Capital Market Commission to provide advance notice on 31.03.2005 of any transactions they make:

a) DIMITRIOS KOUTRAS CHAIRMAN & GENERAL MANAGER

DIMITRIOS KALLITSANTSIS MANAGING DIRECTOR MEMBERS OF THE COMPANY BoD TIMOLEON KAREFILLAKIS CONSULTANT

MARIA KARATZA CONSULTANT

GENERAL MANAGER DIMITRIOS KOUTRAS FINANCE MANAGER MARIA KARATZA CHIEF ACCOUNTANT CHRISTOS GAGATSIOS HEAD OF ACCOUNTING OFFICE OLGA SOFIANOU INTERNAL AUDIT MANAGER KLIMENTIA LAMBROPOULOU HEAD OF INVESTOR RELATIONS STERGIOS PITOSKAS HEAD OF CORPORATE ANNOUNCEMENTS STERGIOS PITOSKAS IOANNIS ANASTASOPOULOS b) CERTIFIED AUDITORS BKR PROTIPOS ELENKTIKI S.A.

c) LEGAL CONSULTANT – HEAD OF LEGAL SERVICE IOANNIS KOUTRAS

SHAREHOLDERS PARTICIPATION MORE THAN 20% d) ELLINIKI TECHNODOMIKI TEB A.E. OF THE COMPANY’S SHARE CAPITAL

CORPORATE NAME 1 ELLINIKI TECHNODOMIKI TEB A.E. 2 AKTOR CONSTRUCTIONS INTERNATIONAL Ltd 3 AKTOR OPERATIONS Ltd 4 ELEMAX Ltd 5 H E & D RENEWABLES S.A. 6 H E & D ENERGIAKI & EMPORIKI RODOU S.A. 7 P.M.S PARKING SYSTEMS S.A.

8 REDS S.A. – REAL ESTATE DEVELOPMENT AND SERVICES S.A. 9 SC AKTOROM SRL 10 AEIFORIKI DODECANESE S.A. 11 AEOLIKA PARKA OF GREECE TRIZINIA S.A. 12 AEOLIKI ANTISSAS S.A. 13 AEOLIKI ZARAKA METAMORFOSSIS S.A. 14 AEOLIKI KANDILIOU S.A. 15 AEOLIKI OLYMPUS EVIA S.A. 16 AEOLIKI PANEIOU S.A. 17 AEOLIKI PARNONOS S.A. e( 5)of Codified Law 2190/1920 DEVELOPMENT & ADMINISTRATION OF ENERGY & WATER RESOURCES 18 COMPANY S.A. 19 ANDROMACHE S.A. ATTIKES DIADROMES S.A. – ELEFSINA – STAVROS – SPATA AIRPORT 20 FREEWAY AND IMITTOS PERIPHERAL MOTORWAY MAINTENANCE, OPERATION AND EXPLOITATION COMPANY S.A.

HELIDONA S.A. – HOTEL – TOURIST – AGROTOURIST AND 21 AGRICULTURAL ENTERPRISES COMPANY S.A.

22 TECHNICAL AND FINANCIAL STUDIES “PIRA” S.A.

23 ASTERION S.A. ASTIKES ANAPTIXIS S.A. – TECHNICAL, COMMERCIAL, TOURIST 24 COMPANY S.A. 25 BEAL S.A. 26 VISTONIS S.A. 27 YALOU ANAPTIXIAKI S.A., COMMERCIAL AND TOURISM ENTERPRISES 28 YALOU EMPORIKI & TOURISTIKI S.A. 29 DILAVERIS S.A. 30 DIMITRA S.A. AFFILIATED COMPANIES WITHIN THE SENSE OF ARTICLE 42 DIETHNIS ALKI – COMMERCIAL, INDUSTRIAL, CONSTRUCTION, 31 ORGANISATION & AGRARIAN COMPANY

32 HELLENIC QUARRIES S.A. 33 HELLENIC ENERGY AND DEVELOPMENT S.A. (HE&D S.A.) 34 ELLINIKI TECHNODOMIKI – ENGINEERING CONSULTANTS LTD

35 ELLINIKI TECHNODOMIKI ENERGIAKI S.A.

36 HELLENIC LIGNITES S.A.

37 ELMET GREEK MINES S.A.

38 EXANTAS MARITIME COMPANY 39 ENTERPISES TOMI – EDL LTD 40 E.A.P. S.A. (NORTH ATHENS GAS COMPANY S.A.) 41 THISVI POWER GENERATION DESIGN S.A. 42 HELECTOR S.A. KANTZA S.A. – DEVELOPMENT ADMINISTRATION AND EXPLOITATION OF 43 REAL ESTATE PROPERTIES 44 KANTZA S.A

KASTOR S.A. – TECHNICAL COMMERCIAL INDUSTRIAL TOURIST & 45 SHIPPING ENTERPRISES 46 LOFOS PALLINI S.A. 47 PLO KAT S.A. 48 PYRROS S.A. 49 MOTORWAY SERVICE STATIONS S.A. 50 TERPANDROS AEOLIKA PARKA S.A. 51 TETRAPOLIS AEOLIKA PARKA S.A. 52 TOMI S.A. 53 TRIGONON S.A. 54 HYDROILEKTRIKI VIOTIKOU KIFISSOU LTD

6.10. Directors’ and Main Shareholders’ Participation in the Capital and/or Management of Other Companies

The table below shows the participation of the members of Board of Directors and the main shareholders in the capital and/or management of other companies:

MEMBERS OF BoD or MAIN PARTICIPATION COMPANY IN WHICH THEY PARTICIPATE POSITION ON BoD SHAREHOLDERS % DIMITRIOS KOUTRAS ELLINIKI TECHNODOMIKI TEB A.E. MEMBER 2.93% HELLAS PARTICIPATIONS (LUXEMBOURG) SA MEMBER 30.00% REDS S.A. CHAIRMAN - AKTOR S.A. CHAIRMAN - ATTIKA DIODIA S.A. MEMBER - ATTIKA TELECOMMUNICATIONS S.A. MEMBER - ATTIKI ODOS S.A. MEMBER - YALOU ANAPTIXIAKI S.A. MEMBER - YALOU EMPORIKI S.A. MEMBER - DIETHNIS ALKI S.A. MEMBER - HELLENIC QUARRIES S.A. CHAIRMAN - HELLENIC LIGNITES S.A. MANAGING DIRECTOR - CHAIRMAN & MANAGING GREEK MINES S.A. DIRECTOR - CHAIRMAN & MANAGING HELLAS GOLD S.A. DIRECTOR - E.A.P. S.A. (NORTH ATHENS GAS COMPANY CHAIRMAN & MANAGING S.A.) DIRECTOR - HELECTOR S.A. CHAIRMAN - KANTZA S.A. MEMBER - KANTZA EMPORIKI S.A. MEMBER - TRIGONON S.A. MANAGING DIRECTOR - TECHNODOMI S.A. MEMBER - DIMITRIOS KALLITSANTSIS ELLINIKI TECHNODOMIKI TEB .A.E. MEMBER 5.84% HELLAS PARTICIPATIONS (LUXEMBOURG) SA MEMBER 20.00% E-CONSTRUCTION S.A. MEMBER - HE & D S.A. MEMBER -

HE & D RENEWABLES S.A. MEMBER - REDS S.A. MEMBER - AKTOR S.A. MANAGING DIRECTOR - GEFYRA S.A. MEMBER - ELLINIKI TECHNODOMIKI – ENGINEERING CONSULTANTS LTD ADMINISTRATOR 2.50%

INTERTASK S.A. VICE-CHAIRMAN & MANAGING DIRECTOR -

TECHNOVAX S.A. CHAIRMAN & MANAGING DIRECTOR - VICE-CHAIRMAN & TECHNODOMIKI EPENDITIKI S.A. MANAGING DIRECTOR 50.00%

ALKISTIS TRICHA- ATHANASSOULI REDS S.A. MEMBER - ELLINIKI TECHNODOMIKI TEB A.E. MEMBER - AKTOR S.A. VICE-CHAIRMAN - ASTIKES ANAPTYXIS S.A. MEMBER -

ELLINIKI TECHNODOMIKI – ENGINEERING CONSULTANTS LTD ADMINISTRATOR - MARIA-ANASTASIA KARATZA WIFE OF EMMANUEL KARATZAS ELLINIKI TECHNODOMIKI TEB A.E. MEMBER - ANDROMACHE S.A. CHAIRMAN - VISTONIS S.A. VICE-CHAIRMAN - CHAIRMAN & MANAGING DIMITRA S.A. DIRECTOR - HELLENIC QUARRIES S.A. VICE-CHAIRMAN - EXANTAS MARITIME COMPANY MEMBER - HELECTOR S.A. VICE-CHAIRMAN - PLO-KAT S.A. VICE-CHAIRMAN - ELTEB MEMBER - DIAKOPES AEGAEOU S.A. MEMBER - ASTRIOS S.A. MEMBER - TECHNODOMI S.A. MEMBER - TIMOLEON KAREFILLAKIS BISTONIS S.A. MANAGING DIRECTOR - PLO-KAT S.A. MANAGING DIRECTOR - VICE-CHAIRMAN & - TOMI S.A. MANAGING DIRECTOR

ANASTASIOS KALLITSANTSIS ELLINIKI TECHNODOMIKI TEB A.E. MANAGING DIRECTOR 5.75% HELLAS PARTICIPATIONS (LUXEMBOURG) S.A. MEMBER 20.00% HE&D S.A. MANAGING DIRECTOR -

HE&D RENEWABLES S.A. CHAIRMAN -

HE&D ENERGIAKI & EMPORIKI RODOU S.A. MANAGING DIRECTOR -

P.M.S. PARKING SYSTEMS S.A. CHAIRMAN & MANAGING DIRECTOR -

REDS S.A. VICE-CHAIRMAN & MANAGING DIRECTOR -

AEOLIKA PARKA OF GREECE TRIZINA S.A. CHAIRMAN - AEOLIKA PARKA MALEA S.A. CHAIRMAN - AEOLIKI ANTISSAS S.A. CHAIRMAN - AEOLIKI ZARAKA METAMORFOSSIS S.A. CHAIRMAN - AEOLIKI KANDILIOU S.A. CHAIRMAN - AEOLIKI OLYMPUS EVIA S.A. CHAIRMAN - AEOLIKI PANEIOU S.A. CHAIRMAN - AEOLIKI PARNONOS S.A. CHAIRMAN - AKTOR S.A. MEMBER ASTIKES ANAPTYXIS S.A. MEMBER -

YALOU ANAPTIXIAKI S.A. CHAIRMAN & MANAGING DIRECTOR -

YALOU EMPORIKI & TOURISTIKI S.A. CHAIRMAN & MANAGING DIRECTOR -

DIETHNIS ALKI S.A. CHAIRMAN & MANAGING DIRECTOR - NBG REAL ESTATE S.A. MEMBER - CHAIRMAN & MANAGING ELLINIKI TECHNODOMIKI ENERGIAKI S.A. DIRECTOR - HELLENIC LIGNITES S.A. CHAIRMAN THISVI POWER GENERATION DESIGN S.A. MANAGING DIRECTOR - HELECTOR S.A. MEMBER -

KANTZA S.A. CHAIRMAN & MANAGING DIRECTOR -

KANTZA EMPORIKI S.A. CHAIRMAN & MANAGING DIRECTOR -

LOFOS PALLINI S.A. CHAIRMAN & MANAGING DIRECTOR - MOTORWAY SERVICE STATIONS S.A. MANAGING DIRECTOR - TERPANDROS AEOLIKA PARKA S.A. CHAIRMAN - TETRAPOLIS AEOLIKA PARKA S.A. CHAIRMAN - ELLINIKI TECHNODOMIKI – ENGINEERING CONSULTANTS LTD - 2.50% TECHNODOMIKI EPENDITIKI S.A. CHAIRMAN 50.00%

NICOLAOS TRICHAS CHAIRMAN & MANAGING ELLINIKI TECHNODOMIKI TEB A.E. DIRECTOR 2.69% E-CONSTRUCTION ΑΕ MEMBER - REDS S.A. MEMBER - ASTIKES ANAPTYXIS S.A. MEMBER - ATTIKA DIODIA MEMBER - ATTICA TELECOMMUNICATIONS S.A. MEMBER - ATTIKI ODOS S.A. MEMBER - GEFYRA MARINE S.A. VICE-CHAIRMAN - HELLENIC LIGNITES S.A. VICE-CHAIRMAN -

CHRISTOFOROS VOYATZOGLOU ELLINIKI TECHNODOMIKI TEB A.E. MEMBER -

GEORGOS BEKIARIS ELLINIKI TECHNODOMIKI TEB A.E. MEMBER - REDS S.A. MEMBER -

ELLINIKI TECHNODOMIKI TEB (% of participation greater than 10%) ASTIKES ANAPTYXIS S.A. 100.00% ELLINIKI TECHNODOMIKI – ENGINEERING CONSULTANTS LTD 87.50% GEFYRA S.A. 15.48% DIETHNIS ALKI S.A. 100.00% PIRA S.A. 50.00% TECHNOLIT S.A. 33.33% ATTIKI ODOS S.A. 22.10% TECHNOVAX S.A. 26.45% INTERTASK S.A. 43.00% KANTZA S.A. 84.55% HELECTOR S.A. 90.00% HE & D S.A. 33.33% AKTOR S.A. 70.31% REDS S.A. 50.83% YALOU ANAPTIXIAKI S.A. 65.00% ATTIKA DIODIA S.A. 22.11% MOTORWAY SERVICE STATIONS S.A. 65.00%

HE&D RENEWABLES S.A. 100.00% AEOLIKI KANDILIOU S.A. 75.31% AEOLIKI PANEIOU S.A. 85.33% AEOLIKI OLYMPUS EVIA S.A. 51.43%

AEOLIKA PARKA OF GREECE TRIZINA S.A. 52.86% AEOLIKI PARNONOS S.A. 85.00% AEOLIKI ZARAKA METAMORFOSSIS S.A. 95.56%

ELLINIKI TECHNODOMIKI ENERGIAKI S.A. 100.00% ANDROMACHE S.A. 40.00% ATTICA TELECOMMUNICATIONS S.A. 39.19% DEVELOPMENT AND ADMINISTRATION OF ENERGY & WATER RESOURCES 32.00% TETRAPOLIS AEOLIKA PARKA S.A. 77.62% TERPANDROS AEOLIKA PARKA S.A. 69.72% AEOLIKI ANTISSAS S.A. 69.00% CO-OWNERSHIP OF PSYTALIA - THEMELIODOMI 33.33% E-CONSTRUCTION S.A. 37.50% ATHENS RESORT CASINO Α.Ε. 30.00%

ATHENS PARKING STATIONS S.A. 20.00% ASTERION S.A. 50.00% NORTH ATHENS GAS COMPANY S.A. 35.00% POLISPARK AE 20.00%

ALPHA AEOLIKI MOLAON LAKONIAS S.A. 32.50% GEFYRA LITOURGIA S.A. 15.48%

The members of the Board of Directors and the main shareholders in AKTOR (with participations greater than 10%) hereby state that they do not participate in the Boards of Directors or in the share capital of other companies with participations greater than 10% nor do they exert influence over their management nor do they have any relationship with other companies other than those listed above.

Moreover, there are no business relationships, agreements, contracts or transactions between AKTOR and the companies in the share capital or in the Board of Directors of which participate the members of the Board of Directors or the main shareholders in AKTOR. The only exemptions to that are the relations referred to in chapter 9.7 of this Annual Report which refers to inter-company transactions.

6.11. Organizational Chart

BOARD OF DIRECTORS

INTERNAL AUDIT

GENERAL MANAGEMENT

QA / QC FINANCIAL SERVICES

COMMERCIAL LEGAL MANAGEMENT & SERVICES BIDS

SUPPORT & ENGINEERING

INFRASTRUCTURE BUILDING BUILDING PROJECTS PROJECTS PROJECTS

WASTE & PROJECTS IN PROJECTS IN RENOVATION & WASTEWATER ATTICA ELECTROMECHANICAL SPECIAL PROJECTS IN REST OF NORTH GREECE RESTORATION TREATMENT PROJECTS PROJECTS PROJECTS SOUTH GREECE GREECE PROJECTS

6.12. Personnel

In 2004 AKTOR employed on average 3,281 people. Note that the number of field workers varies both from year to year and during the course of each year, depending on the progress of projects for which these workers have been employed.

The table below presents the changes in the number of permanent staff of AKTOR for the period 2002- 2004 and the classification of employees into administration staff and field workers:

AKTOR’s average number of staff for 2002-2004

2002 2003 2004 Administration staff 978 1,705 2,128 Field workers 1,243 1,608 1,153 Total 2,221 3,313 3,281

In 2004, 518 of the Company’s employees were graduates of university or of higher-level education, 1,171 were graduates of secondary level education and 1,592 were of basic education.

Personnel Expenses for the three-year period 2002-2004 are shown in the table below:

Personnel expenses for 2002-2004 (in 000 €) 2002 2003 2004 Administration staff 26,162.08 39,781.16 42,397.82 Field workers 21,258.85 33,418.90 23,620.11 Total 47 ,420 .93 73 ,200 .06 66 ,017 .93

Since the Company is aware of the significance of labour relations for its successful operation, it maintains excellent relations with its staff and no labour disputes have arisen.

6.13. Investments in the period 2002-2004

In order to maintain its leading position in the construction sector, the Company invests heavily in machinery, equipment and transportation vehicles. The Company's major investments over the three- year period 2002-2004 are shown in the following table.

Below are shown some of the main investments of the Company from 2002-2004:

INVESTMENTS FOR 2002-2004 (in ‘000 €) TOTAL for 3-year 2002 2003 2004 period ESTABLISHMENT EXPENSES (cost of acquisition) 1,168 .22 483 .4 379 .7 2,031 .31 1.75% I. Intangible assets 16,116.77 0.00 0.00 16 ,116 .77 13 .88% II. Tangible assets Fields - Lots 309.62 1,298.11 0.00 1,607 .73 1.38% Buildings and technical works 0 118.59 0.00 118 .59 0.10% Machinery – installations and other technical equipment 11,075.80 9,771.27 2,684.09 23 ,531 .16 20 .26% Transportation equipment 1,117.06 524.53 588.78 2,230 .37 1.92% Furniture and other equipment 692.98 1,079.18 647.58 2,419 .74 2.08% Fixed assets under construction and advance payments 881.19 196.23 399.44 1,476 .86 1.27% Total Fixed Assets (I + II) 30 ,193 .42 12 ,987 .91 4,319 .89 47 ,501 .22 40 .91% Investments in participations 58,333.09 2,713.73 5,545.26 66 ,592 .08 57 .35% Grand total 89,694 .73 16 ,185 .07 10 ,244 .81 116 ,124 .61 100 .00%

For the three-year period 2002-2004 investments in fixed assets amounted to €47,501.22 thousand and investments in participations to €66,592.08 thousand.

The table below shows the participations of AKTOR in affiliated enterprises and in consortia during the said three-year period:

INVESTMENTS IN PARTICIPATIONS (in €) COMPANY/ CONSORTIUM 2002 2003 2004 ELLINIKI TECHNODOMIKI TEB A.E. 1 14,057,157.48 -4,542,332.88 -1,531,847.28 2 ATTIKI ODOS S.A. 7,274,527.20 0.00 0.00 3 ATHENS PARKING STATIONS S.A. -763,022.74 0.00 0.00 HELLENIC ENERGY & DEVELOPMENT S.A. 4 (HE&D) 99.54 0.00 0.00 5 TEMKAT S.A. -4,009,317.42 36,472.00 0.00 6 TEB S.A. -16,931,507.08 0.00 0.00 7 HELLENIC QUARRIES S.A. 1,499,685.00 3,168,750.00 3,771,593.60 8 ATTIKA DIODIA S.A. 97,257.81 0.00 0.00 9 ATTIKES DIADROMES S.A. -76,671.46 0.00 0.00 10 PYRROS S.A. 594,486.00 2,457,107.60 -3,771,593.60 11 DIMITRA S.A. 0.00 10,100.00 0.00 12 TOMI S.A. 21,639,747.17 527,879.68 0.00 13 BISTONIS S.A. 0.00 0.00 3,195,000.00 14 ATTICA TELECOMMUNICATIONS S.A. 878,544.52 341,515.80 -1,322,514.52 PALLIREA REAL ESTATE TECHNICAL COMPANY 15 S.A. 0.00 0.00 2,500,000.00

16 ADEYP S.A. 144.86 0.00 0.00 17 TRIGONON S.A. 17,134,841.87 0.00 0.00 18 KASTOR S.A. 15,788,409.42 0.00 0.00

19 S.C. AKTOROM SRL 150,000.00 0.00 0.00 20 PSYTALIA MARITIME CO. 270,000.00 0.00 0.00 21 GEFYRA MARITIME CO. 4,535.64 0.00 0.00 22 INTEGRATION LTD 20,542.92 0.00 0.00 23 NORTH ATHENS GAS COMPANY S.A. 0.00 210,000.00 0.00 24 CO-OWNERSHIP PSYTALIA 0.00 293,470.29 -293,470.29 25 GREEK MINES S.A. 0.00 69,000.00 2,783,000.00 26 AKTOR OPERATIONS LTD 0.00 223,716.36 0.00 27 AKTOR CONSTRUCTIONS INTERNATIONAL LTD 0.00 17,282.50 0.00 28 CONSORTIA 703,625.70 -99,233.90 215,095.04 58 ,333 ,086 .43 2,713 ,727 .45 5,545 ,262 .95

7. FINANCIAL HIGHLIGHTS

7.1. Activity

The Company is active in the construction sector and is primarily involved in road works, building construction and electromechanical projects.

The allocation of the overall turnover (from the Company and the consortia) per category of project for the years 2002-2004 is presented in the following table. (The table refers to: road works, building construction, hydraulic, harbour, electromechanical, industrial / energy and other projects).

PROJECT CATEGORIES (sums in ‘000 €)

ROAD BUILDING INDUSTRIAL/ GRAND YEAR WORKS CONSTRUCTION HYDRAULIC HARBOUR E/M /ENERGY OTHER TOTAL 2002 358,517.55 356,980.38 1,513.60 11,064.79 12,021.31 1,413.84 8,589.49 750 ,100 .96 2003 476,927.13 313,531.64 8,725.91 15,691.10 15,498.04 1,974.33 28,168.31 860 ,516 .46 2004 250,354.99 271,969.85 6,647.05 6,305.14 73,333.54 1,203.53 20,394.42 630 ,208 .52 TOTAL 1,085 ,799 .67 942 ,481 .87 16 ,886 .56 33 ,061 .03 100 ,852 .89 4,591 .70 57 ,152 .22 2,240 ,825 .94

The values of projects implemented appear in historical prices.

7.2. Income statement

The table below presents the Income Statements of the Company for the three-year period 2002-2004 .

INCOME STATEMENT (in ‘000 €) 2002 2003 2004 Turnover Company 302,620.49 467,066.06 342,163.13 Consortia 447,480.48 393,450.39 288,045.40 Total Turnover 750 ,100 .96 860 ,516 .46 630 ,208 .52 Less: Cost of work performed (excluding depreciation) 265,860.41 386,359.95 255,600.02 Gross profit from Company turnover (1) 36 ,760 .07 80 ,706 .11 86 ,563 .11 As a % of Company turnover 12.1% 17.3% 25.3% Plus: Other operating income 1,751.46 4,463.58 1,516.32 Total 38 ,511 .53 85 ,169 .70 88 ,079 .43 As a % of Company turnover 12.7% 18.2% 25.7% Administrative expenses (1) 5,987.29 8,236.29 9,865.29 As a % of Company turnover 2.0% 1.8% 2.9% Operating result (1) 32 ,524 .25 76 ,933 .41 78 ,214 .14 As a % of Company turnover 10.7% 16.5% 22.9% Plus: Income from participation in consortia (2) 95,444.64 72,170.71 41,852.28 As a % ofCompany turnover 21.3% 18.3% 14.5% Plus: Income from securities 2,550.11 1,526.26 1,386.09 Plus: Profit from sale of participations and securities 0.00 0.00 0.00

Less: Expenses and losses from consortia and securities 5,670.83 13,728.86 10,538.38 Plus: Extraordinary and non-operating income & profit 450.08 111.39 481.17 Less: Extraordinary and non-operating expenses, losses 2,078.81 4,081.59 3,159.58 & provisions Profit before Interest, Tax and Depreciation 123 ,219 .44 132 ,931 .31 108 ,235 .73 As a % of total turnover 16.4% 15.4% 17.2% Plus: Interest and related income 674.84 299.40 255.35 Less: Interest charges and related expenses 1,150.38 1,691.49 1,191.41 Profit before Tax and Depreciation 122 ,743 .90 131 ,539 .22 107 ,299 .66 As a % of total turnover 16.4% 15.3% 17.0% Less: Depreciation 17,848.27 18,079.36 16,802.90 Profit before Tax 104 ,895 .63 113 ,459 .86 90 ,496 .77 As a % of total turnover 14.0% 13.2% 14.4% Income tax and other taxes 37,065.83 38,848.25 33,607.66 Directors’ remuneration & share option scheme 3,750.00 3,750.00 6,000.00 Profit after Tax, Directors’ remuneration & share option scheme 64 ,079 .81 70 ,861 .61 50 ,889 .11 (as a % of total turnover) 8.5% 8.2% 8.1%

Prior years’ tax differences 0.00 0.00 0.00

Profit after Tax, Directors’ remuneration and prior years’ tax differences 64 ,079 .81 70 ,861 .61 50 ,889 .11

(1) Before depreciation. The allocation of depreciation per year is as follows:

ALLOCATION OF DEPRECIATION (in ‘000’ €) 2002 2003 2004 COST OF WORK PERFORMED 11,599.01 13,307.61 11,816.57 ADMINISTRATIVE EXPENSES 1,998.45 1,262.53 1,466.17 DEPRECIATION NOT INCLUDED IN OPERATING COST 4,250.81 3,509.22 3,520.16 TOTAL DEPRECIATION RECORDED 17 ,848 .27 18 ,079 .36 16 ,802 .90 (2) Revenues from consortia are before tax.

Remarks concerning the main financial figures of AKTOR are presented below:

Turnover

The Company turnover in 2004 amounted to €342,163.13 thousand compared to 2003 when it amounted to €467,066.06 thousand. The total turnover from consortia amounted to €288,045.40 thousand as compared to €393,450.39 thousand in 2003. The total turnover from consortia in 2004 amounted to €630,208.52 thousand compared to 2003, when it amounted to €860,516.46 thousand. The decrease in turnover from projects carried out 100% by the Company and from projects carried out with consortia is due to the completion in the operating period 2004 of the Olympic Games projects and to the delay of public works auctioning. Note that the Company’s income is calculated according to the gradual project completion method which has been adopted as standard practice.

The breakdown of the turnover per category of projects for the three-year period 2002-2004 is shown in the following table:

BREAKDOWN OF TURNOVER (in ‘000 €) 2002 2003 2004 A. Projects carried out fully by the Company Public works 64,664.07 272,401.94 152,045.38 Private works 142,480.73 101,003.50 131,995.05 Self-financed works 95,475.69 93,660.62 58,122.70 Sub-total (A) 302 ,620 .49 467 ,066 .06 342 ,163 .13

B. Projects carried out with consortia Public works 357,632.84 323,776.75 246,072.66 Private works 24,647.74 37,925.31 12,990.14 Self-financed works 65,199.89 31,748.33 28,982.59 Sub-total (B) 447 ,480 .47 393 ,450 .39 288 ,045 .39 GRAND TOTAL (A + B) 750 ,100 .96 860 ,516 .46 630 ,208 .52

Cost of work performed

The projects execution cost (excluding depreciation) for the operating period amounted to €255,600.02 thousand. The said amount is broken down as follows:

AKTOR’s COST OF WORK PERFORMED 2004 (in ‘000’ €) AMOUNT % Α. CONSUMABLES Work in progress Raw direct and indirect materials - containers 66,942.28 26.19% Consumable materials 6,068.19 2.37% Spare parts 5.26 0.00% Sub-total (A) 73 ,015 .73 28 .57% B. OPERATING EXPENSES Staff salaries and similar expenses 50,326.80 19.69% Third-party fees and expenses 110,824.50 43.36% Charges for utilities 13,079.47 5.12% Tax – Duties 1,427.61 0.56% Sundry Expenses 6,925.91 2.71% Sub-total (B) 182 ,584 .29 71 .43% GRAND TOTAL (A) + (B) 255 ,600 .02 100 .00%

Gross profit

The Company’s gross profit for 2004 increased from € 80,706.11 thousand in 2003 to €86,563.11 thousand. Note that the gross profit is before depreciation. Gross profit, expressed as a percentage of Company turnover, increased to 25.3% in 2004 compared to 17.3% in 2003. The increase in the gross profit margin is due to the restraint of the cost of projects carried out fully by the Company.

Administrative expenses

Administrative expenses (excluding depreciation) increased to €9,865.29 thousand in 2004 from €8,236.29 thousand in 2003. Administrative expenses as a percentage of Company turnover were increased from 1.8% in 2003 to 2.9% in 2004. The increase in administrative expenses is due to the increase in need for administrative personnel for the completion of the Olympic Games projects.

Income from participation in consortia

This account contains the profit before tax that comes from consortia in which the Company participates. In 2004 income from participation in consortia amounted to 14.5% of the turnover from consortia, compared to 18.3% in 2003. For 2004 this type of income reached €41,852.28 thousand.

Income from securities

The table below presents a breakdown of income from securities amounting to €1,386.09 thousand during the operating period 2004:

Income from securities 2004 (in €) Sum Dividends from shares listed on the ATHEX - ELLINIKI TECHNODOMIKI TEB A.E. 513,247.80 - MINOAN LINES S.A. 11.60 - GLOBAL S.A. 4,999.80 Dividends from shares not listed on the ATHEX - Income from Repos 280,513.11 - Income from bank bonds 79,221.19 - Income from other securities 508,100.75 1,386,094.25

Expenses and losses from consortia and securities This account mainly includes losses from consortia in which the company participates. Note that AKTOR does not exercise management in most of these consortia and that their accounting books are not kept at its registered offices. The above said expenses amounted to €10,538.38 thousand during 2004 and relate to losses from consortia.

Extraordinary and non-operating income and profit Extraordinary and non-operating income and profit for 2004 amounted to €481.17 thousand and is broken down as shown in the table below:

Extraordinary and non-operating income Other extraordinary and non-operating income 33,340.91 Exchange differences 5,481.94 Other extraordinary income 6.26 Total 38,829.11

Extraordinary income Extraordinary income from the sale of assets 243,790.74 Other extraordinary income 8,189.98 Total 251,980.72

Prior periods’ income Other prior periods’ income 190,364.96

Extraordinary and non-operating expenses / losses

The Company’s extraordinary and non-operating expenses and losses for 2004 contain non-operating expenses of €3,159.58 thousand resulting from the following sources:

Extraordinary and non-operating expenses Tax fines and surcharges 22,698.36 Exchange differences 16,474.67 Other extraordinary and non-operating expenses 2,099,631.04 Highway code fines, etc. 15,010.84 Other 56,381.10 Total 2,210,196.01

Extraordinary losses Extraordinary losses from the sale of assets 113,326.98

Prior periods’ expenses Other prior periods’ expenses 836,061.67

Interest charges and related expenses

The company had no bank debt and the said expenses relate mainly to commission on letters of guarantee. During 2004, interest charges and related expenses amounted to €1,191.41 thousand.

Depreciation

The table below shows the allocation of depreciation to Company operating costs for the three-year period 2002-2004:

ALLOCATION OF DEPRECIATION (in ‘000 €) 2002 2003 2004 COST OF WORK PERFORMED 11,599.01 13,307.61 11,816.57 ADMINISTRATIVE EXPENSES 1,998.45 1,262.53 1,466.17 DEPRECIATION NOT INCLUDED IN OPERATING COST 4,250.81 3,509.22 3,520.16 TOTAL DEPRECIATION RECORDED 17 ,848 .27 18 ,079 .36 16 ,802 .90

Profit before Tax

Profit before Tax amounted to €90,496.77 thousand during 2004, compared to € 113,459.86 thousand in 2003, having been decreased by 20.2%. The net profit margin was increased from 13.2% in 2003 to 14.4% in 2004. The increase in the net profit margin is due mainly to the restraint of the cost of projects carried out fully by the Company and the following increase in the gross profit of Company turnover.

7.3. Financial Expenses

AKTOR has no bank debt. The financial expenses recorded in its financial statements primarily represent commissions on letters of guarantee.

7.4. Appropriation of Profit before Depreciation

The appropriation of profit before depreciation over the three-year period 2002-2004 is shown in the table below:

TOTAL (in ‘000’ €) 2002 2003 2004 2002-2004 %

Profit before tax and depreciation 122,743.90 131,539.22 107,299.66 361,582.79 98.4% Reserves for appropriation 996.53 1,295.44 3,614.49 5,906.46 1.6% TOTAL 123 ,740 .43 132 ,834 .67 110 ,914 .15 367 ,489 .25 100 .0% Appropriated as follows: Total depreciation 17,848.27 18,079.36 16,802.90 52,730.53 14.3% Legal reserve 3,379.86 3,731.56 2,863.19 9,974.61 2.7% Extraordinary & Special Reserves 11,417.25 11,660.42 7,664.90 30,742.56 8.4% Tax-exempt Reserve 4,879.75 11,260.99 2,164.82 18,305.57 5.0% Other reserves 0.00 0.00 0.00 0.00 0.0% Tax 37,065.83 38,848.25 33,607.66 109,521.73 29.8% Tax on reserves for appropriation 348.78 453.41 1,265.07 2,067.26 0.6% Prior years’ tax differences 0.00 0.00 0.00 0.00 0.0% Dividends 45,050.68 45,050.68 40,545.62 130,646.98 35.6% Directors’ remuneration 750.00 750.00 1,000.00 2,500.00 0.7% Appropriation of profit to staff 3,000.00 3,000.00 5,000.00 11,000.00 3.0% Profit carried forward 0.00 0.00 0.00 0.00 0.0% Less: Capitalized dividends and current year’s profit (in increase in the share capital) 0.00 0.00 0.00 0.00 0.0% TOTAL 123 ,740 .43 132 ,834 .67 110 ,914 .15 367 ,489 .25 100 .0%

As shown in the table above, during the 3-year period 2002-2004, 35.6% of the profit before depreciation was disposed for the appropriation of dividends, 14.3% was used against depreciation, 30.4% was for the payment of Tax and 16.1% was retained by the Company in the form of reserves.

7.5. Financial Position

ASSETS 31/12/2002 31/12/2003 31/12/2004 Formation expenses 3,822 .59 4,433 .00 4,810 .32 Depreciation 2,720.43 3,868.30 4,755.59 Net formation expenses 1,102 .16 564 .70 54 .73 Net intangible assets 12 ,893 .41 9,670 .06 6,446 .71 Tangible assets 102,661.88 120,689.76 123,446.32 Less: Accumulated depreciation 51,507.54 63,967.00 75,295.90 Net tangible assets 51 ,154 .35 56 ,722 .76 48 ,150 .42 133,969.98 Participations – Other long-term receivables 125,732.25 128,462.08 Total Fixed Assets 189 ,780 .01 194 ,854 .90 188 ,567 .11 Stocks 1,243.46 3,724.78 10,351.31 Trade debtors 96,245.88 132,478.50 132,346.56 Short-term receivables from consortia we 57,086.66 81,541.98 63,130.78 participate in Doubtful – Disputed debtors 660.75 894.39 799.05 Sundry debtors 29,453.56 53,101.94 53,902.80 Other receivables 1,297.40 6,772.17 6,750.79 Securities 914.26 932.77 508.12 Cash and deposits 73,078.35 67,830.75 68,636.29 Current assets 259,980.30 347,277.28 336,425.70 Prepayments and Accrued Income 1,255.63 894.73 2,448.58 TOTAL ASSETS 452 ,118 .10 543 ,591.61 527 ,496 .12 Memo Accounts 471,773.95 471,099.13 446,756.74 LIABILITIES Share capital 97,985.24 97,985.24 117,582.29 Paid in Capital (Share premium) 117,560.53 117,560.53 103,063.99 Revaluation of fixed assets – investment 407.52 7,234.18 1,043.04 grants Capital reserves 46,157.57 71,515.09 80,593.52

Total Shareholders Equity 262 ,110 .86 294 ,295 .04 302 ,282 .83 Provisions 73 .98 73 .98 114 .17 Short-term Liabilities Suppliers 26,695.69 60,949.96 50,969.79

Liabilities from participation in consortia 44,611.90 41,768.05 39,283.27 Dividends payable 45,358.59 45,488.40 41,136.36 Advances from trade debtors 7,576.19 16,513.00 31,070.14 Social security, tax & duties 26,616.13 32,577.92 27,806.65 Sundry creditors 32,089.98 33,319.41 24,523.80

Total short-term liabilities 182 ,948 .50 230 ,616 .74 214 ,790 .00 Accruals and Deferred Income 6,984.77 18,605.85 10,309.11 TOTAL LIABILITIES 452 ,118 .10 543 ,591 .61 527 ,496 .12 Memo Accounts 471,773.95 471,099.13 446,756.74

Intangible Assets

The net intangible assets as at 31.12.2004 amounted to €6,446.71 thousand and are broken down as follows:

INTANGIBLE ASSETS as at 31.12.2004

(in €) Acquisition cost Depreciation Net value

Receivables from participation in consortia – Law 2992/02 (branch) 6,831,226.08 4,098,735.63 2,732,490.45 Receivables from participation in consortia – Law 2992/03 (Central offices) 9,285,541.06 5,571,324.48 3,714,216.58 Total 16,116,767.14 9,670,060.11 6,446,707.03

Tangible assets

The tangible assets of the Company (in acquisition cost) increased from €120,689.76 thousand on 31.12.2003 to €123,446.32 thousand on 31.12.2004. The Company’s tangible assets are shown in detail in the table below

Tangible assets as at 31.12.2004 (in €) Land 10,626,172.12 0.00 10,626,172.12 Buildings & Technical works 5,172,694.82 1,307,750.21 3,864,944.61 Machinery – installations and other technical equipment 80,644,132.29 51,466,819.17 29,177,313.12 Transportation equipment 20,441,628.88 17,944,596.12 2,497,032.76 Furniture & other equipment 5,299,848.64 4,576,730.86 723,117.78 Fixed assets under construction and advance payments 1,261,840.06 0.00 1,261,840.06 Total 123 ,446 ,316 .81 75 ,295 ,896 .36 48 ,150 ,420 .45

Participations in affiliates and other companies

The Company’s participations amounted to €133,872,312.91 on 31.12.2004. This account includes both participations in affiliated companies and subsidiaries, as well as participations in consortia. The participations were valued as follows: a) for securities listed on the stock exchange, at the lowest price between the acquisition cost and its current price which is defined as the average of the stock exchange price for the last month of the year; b) in cases of shares in Sociétés Anonymes not listed on the stock exchange as well as in cases of participations in companies of other legal forms (limited liability companies, general and limited partnerships) at their acquisition cost pursuant to the tax laws.

AKTOR PARTICIPATIONS as at 31.12.2004 (in €) Company Total Number Share % of Acquisition Equity capital Internal book Difference number of of shares nominal participation cost on 31.12.2004 3 value of between shares of held by value 31.12.2004 31.12.2004 participation internal book the AKTOR value of company participation and acquisition cost ELLINIKI TECHNODOMIKI 128,388,154 2,368,836 0.71 7,982,977.32 491,726,629.82 9,072,641.88 1,089,664.56 1 TEB A.E. 1.85% HELLENIC 1,477,137 1,268,449 5.55 10,494,115.17 12,403,730.70 10,651,347.71 157,232.54 2 QUARRIES S.A. 85.87% 3 ATTIKI ODOS S.A. 2,366,400 403,910 73.40 17.07% 29,869,827.90 584,749,689.33 99,808,251.78 69,938,423.88 HELLENIC ENERGY & DEVELOPMENT 100,500 33,500 29.35 983,225.00 1,768,602.82 589,534.27 -393,690.73 4 S.A. 33.33% 5 ATTIKA DIODIA S.A. 2,140,805 365,557 0.30 17.08% 109,667.10 2,609,131.53 445,526.94 335,859.84 1 6 HELECTRON S.A. 10,000 5,000 2.93 50.00% 14,673.51 22,133.78 11,066.89 -3,606.62 2 7 HELIDONA S.A. 8,000 4,000 14.67 50.00% 58,694.06 162,982.59 81,491.30 22,797.24 8 YALOU S.A. 950,000 332,500 2.93 35.00% 975,788.70 2,531,674.06 886,085.92 -89,702.78 9 KANTZA S.A. 2,460,000 380,020 2.93 15.45% 1,088,041.09 6,350,754.64 981,062.51 -106,978.58 10 ANDROMACHE S.A. 60,000 36,000 20.00 60.00% 720,000.00 1,139,029.83 683,417.90 -36,582.10 11 DIMITRA S.A. 200,000 101,000 1.00 50.50% 101,000.00 149,975.40 75,737.58 -25,262.42 12 TOMI S.A. 2,177,064 2,177,064 1.62 100.00% 37,699,429.49 26,346,189.93 26,346,189.93 -11,353,239.56 13 BISTONIS S.A. 32,340 24,579 30.00 76.00% 3,195,000.00 1,243,630.65 945,182.37 -2,249,817.63 HELLENIC LIGNITES S.A. (formerly 1,160,000 1,160,000 1.00 2,500,000.00 1,128,804.53 1,128,804.53 -1,371,195.47 14 PALLIREA S.A.) 100.00% 15 A.D.E.Y.P. S.A. 174,000 55,680 3.00 32.00% 167,040.00 93,079.88 29,785.56 -137,254.44 16 TRIGONON S.A. 1,934,765 1,934,765 3.00 100.00% 17,134,841.87 7,764,739.99 7,764,739.99 -9,370,101.88 17 KASTOR S.A. 1,791,331 1,791,331 2.00 100.00% 15,824,881.42 4,234,059.85 4,234,059.85 -11,590,821.57

18 S.C. AKTOROM SRL 3,319 3,319 6.03 100.00% 150,000.00 43,128.54 43,128.54 -106,871.46 PSYTALLIA 270,000 90,000 3.00 270,000.00 810,000.03 270,000.01 0.01 19 MARITIME CO. 33.33% GEFYRA MARITIME 10,000 1,548 2.93 4,535.64 29,300.00 4,535.64 0.00 20 CO. 15.48% 1 21 INTEGRATION LTD 2,100 700 29.35 33.33% 20,542.92 352,953.69 117,651.23 97,108.31 E.A.P. (NORTH ATHENS GAS 7,000 2,100 100.00 210,000.00 398,000.80 119,400.24 -90,599.76 22 COMPANY) S.A. 30.00% 23 GREEK MINES S.A. 2,590,000 2,590,000 1.00 100.00% 2,852,000.00 2,758,240.01 2,758,240.01 -93,759.99 AKTOR 1.00 11,000 11,000 223,716.36 -2,011,057.00 -2,011,057.00 -223,716.36 24 OPERATIONS LTD CYP 100.00% AKTOR CONSTRUCTIONS 1.00 10,000 10,000 17,282.50 -2,905.00 -2,905.00 -17,282.50 INTERNATIONAL CYP 25 LTD 100.00% CONSORTIA 1,205,032.86 1,205,032.86 0.00 Total 133 ,872 ,312 .91 166 ,238 ,953 .43 34 ,380 ,602 .52

1 Based on the equity capital shown in the 2000 financial statements . 2 Based on the equity capital shown in the 2003 financial statements . 3 Apart from the participation in the company ELLINIKI TECHNODOMIKI TEB A.E. for which the average stock exchange value for December 2004 is presented, since it is listed on the ATHEX .

Trade debtors

The Company’s receivables from trade debtors on 31.12.2004 amounted to €132,346.56 thousand remaining at approximately the same levels as last year. Note the Company is certain to collect the said receivables. The Greek State is the sole customer that represents more than 10% of company receivables from customers. The breakdown of customers as shown in the Company balance sheet dated 31.12.2004 is as follows:

RECEIVABLES FROM CUSTOMERS (in ‘000 €) TOTAL GREEK STATE 63,368.41 47.9% SUNDRY DEBTORS 68,978.15 52.1% TOTAL 132,346.56 100.00%

The table below shows the maturity profile of Company customers as at 31.12.2004.

MATURITY PROFILE FOR CUSTOMERS as at 31.12.2004 (in ‘000’ €) Amount % 1-30 days 15,678.22 7.32% 31-60 days 14,677.48 12.08% 61-90 days 9,056.50 9.33% 91-120 days 22,116.04 22.49% 121-180 days 13,217.11 11.86% 181-360 days 35,918.65 25.60% Above 360 days* 21,682.56 11.32% TOTAL 132 ,346 .56 100 .00% * Sum of €12,442.62 thousand regarding guarantees withheld.

Receivables from Consortia

The Company’s receivables from Consortia on 31.12.2004 amounted to €63,130.78 thousand and their maturity profile is presented in the following table. Note that the analysis of the maturity profile of these receivables constitutes a provision the Company. These receivables could possibly be set-off with possible future losses from consortia; in that case, the occurring receivables may be realized partly or in their entirety at a later time than the time of their occurrence. The final settlement of each receivable from consortia shall be made upon completion of the respective project and termination of the consortium. As a result, the break down of the maturity profile has to be considered to be indicative.

Sundry Debtors

The table below shows a breakdown of the balance of the “Sundry debtors” account amounting to €53,902.80 thousand on 31.12.2004:

SUNDRY DEBTORS as at 31.12.2004 (in ‘000 €) PREPAYMENTS TO GREEK STATE & WITHHELD TAX 2,164.30 OTHER DEBTORS 51,738.50 TOTAL 53,902.80

OTHER DEBTORS (in ‘000 €) SUM Management of projects on delivery 16,149.65 Consortium drawing accounts 21,287.85 Advances to suppliers 1,040.22 Sundry 12,726.82 Social Security Organizations 533.96 Other debtors 0.00 VAT debit balance 0.00 Social Security debit balance 0.00 Sundry creditors debit balance 0.00 TOTAL 51,738.50

Doubtful – Disputed customers and debtors

The Company’s account “Doubtful - disputed customers and debtors” amounted to €799.05 thousand on 31.12.2004 and it is broken down in the table below:

Doubtful – disputed customers and debtors as at 31.12.2004 (in €) D. PAPAD & Partners Ltd 134,996.33 AKTOR S.A. - ALTE (PRAKTIKER) CONSORTIUM 19,138.94 EMBEDOS S.A. CONSORTIUM for the DAM SETTA MANIKIA 443,660.42 AKTOR S.A. – ATEK S.A. & Partners (MEGALOPOLI) 201,254.81 Total 799 ,050 .50

Securities

The securities account, amounting to € 508,121.40 on 31.12.2004, includes shares in companies listed on the Athens Exchange.The breakdown of the shares in companies listed on the Athens Exchange is set out below:

CURRENT VALUE ACQUSITION BOOK (AVERAGE PARTICIPATIONS IN COST VALUE as VALUATION NUMBER MARKET VALUE in COMPANIES 31/12/04 at 31/12/04 DIFFERENCE OF SHARES December 2004) PER PER PER SHARE TOTAL SHARE TOTAL SHARE TOTAL 1. ΜΙΝΟΑΝ 580 1.21 701 .80 1.96 1,136 .80 1.21 701 .80 0.00

ASPIS MORTGAGE 2. 2,100 3.24 6,804 .00 2.86 6,006 .00 2.86 6,006 .00 -798 .00 BANK

ASPIS MUTUAL 3. INSURANCE 10,800 1.19 12 ,852 .00 0.75 8,100 .00 0.75 8,100 .00 -4,752 .00 COMPANY S.A. GLOBAL NEW EUROPE FUND 4. 166,660 3.00 499 ,980 .00 2.96 493 ,313 .60 2.96 493 ,313 .60 -6,666 .40 PORTFOLIO INVESTMENTS S.A.

GRAND TOTAL 520 ,337 .80 508 ,556 .40 508 ,121 .40 -12 ,216 .40

Cash & Deposits

The Company retained high levels of cash & deposits in order to ensure high liquidity so as to meet its needs in working capital without taking bank loans. During 2003 and 2004, the Company’s cash & deposits amounted to €67,830.75 thousand and €68,636.29 thousand respectively.

Short-term liabilities

On 31.12.2004 overall short-term liabilities amounted to €214,790.00 thousand and primarily included dividends payable and liabilities to suppliers and participations in consortia. Note that the company has no liabilities to the State or to social security organisations.

Suppliers

The table below shows the maturity profile for "liabilities to suppliers" account which on 31/12/2004 amounted to €50,969.79:

SUPPLIERS MATURITY PROFILE as at 31.12.2004 (in ‘000 €) TOTAL 1-30 days 18,405.19 36.1% 31-60 days 9,021.38 17.7% 61-90 days 12,023.37 23.6% 91-120 days 7,645.93 15.0% 121-180 days 3,873.92 7.6% TOTAL 50 ,969 .79 100 .00%

Liabilities to consortia

The Company’s liabilities to consortia, amounting to €39,283.27 thousand on 31.12.2004, are shown in detail in the following table:

LIABILITIES TO CONSORTIA as at 31.12.2004 (in €) CENTRAL OFFICES No CONSORTIUM SUM 1 ATTIKAT S.A. – AKTOR S.A. CONSORTIUM 58,112.34

2 AKTOR S.A. – ATEK S.A. CONSORTIUM 157,664.95 CONSORTIUM: AKTOR S.A. & CONSORTIUM ATTIKAT S.A. – TECHNODOMI 3 664,579.91 M.TRAVLOU BROS – PROMETHEUS S.A.

4 AKTOR S.A. CONSORTIUM - PETRIS TRINIKO CONSORTIUM 108.70 5 ATTIKAT S.A. – AKTOR S.A. CONSORTIUM 2,357,388.53 AKTOR S.A. – ATTIKAT S.A. CONSORTIUM PROJECT: KOUMARIA – AG. 6 ANASTASIA 238,829.23 LITOHORO – DION. Project CONSORTIUM: ATTIKAT S.A. – AKTOR S.A. 7 750,788.09

8 AKTOR S.A. – VIOTER S.A. KOMVOS HELLAS S.A. CONSORTIUM 772.02 9 THEMELIODOMI S.A - AKTOR S.A. CONSORTIUM 1,517,067.90 CONSORTIUM: ODON & ODOSTROMATON S.A. CONSORTIUM – IRIS S.A. – 10 OMAS S.A. - AKTOR S.A. - ALTE S.A. 296,560.39 11 AKTOR S.A. – J&P AVAX S.A. – ETETH S.A. CONSORTIUM 84,244.92 CONSORTIUM: AKTOR S.A. – AVAX S.A. – COMPLETION OF THE ATHENS 12 CONCERT HALL - PHASE II 309,587.39 NORTHERN FRONT PROJECT CONSORTIUM: ARTA – PHILIPPIADA BYPASS 13 325.32 14 OLYMPIC VILLAGE CONSORTIUM (TENDER PROCEDURE CANDIDATE) 224.22 PENDALOFOS DAM CONSORTIUM: AKTOR S.A. – TERNA S.A. – VIOTER S.A. 15 CONSORTIUM 444,249.35

AKTOR S.A.-PANTECHNIKI S.A. CONSORTIUM: WORKS AT ARACHTHOS - 16 444,001.58 PERISTERI PART Α' CONSORTIUM: AKTOR S.A. – J&P AVAX S.A. – ETETH S.A. – RAPSOMATI 17 TUNNEL 30,834.11 AVAX S.A., AKTOR S.A., ALTE S.A., ATTIKAT S.A., ELLINIKI TECHNODOMIKI S.A., ETETH S.A., K.I. SARANTOPOULOS S.A., PANTECHNIKI S.A., J & P 18 (HELLAS) S.A., TEB S.A., TEGK S.A. CONSORTIUM FOR THE ATTIKI ODOS 150,281.40 PROJECT

AKTOR S.A. – PANTECHNIKI S.A. – PROMETHEUS S.A. CONSORTIUM 19 2,499,584.88 CONSORTIUM: “AKTOR S.A.– MICHANIKI S.A. – TECHNIKI OLYMPIAKI S.A. – 20 I. G. KORONTZIS S.A. CONSORTIUM” – AKTOR – MICHANIKI – TECHNICAL 1,672,686.63 OLYMPIC - AEGEK – ELTER

21 CONSORTIUM: “AEGEK – AKTOR – SELI CONSORTIUM“ – J &P – AVAX 3,200,000.00 22 AKTOR S.A. - ALTE S.A. – GEKAT CONSORTIUM (OLYMPIC VILLAGE) 391,000.00 23 AKTOR S.A. – TERNA S.A – BIOTER CONSORTIUM 5,752.80 24 AKTOR – IMPREGILO SpA CONSORTIUM 2,272,978.42 25 AKTOR S.A. – THEMELIODOMI S.A. – EMPEDOS S.A. CONSORTIUM 284,554.55 26 AKTOR S.A. – PANTECHNIKI S.A. – J & P AVAX S.A. 3,832,172.37 27 AKTOR S.A. – PANTECHNIKI S.A. – J & P AVAX S.A. 1,718,037.09 28 AKTOR S.A. – ATTIKAT S.A. CONSORTIUM 227,247.95 AKTOR S.A. – TRIGONON S.A. CONSORTIUM: OPERATION OF DAM AT 29 56,853.64 SMOKOVO 30 AKTOR S.A. –MOCHLOS S.A. CONSORTIUM: RAINWATER 164,931.43 31 AKTOR S.A. – TRIGONON S.A. CONSORTIUM 40,748.76 CONSTRUCTION CONSORTIUM BETWEEN AKTOR S.A. –C. I. KALOGRITSAS: 32 832,770.47 CONSTRUCTION OF STATION AT AGIOS ANTONIOS

33 AKTOR S.A. – ERGAS S.A. CONSORTIUM: VIADUCTS AT KAVALA 280,914.10

J &P AVAX S.A. – AEGEK–AKTOR S.A. – VIOTER S.A. – TERNA S.A. 34 19,951.36 CONSORTIUM TOTAL CENTRAL OFFICES 25 ,005 ,804 .80

BRANCH No CONSORTIUM SUM 35 TEB S.A. – ELLINIKI TECHNODOMIKI CONSORTIUM 199.90 36 ELLINIKI TECHNODOMIKI – N. TOLIS CONSORTIUM 98.43 37 CONSORTIUM FOR THE PROJECT: OLYMPIC CYCLING TRACK 1,089.02

38 ELLINIKI TECHNODOMIKI S.A. – GNOMON S.A. CONSORTIUM 30,220.86 39 CONSORTIUM FOR OPEN SWIMMING POOL OF NEAPOLI 6,620.96 40 CONSORTIUM FOR THE PROJECT: BRIDGE of PIRAEUS PORT ORGANIZATION 11,020.79 41 GIANNOULIS – AVAX S.A. CONSORTIUM 2,082.69 42 CONSORTIUM FOR THE HOSPITAL OF RHODES 31,297.80 43 AKTOR S.A. - J&P(AVAX) S.A. CONSORTIUM 3,499.69 44 CONSORTIUM FOR DETOUR OF LARISSA PART 2 90,771.31 45 CONSORTIUM FOR THE KIFISSOS PROJECT: AKTOR S.A. – J & P AVAX S.A. 1,766.09 46 CONSORTIUM FOR THE HOSPITAL OF XANTHI Β. 17,033.05 47 CONSORTIUM FOR THE BRIDGE AT RIO 3,210,438.38 48 ELLINIKI TECHNODOMIKI – ACHILLEUS CONSORTIUM 2,174.82 49 CONSORTIUM FOR THE CONSTRUCTION OF HYATT HOTEL 286,046.60 50 CONSORTIUM FOR THE CONSTRUCTION OF AIRPORT FACADES 774.15 51 AKTOR S.A. – EMBEDOS S.A. CONSORTIUM (PRISONS AT HALKIDA) 18,225.72 52 ATHINA S.A. – AKTOR S.A. CONSORTIUM (POTI) 34,012.38 53 CONSORTIUM FOR THE CONSTRUCTION OF EKO-FILM PLANT 23,674.72 54 ELLINIKI TECHNODOMIKI S.A. – THEMELIODOMI S.A. CONSORTIUM 697,694.54 55 J&P AVAX S.A. – TEB S.A. - VAMED ENGINE CONSORTIUM 34,917.97 56 TEB S.A. – PROODEFTIKI S.A.- THEMELI CONSORTIUM 102,098.67 57 MICHANIKI S.A. – SARANTOPOULOS S.A. CONSORTIUM - 14,334.61 58 POSIDON CONSORTIUM 29,347.03 59 EKTER S.A. – AKTOR S.A. CONSORTIUM 308,720.67 60 AKTOR S.A. – EMBEDOS S.A. CONSORTIUM 20,746.85 61 AKTOR S.A. – PROODEFTIKI S.A. CONSORTIUM 1,639.22 ATHINA S.A. – THEMELIODOMI S.A. – AKTOR S.A. – CH. KONSTANTINIDIS 62 129,858.51 S.A. – TECHNERGA – TSAMBRAS S.A. CONSORTIUM 63 AKTOR S.A. – ELLINIKI TECHNODOMIKI S.A. CONSORTIUM 224.22 64 ELLINIKI TECHNODOMIKI – AKTOR S.A. – TEB S.A. CONSORTIUM 1,371.70 65 J&P HELLAS S.A. – ELLINIKI TECHNODOMIKI S.A. CONSORTIUM 431,033.71 66 TERNA S.A. – AKTOR S.A. - J&P AVAX S.A. CONSORTIUM 4,894,054.13 67 TERNA S.A. - AKTOR S.A. - J&P AVAX S.A. CONSORTIUM 121,482.39 68 AKTOR S.A. - J &P AVAX S.A CONSORTIUM 669,178.52 CONSORTIUM FOR THE CONSTRUCTION OF 424 GENERAL MILITARY 69 53.99 HOSPITAL OF THESSALONIKI 70 TODINI COSTRUZIONI GENERALI S.p CONSORTIUM 674.36 71 THEMELIODOMI – PANTECHNIKI – AKTOR CONSORTIUM 25,955.18 72 AKTOR – TOMI – ALTE – EMBEDOS CONSORTIUM 43,004.94 73 AKTOR S.A -SOCIETE FRANCAISED EG CONSORTIUM 5.71 74 AKTOR S.A. – ALTE S.A. CONSORTIUM 81,455.62 75 TOMI S.A. – AKTOR S.A. CONSORTIUM 2,898,568.20 TOTAL BRANCH 14 ,277 ,468 .10 TOTAL AKTOR S.A. 39 ,283 ,272 .90

The table below shows the breakdown of the “Sundry Creditors” account as it stood on 31.12.2004:

SUNDRY CREDITORS as at 31.12.2004 (in ‘000’ €) Fees due 14,141.77 Other short-term liabilities 16.84 Consortium Drawing Accounts 1,647.68 Liabilities to subsidiaries 0.00 Liabilities to Consortia 5,490.86 Other 3,226.65 TOTAL 24 ,523 .80

7.6. Financial Ratios

The main financial ratios of the Company for the three-year period 2002-2004 are set out in the table below:

Financial Ratios 2002 2003 2004

Growth ratios (%) Turnover (AKTOR & consortia) 206.7% 14.7% -26.8% Profit before tax 160.4% 8.2% -20.2% Profit after tax & directors’ remuneration 154.2% 10.6% -28.2% Tangible assets (at acquisition cost) 80.9% 17.6% 2.3% Total capital used 75.0% 20.2% -3.0%

Performance ratios (%) Return on equity (average) 47.1% 40.8% 30.3%

Return on total capital employed (average) 29.9% 23.1% 17.1%

Working Capital Cycle Receivables Turnover (in days) 116 108 147 Suppliers Turnover (in days) 35 56 70 Stocks Turnover (in days) 2 4 15

Debt ratios (:1) Debt / equity capital 0.72 0.85 0.74

Total bank debt / equity capital 0.00 0.00 0.00

Liquidity ratios (:1) Current ratio 1.38 1.40 1.51 Quick ratio 1.37 1.38 1.46

Gearing ratios (%) Financial expenses / gross profit 3.13% 2.10% 1.38%

Financial expenses / Profit before Interest and Tax 1.08% 1.47% 1.30%

7.7. Sources and Uses of Capital

The table below shows the sources and uses of the Company’s capital for the three-year period 2002- 2004:

SOURCES AND USES OF CAPITAL over 2002-2004 in € Total for 2002- 2002 2003 2004 2004 SOURCES OF CAPITAL Profit before Tax 104,895,632.55 113,459,860.80 90,496,767.65 308,852,261.00 Depreciation (total) 17,848,272.09 18,079,362.34 16,802,896.29 52,730,530.72 Provisions 0.00 0.00 40,198.43 40,198.43 Increase in capital by rights issue and /or by capitalizing dividends and Profit for the year 0.00 0.00 0.00 0.00 Net change in subsidies – investments – Readjustment of participations 0.00 36,470.35 0.00 36,470.35 Increase in long-term bank liabilities 0.00 0.00 0.00 0.00 Increase in other long-term liabilities 0.00 0.00 0.00 0.00 Increase in short-term bank loans 0.00 0.00 0.00 0.00 TOTAL 122 ,743 ,904 .64 131 ,575 ,693 .49 107 ,339 ,862 .37 361 ,659 ,460 .50

USES OF CAPITAL Change in working capital -49,913,680.06 32,894,352.76 14,020,216.50 -2,999,110.80 Change in cash and deposits -785,117.50 -5,247,596.25 805,535.43 -5,227,178.32 Change in capital receivable in the next accounting period 0.00 0.00 0.00 0.00 Net change in formation expenses -437,136.74 610,404.30 377,319.28 550,586.84 Net change in fixed assets 29,869,078.13 12,486,361.50 4,119,913.20 46,475,352.83 Increase (reduction) in participations and other long- term receivables 57,795,464.22 2,729,833.32 6,598,534.12 67,123,831.66 Reduction in long-term bank liabilities 0.00 0.00 0.00 0.00 Reduction in other long-term liabilities 0.00 0.00 0.00 0.00 Reduction in short-term bank loans 0.00 0.00 0.00 0.00 Distributed dividends 45,050,684.80 45,050,684.00 40,545,615.60 130,646,984.40 Directors’ remuneration and Profit distributed to staff 3,750,000.00 3,750,000.00 6,000,000.00 13,500,000.00 Income tax, Tax on reserves, other taxes and prior years’s tax differences 37,414,611.79 39,301,653.86 34,872,728.24 111,588,993.89 TOTAL 122 ,743 ,904 .64 131 ,575 ,693 .49 107 ,339 ,862 .37 361 ,659 ,460 .50

8. AKTOR S.A. CONSOLIDATED FINANCIAL FIGURES

8.1. AKTOR S.A. Consolidated Income Statement

CONSOLIDATED INCOME STATEMENT (in ‘000 €) 2002 2003 2004 Turnover Company 325,656.55 482,448.07 359,620.43 Consortia 484,027.75 415,075.61 315,821.32 Total Turnover 809 ,684 .30 897 ,523 .68 675 ,441 .75 Less: Cost of work performed (excluding depreciation) 286,821.99 398,652.62 270,928.92 Gross profit from Company turnover (1) 38 ,834 .56 83 ,795 .45 88 ,691 .52 As a % of Company turnover 11.9% 17.4% 24.7% Plus: Other operating income 1,660.54 5,002.03 1,610.20 Total 40 ,495 .10 88 ,797 .48 90 ,301 .72 Administrative expenses (1) 7,427.39 9,466.82 10,657.01 Distribution expenses 1,358.81 490.73 482.51 Research & Development Expenses 277.58 10.11 0.00 Total expenses 9,063 .78 9,967 .67 11 ,139 .51 As a % of Company turnover 2.8% 2.1% 3.1% Operating profit/ loss (1) 31 ,431 .32 78 ,829 .82 79 ,162 .20 As a % of Company turnover 9.7% 16.3% 22.0% Plus: Income from participation in consortia (2) 98,540.83 74,041.21 44,410.08 As a % of turnover from consortia 20.4% 17.8% 14.1% Plus: Income from securities 2,565.35 1,529.14 1,407.43 Plus: Profit from sale of participations and securities 1,469.83 0.00 0.00 6,027.14 14,176.58 11,440.09 Less: Expenses and losses from Consortia and securities Plus: Extraordinary and non-operating income & profit 635.67 193.26 830.99 Less: Extraordinary and non-operating expenses, losses & 3,360.14 4,163.32 3,364.07 provisions Profit before Interest, Tax and Depreciation 125 ,255 .71 136 ,253 .54 111 ,006 .54 as a % of total turnover 15.5% 15.2% 16.4% Plus: Interest and related income 1,079.43 367.46 278.43 Less: Interest charges and related expenses 1,830.51 1,935.42 1,435.70 Profit before Tax and Depreciation 124 ,504 .64 134 ,685 .58 109 ,849 .27 as a % of total turnover 15.4% 15.0% 16.3% Less: Depreciation 19,380.39 19,317.98 18,434.02 Profit before Tax 105 ,124 .25 115 ,367 .60 91 ,415 .25 as a % of total turnover 13.0% 12.9% 13.5% Less: Income tax and other taxes 38,595.47 39,822.53 35,020.64 Profit after tax 66 ,528 .78 75 ,545 .07 56 ,934 .61 as a % of total turnover 8.2% 8.4% 8.3%

Less: Prior years’s tax differences 268.88 0.37 77.39

Profit after Tax and prior years’ tax differences 66 ,259 .91 75 ,544 .71 56 ,317 .22

67 as a % of total turnover 8.2% 8.4% 8.3% Less: Minority rights (224.91) 0.00 0.00

Profit after tax, prior years’s tax differences and minority rights 66 ,484 .81 75 ,544 .71 56 ,317 .22 as a % of total turnover 8.2% 8.4% 8.3%

Turnover The consolidated turnover of AKTOR amounted to €675,441.75 thousand and, in particular, the amount of € 359,620.43 thousand came from projects fully implemented by consolidated companies and the amount of € 315,821.32 thousand came from projects implemented by consortia. The table below shows a breakdown of the turnover per consolidated company:

AKTOR S.A. CONSOLIDATED TURNOVER for 2004 KASTOR TRIGONON Inter-group AKTOR S.A. TOMI S.A. TOTAL S.A. S.A. transactions Turnover: - Company 342,163,128.70 5,669,730.59 12,548,118.19 1,157,841.06 1,918,384.55 359,620,433.99 - Consortia 288,045,395.70 389,795.93 25,428,177.60 1,957,949.69 0.00 315,821,318.92 Total 630 ,208 ,524 .40 6,059 ,526 .52 37 ,976 ,295 .79 3,115 ,790 .75 1,918 ,384 .55 675 ,441 ,752 .91

The decrease in the consolidated turnover in 2004 mainly results from the decrease in the turnover of the parent company AKTOR S.A.

Gross Profit The consolidated gross profit from Company turnover was slightly increased reaching €88,691.52 thousand compared to 2003 when it amounted to €83,795.45 thousand. The gross profit margin increased considerably from 11.9% in 2002 to 17.4% in 2003 and to 24.7% in 2004.

Administrative, research and distribution expenses During 2004 total expenses amounted to €11,139.51 thousand compared to € 9,967.67 in 2003. As percentage of the turnover from projects, the expenses increased from 2.1% in 2003 to 3.1% in 2004.

TOTAL CONSOLIDATED EXPENSES 2004 (before depreciation) AKTOR KASTOR TOMI TRIGONON (in €) S.A. S.A. S.A. S.A. TOTAL Administrative expenses 9,865,286.47 214,158.84 235,137.77 342,422.13 10,657,005.21 Research & Development Expenses 0.00 0.00 0.00 0.00 0.00 Distribution expenses 0.00 0.00 345,758.08 136,750.25 482,508.33 Total 9,865 ,286 .47 214 ,158 .84 580 ,895 .85 479 ,172 .38 11 ,139 ,513 .54

Income from participations Income from participations before tax amounted to €44,410,082.39 during 2004 and is broken down per consolidated company in the table below:

INCOME FROM PARTICIPATIONS OF AKTOR S.A. GROUP DURING 2004 (in €)

AKTOR S.A. AKTOR S.A.’S INCOME FROM PARTICIPATIONS (TOTAL Α) 41,852,277.81 KASTOR S.A. Consortium/ Company Sum TEMKAT – KASTOR S.A. 1,417.12 ATOMON S.A - KASTOR S.A.CONSORTIUM 34,103.99

EFKLIDIS S.A. - KASTOR S.A. CONSORTIUM 5,970.14 EFKLIDIS S.A. - KASTOR S.A. – GEORGOPOULOS S.A. CONSORTIUM 6,456.03 TOTAL Β 47 ,947 .28

TOMI S.A. Consortium / Company Sum TOMI – TOKAT – ATHONIKI CONSORTIUM 106,255.50 TOMI – BOUBOUKAS CONSORTIUM (PART ΙΙ ) 6,711.43 ILISSOS – ERETVO – TOMI – OMIROS CONSORTIUM 59,768.74 TOMI S.A. – MARAGAKIS(NEW COMPANY) CONSORTIUM 436,951.59 AMIGDALEZA PROJECT CONSORTIUM 49,667.10 TOMI S.A. – DREMETSIKAS CONSORTIUM 742,638.02 TOMI S.A. – BOUBOUKAS CONSORTIUM (PART Ι) 4.27 TOMI – AKTOR CONSORTIUM (HOSPITAL OF LAMIA) 530,942.11 TOMI – TSOUPROS CONSORTIUM (ON OCCASION) 24,460.51 ERETVO – TOMI CONSORTIUM 87,138.92 TOMI – ENIPEAS CONSORTIUM 57,757.53 TOMI – WALL TECHNIKI CONSORTIUM 331,942.29 TOTAL C 2,434 ,238 .01

TRIGONO S.A. Consortium/ Company Sum IONIOS S.A. – TRIGONON S.A. – FILIPPOS S.A. CONSORTIUM 75,619.29 TOTAL D 75 ,619 .29

GRAND TOTAL (Α+Β+C+D) 44 ,410 ,082 .39

Expenses and losses from participations and securities Expenses and losses from participations and securities of the AKTOR Group amounted to €11,440,093.03 in 2004 and are broken down by consolidated company in the following table:

AKTOR GROUP EXPENSES AND LOSSES FROM PARTICIPATIONS IN CONSORTIA & SECURITIES DURING 2004 (in €)

AKTOR S.A. AKTOR S.A.’s EXPENSES AND LOSSES FROM PARTICIPATIONS IN CONSORTIA & SECURITIES (TOTAL Α)* 10,538,375.34

KASTOR S.A. Consortium/ Company Sum KINETA-AG. THEODORI PROJECT CONSORTIUM 104,124.64 ATTIKAT-THESSALIKI-KASTOR CONSORTIUM 2,124.99 EMBEDOS – KASTOR CONSORTIUM 7,293.18 KASTOR – EKTER CONSORTIUM 61,382.26 ARGO – KASTOR CONSORTIUM 4,294.00 ENTECHNOS – KASTOR CONSORTIUM 363.44 TOTAL Β 179 ,582 .51 TOMI S.A. Consortium / Company Sum TOMI S.A. & Co GENERAL PARTNERSHIP 27,988.44 ERGOTEM S.A. – TOMI S.A. CONSORTIUM (AMIDEO) 94,802.53 TOMI – TECHNERGA – TSAMBRAS (FORMER TRIAS) CONSORTIUM 717.61 TOMI S.A. – G. TRIANTAFILOU CONSORTIUM 4,801.34

AKTOR – TOMI – ALTE – EMBEDOS CONSORTIUM 28,286.64 ERGOTEM S.A. – TOMI S.A. CONSORTIUM (MEGALOPOLI) 236,281.61 TOMI S.A. – MARAGAKIS (FORMER COMPANY) CONSORTIUM 292.45 CONSORTIUM FOR THE RENOVATION OF THE AREA OF LIOSSIA 37,983.81 THITA TECHNIKI – TOMI CONSORTIUM 4,467.87 TOMI S.A. – MESSOCHORITI BROS CONSORTIUM 37,726.49 ANSALDO ERGOKAT – TOMI CONSORTIUM 9.39 TOTAL C 473 ,358 .18

TRIGONON S.A. Consortium / Company Sum AKTOR S.A. – TRIGONON S.A. CONSORTIUM (CONNECTION OF RIO- PREVEZA) 40,641.50 AKTOR S.A. – TRIGONON S.A. CONSORTIUM (SMOKOVO) 67,890.38 REFINERIES DETOUR PROJECT CONSORTIUM 1,159.06 TRIGONON S.A. & A. GANTZOULAS S.A. CONSORTIUM (EDIPSOS DETOUR) 139,086.06 TOTAL D 248 ,777 .00

GRAND TOTAL ( Α+Β+C+D) 11,440,093.03

* The breakdown of the expenses and losses from participations in consortia and securities of AKTOR S.A. is presented in chapter 7.2 of this report.

Depreciation

The table below contains a breakdown of the Company’s consolidated depreciation for the years 2002- 2004:

AKTOR S.A. ALLOCATION OF CONSOLIDATED DEPRECIATION (in €) 2002 2003 2004 Cost of projects 12,413,532.83 14,307,452.20 12,740,302.78 Administrative Expenses 2,643,590.21 1,501,304.51 2,173,555.37 Distribution expenses 59,900.98 0.00 0.00 Depreciation not included in operating cost 4,263,362.29 3,509,218.69 3,520,161.15 TOTAL 19 ,380 ,386 .31 19 ,317 ,975 .40 18 ,434 ,019 .30

Profit before tax The AKTOR Group’s profit before tax amounted to €91,415.25 thousand compared to €115,367.60 thousand in 2003 presenting a decrease by 20.8%. The decrease in the profit before tax is mainly due to the decrease in the income from consortia because of the completion during operating period 2004 of the Olympic Games projects and due to the delay in the bidding of big public works that are usually assigned to and are carried out by consortia. Despite the said decrease, the pre-tax profit margin as a percentage of overall turnover increased from 12.9% in 2003 to 13.5% in 2004.

8.2. AKTOR S.A. Consolidated Balance Sheet

31/12/2002 31/12/2003 31/12/2004 ASSETS Formation expenses 4,837 .47 5,678 .82 6,050 ,64 Depreciation 3,282.56 4,660.49 5,801.23 Net formation expenses 1,554 .91 1,018 .34 249 .41 Net intangible assets 14 ,055 .56 10,594 .12 7,067 .12 Tangible assets 119,971.60 154,076.51 153,425.71 Less: Accumulated depreciation 57,793.50 71,438.40 81,027.65 Net tangible assets 62 ,178 .09 82 ,638 .11 72 ,398 .06 Participations – Other long-term receivables 58,186.09 58,675.06 66,324.27 Total Fixed Assets 134 ,419 .73 151 ,907 .29 145 ,789 .44 Stocks 3,059.72 7,968.34 12,918.66 Trade debtors – Cheques receivable 101,490.96 148,261.68 146,500.79 Short-term receivables from participation in 63,482.48 86,434.99 69,102.60 consortia / affiliated companies Doubtful – Disputed debtors 660.75 894.39 799.05 Sundry debtors 31,118.01 53,783.15 54,172.16 Other receivables 1,424.83 1,569.35 1,685.86 Securities 914.26 932.77 508.12 Cash and deposits 77,608.12 71,432.11 71,326.52 Current assets 279,759.13 371,276.78 357,013.76 Prepayments and accrued income 2,500.68 929.18 2,518.30 TOTAL ASSETS 418 ,234 .46 525 ,131 .59 505 ,570 .91 Memo Accounts 508,895.83 511,901.85 492,603.59 LIABILITIES Share capital 97,985.24 98,021.67 117,618.72 Paid in Capital (Share premium) 117,560.53 117,560.53 103,063.99 Adjustment reserves – investment subsidies 443.95 22,855.90 16,664.76 Reserves 48,433.48 73,789.04 83,314.22 Profit/ loss carried forward (2,849.87) (1,123.26) (2,588.42) Debit consolidation difference (47,317.90) (48,104.60) (48,104.60) Minority rights on equity capital 2,681.31 0.00 0.00 Total Shareholders Equity 216 ,936 .74 262 ,999 .29 269 ,968 .67 Provisions 1,646 .94 516 .87 501 .60 Long-term Liabilities Bank loans 0.00 0.00 0.00 Other long-term liabilities 0.00 0.00 0.00 Short-term Liabilities Suppliers 27,179.98 65,860.28 53,824.59 Bills and checks payable 974.61 28.63 0.00 Banks - short-term liabilities 5,066.90 3,764.07 3,756.91 Advances from trade debtors 7,873.16 16,939.29 31,127.81 Social security, tax & duties 27,846.73 34,114.30 28,908.58 Liabilities from participations in consortia 45,457.92 43,329.94 41,582.81

Dividends payable 45,358.59 45,488.40 41,536.36 Sundry creditors 32,908.13 33,484.69 24,054.48 Total short-term liabilities 192 ,666 .01 243 ,009 .58 224 ,791 .54 Accruals and deferred income 6,984.77 18,605.85 10,309.11 TOTAL LIABILITIES 418 ,234 .46 525 ,131 .59 505 ,570 .91 Memo accounts 508,895.83 511,901.85 492,603.59

Tangible assets The AKTOR Group’s tangible assets (at acquisition cost) amounted to €153,425.71 thousand and their net value amounted to €72,398.06 thousand. The table below shows the tangible assets of the Group in detail:

GROUP TANGIBLE ASSETS as at 31.12.2004 (in €) Acquisition Depreciation Net value cost Land 29,946,780.79 0.00 29,946,780.79 Mines – ore mines– farm land 0.00 0.00 0.00 Buildings and technical works 7,946,240.26 1,770,932.32 6,175,307.94 Machinery – installations and other technical equipment 85,916,722.11 54,806,770.08 31,109,952.03 Transportation equipment 21,365,544.36 18,781,301.93 2,584,242.43 Furniture and other equipment 6,556,824.02 5,668,648.71 888,175.31

Fixed assets under construction and advance payments 1,693,598.63 0.00 1,693,598.63 Total 153 ,425 ,710 .17 81 ,027 ,653 .04 72 ,398 ,057 .13

Participations in affiliates and other companies The AKTOR Group’s participations in affiliates and other enterprises on 31.12.2004 amounted to € 66,212.00 and are broken down in the following table:

GROUP PARTICIPATIONS as at 31.12.2004 (in €) Total number of Number of Share % of Acquisition shares of the shares held by nominal value participation cost as at Company company Company as at 31.12.2004 31.12.2004

ELLINIKI TECHNODOMIKI TEB A.E. 106,990,128 1,974,030 0.71 7,982,977.32 1 1.85% 2 HELLENIC QUARRIES S.A. 1,477,137 1,268,449 5.55 85.87% 10,494,115.17 3 ATTIKI ODOS S.A. 2,366,400 403,910 73.40 17.07% 29,869,827.90 HELLENIC ENERGY & DEVELOPMENT S.A. 100,500 33,500 29.35 983,225.00 4 33.33% 5 ATTIKA DIODIA S.A. 2,140,805 365,557 0.30 17.08% 109,667.10 6 HELECTRON S.A. 10,000 5,000 2.93 50.00% 14,673.51 7 HELIDONA S.A. 8,000 4,000 14.67 50.00% 58,694.06 8 YALOU S.A. 950,000 332,500 2.93 35.00% 975,788.70 9 KANTZA S.A. 2,460,000 380,020 2.93 15.45% 1,088,041.09 10 ANDROMACHE S.A. 60,000 36,000 20.00 60.00% 720,000.00 11 DIMITRA S.A. 200,000 101,000 1.00 50.50% 101,000.00 12 VISTONIS S.A. 32,340 24,579 30.00 76.00% 3,195,000.00 PALLIREA MORTGAGE TECHNICAL COMPANY S.A. 1,160,000 1,160,000 1.00 2,500,000.00 13 100.00% 14 A.D.E.Y.P. S.A. 174,000 55,680 3.00 32.00% 167,040.00

15 S.C. AKTOROM SRL 3,319 3,319 6.03 100.00% 150,000.00 16 PSYTALLIA MARITIME CO. 270,000 90,000 3.00 33.33% 270,000.00 17 GEFYRA MARITIME CO. 10,000 1,548 2.93 15.48% 4,535.64 18 INTEGRATION LTD 2,100 700 29.35 33.33% 20,542.92 E.A.P. (NORTH ATHENS GAS 7,000 2,100 100.00 210,000.00 19 COMPANY) S.A. 30.00% 20 GREEK MINES S.A. 2,590,000 2,590,000 1.00 100.00% 2,852,000.00

21 AKTOR OPERATIONS LTD 11,000 11,000 1.00 CYP 100.00% 223,716.36 AKTOR CONSTRUCTIONS INTERNATIONAL LTD 10,000 10,000 1.00 CYP 17,282.50 22 100.00% CONSORTIA 1,205,032.86 TOTAL A 63,213,160.13

PARTICIPATIONS OF KASTOR S.A. 1 TECHNOVAX S.A. 35,768 4,119 88.04 € 11.52% 292,860.90 2 CONSORTIA 71,691.70 Β TOTAL 364,552.60 PARTICIPATIONS OF TOMI S.A. 1 ERGON LIMITED - - - 96.00% 96,000.00 PANCRETAN COOPERATIVE BANK - - - - 440.00 2 3 CONSORTIA 425,171.87 TOTAL C 521,611.87 PARTICIPATIONS OF TRIGONON S.A. 1 GREEK MINES S.A. 1,477,137 208,688 5.55 14.13% 2,100,135.56 2 CONSORTIA 12,537.78 TOTAL D 2,112,673.34

GRAND TOTAL ( Α+Β+C+D) 66,211,997.94

Receivables from Consortia

The AKTOR Group receivables from Consortia amounted to €68,525.21 thousand on 31.12.2004 and are broken down per consolidated company in the table below:

AKTOR GROUP RECEIVABLES FROM CONSORTIA (in €) Consortium Amount AKTOR S.A. RECEIVABLES FROM AKTOR S.A. (TOTAL Α) 63,130,782.04

KASTOR S.A. KINETTA – AG. THEODORI PROJECT CONSORTIUM -42,054.09 CHRISOMALOUSSA SEWERAGE WORKS PROJECT CONSORTIUM 234,768.05 BUILDING OPERATIONS PROJECT CONSORTIUM 64,386.90 KASTOR – PARNON CONSORTIUM -63,636.63 KASTOR – PANTECHNIKI – ELIAK – TEGK CONSORTIUM 328.13 KASTOR – PAPOUTSAKIS CONSORTIUM -4,816.60 EFKLIDIS – KASTOR CONSORTIUM 210,833.70 EFKLIDIS – KASTOR – GEORGOPOULOS CONSORTIUM 229,189.50 DOMISI – KASTOR CONSORTIUM 2,675.98 ATTIKAT – THESSALIKI – KASTOR CONSORTIUM -6,388.17 ARGO – KASTOR CONSORTIUM 93.98 ENTECHNOS – KASTOR CONSORTIUM 418,683.29 KASTOR – KOSTOULAS GENERAL PARTNERSHIP 1,900.00 KASTOR – NEROUTSOS GENERAL PARTNERSHIP 1,900.00 KASTOR – P. MAKRIS CONSORTIUM 90.00 KASTOR – INIOCHOS CONSORTIUM 1,989.30 SCHINAS G. & CO SPECIAL PARTNERSHIP -42,044.62 TEMKAT – KASTOR CONSORTIUM 13,460.27 ATOMON – KASTOR CONSORTIUM 54,292.53 KARATZAS – ELECTR. – KASTOR CONSORTIUM 2,856.65 TEMKAT S.A. – KASTOR S.A. GENERAL PARTNERSHIP -2,621.16 KASTOR – ERTEKA CONSORTIUM 770.37 ALTE S.A. & CO SPECIAL PARTNERSHIP 18,853.52 KASTOR – ELTER CONSORTIUM 2,543.56 TOTAL Β 1,098,054.46

TOMI S.A. LIOSSIA AREA RENOVATION PROJECT CONSORTIUM 613,334.23 TOMI S.A. – DREMETSIKAS CONSORTIUM 916,185.04 TOMI – TECHNERGA – TSAMBRAS CONSORTIUM 40,660.75 TOMI – BOUBOUKAS CONSORTIUM (PART ΙΙ ) 34,753.99 TOMI S.A. – TRIANTAFILLOU G. CONSORTIUM 382,303.92 AMIGDALEZA PROJECT CONSORTIUM 473,320.34 TOMI S.A. – MARAGAKIS (FORMER COMPANY) CONSORTIUM 6,951.02 TOMI – TOKAT – ATHONIKI CONSORTIUM 13,565.56 TOMI – KARAGIANNIS CONSORTIUM 60,543.71 THITA TECHNIKI – TOMI CONSORTIUM 91,749.28 TOMI S.A. – BOUBOUKAS CONSORTIUM (PART I) 52,013.54 ERETVO – TOMI CONSORTIUM 45,457.96 TOMI – ILIOCHORA CONSORTIUM 110,000.00 TOMI – AKTOR CONSORTIUM (HOSPITAL OF LAMIA) 345,444.28 TOMI – TSOUMBROS CONSORTIUM (ON OCCASION) 123,476.65 TOMI – ENIPEAS CONSORTIUM 37,552.59

TOTAL C 3,347,312.86

TRIGONON S.A. AKTOR S.A. – TRIGONON S.A. CONSORTIUM (SMOKOVO) 568,121.94 TRIGONON – IKODOMIKI – ERODINAMIKI – FOKIKI CONSORTIUM (DETOUR OF PATRAS) 48,497.38 AKTOR S.A. – TRIGONON S.A. CONSORTIUM (PREVEZA EXIT) 306,601.14 DIAGONIOS CONSORTIUM 114.74 TRIGONON – TASSININS – KAFETZIS CONSORTIUM 1,489.57 IONIOS S.A. – TRIGONON S.A. – FILIPOS S.A. CONSORTIUM 24,239.96 TOTAL D 949,064.73

GRAND TOTAL ( Α+Β+C+D) 68,525,214.09

Securities The total value of the securities held by the Group amounted to €508.12 thousand, all coming directly from AKTOR S.A. These holdings are listed as follows:

CURRENT VALUE ACQUSITION BOOK (AVERAGE PARTICIPATIONS IN COST VALUE as at VALUATION NUMBER MARKET VALUE in COMPANIES 31/12/04 31/12/04 DIFFERENCE OF SHARES December 2004) PER PER PER SHARE TOTAL SHARE TOTAL SHARE TOTAL 1. ΜΙΝΟΑΝ 580 1.21 701.80 1.96 1,136.80 1.21 701.80 0.00

ASPIS MORTGAGE 2. 2,100 3.24 6,804.00 2.86 6,006.00 2.86 6,006.00 -798.00 BANK

ASPIS MUTUAL 3. INSURANCE 10,800 1.19 12,852.00 0.75 8,100.00 0.75 8,100.00 -4,752.00 COMPANY S.A. GLOBAL NEW EUROPE FUND 4. 166,660 3.00 499,980.00 2.96 493,313.60 2.96 493,313.60 -6,666.40 PORTFOLIO INVESTMENTS S.A.

GRAND TOTAL 520,337.80 508,556.40 508,121.40 -12,216.40

Short-term loans The Group’s short-term borrowing position amounted to €3,756.91 thousand on 31.12.2004 referring exclusively to short-term loans contracted by the consolidated company TOMI S.A.

Liabilities to Consortia AKTOR Group’s liabilities to Consortia amounted to €41,582.81 thousand on 31.12.2004 and are broken down in the table below:

AKTOR GROUP’S LIABILITIES TO CONSORTIA as at 31.12.2004 (in €)

AKTOR S.A. AKTOR S.A. (TOTAL Α)* 39,283,272.90

TOMI S.A. Consortium Amount TOMI S.A. – MESSOCHORITI CONSORTIUM 637,385.50 TOMI S.A. – MARAGAKIS (NEW COMPANY) CONSORTIUM 33,534.90 ERGOTEM S.A. – TOMI S.A. CONSORTIUM (AMIDEO) 41,262.91 ERGOTEM S.A. – TOMI S.A. CONSORTIUM (MEGALOPOLI) 280,607.59 ANSALDO – EMBEDOS – TOMI CONSORTIUM 13.89 TSAMBRAS – TOMI S.A. CONSORTIUM (LAKE) 90.00 ILISSOS – ERETVO – TOMI – OMIROS CONSORTIUM 49,508.35 TOMI – WALL TECHNIKI CONSORTIUM 216,690.45 AKTOR – TOMI – ALTE – EMBEDOS CONSORTIUM 15,116.64 Liabilities to affiliated companies 477,316.28 TOTAL B 1,751,526.51

TRIGONON S.A. Consortium Amount REFINERIES DETOUR PROJECT CONSORTIUM 90,344.88 TRIGONON – IKODOMIKI – ERODINAMIKI – FOKIKI CONSORTIUM (DETOUR OF PATRAS) 116,205.03 VIOTER – TRIGONON S.A. CONSORTIUM (ANIDRO) 1,432.37 EFKLIDIS S.A. – TRIGONON S.A. CONSORTIUM 15.99 AKTOR S.A. – TRIGONON S.A. CONSORTIUM (PREVEZA) 147,781.48 TRIGONON S.A. – S. & A. GANTZOULAS S.A. CONSORTIUM (DETOUR OF EDIPSOS) 117,676.44 AKTOR S.A. – TRIGONON S.A. CONSORTIUM (SMOKOVO) 56,853.66 Liabilities to affiliated companies 17,704.76 TOTAL C 548,014.61

GRAND TOTAL ( Α+Β+C) 41,582,814.02

AKTOR S.A. liabilities to Consortia are presented in detail in chapter 7.5. of this report.

9. AFFILIATED COMPANIES

9.1. Companies associated with AKTOR S.A.

The participations of AKTOR in affiliated and other companies as of 31.12.2004 are presented in the table below:

AKTOR PARTICIPATIONS as at 31.12.2004 (in €)

Participation Acquisition cost as Company % as at at 31.12.2004 31.12.04 1 ELLINIKI TECHNODOMIKI TEB A.E. 1.85% 7,982,977.32 2 HELLENIC QUARRIES S.A. 85.87% 10,494,115.17 3 ATTIKI ODOS S.A. 17.07% 29,869,827.90 4 HELLENIC ENERGY & DEVELOPMENT S.A. 33.33% 983,225.00 5 ATTIKA DIODIA S.A. 17.08% 109,667.10 6 HELECTRON S.A. 50.00% 14,673.51 7 HELIDONA S.A. 50.00% 58,694.06 8 YALOU S.A. 35.00% 975,788.70 9 KANTZA S.A. 15.45% 1,088,041.09 10 ANDROMACHE S.A. 60.00% 720,000.00 11 DIMITRA S.A. 50.50% 101,000.00 12 TOMI S.A. 100.00% 37,699,429.49 13 VISTONIS S.A. 76.00% 3,195,000.00 HELLENIC LIGNITES S.A. (former PALLIREA 2,500,000.00 14 S.A.) 100.00% 15 A.D.E.Y.P. S.A. 32.00% 167,040.00 16 TRIGONON S.A. 100.00% 17,134,841.87 17 KASTOR S.A. 100.00% 15,824,881.42 18 S.C. AKTOROM SRL 100.00% 150,000.00 19 PSYTALLIA MARITIME CO. 33.33% 270,000.00 20 GEFYRA MARITIME CO. 15.48% 4,535.64 21 INTEGRATION LTD 33.33% 20,542.92 22 E.A.P. (NORTH ATHENS GAS COMPANY) S.A. 30.00% 210,000.00 23 GREEK MINES S.A. 100.00% 2,852,000.00 24 AKTOR OPERATIONS LTD 100.00% 223,716.36 AKTOR CONSTRUCTION INTERNATIONAL 17,282.50 25 LTD 100.00% CONSORTIA 1,205,032.86 TOTAL 133,872,312.91

The companies in which AKTOR participates with a percentage over 10% are presented below:

9.2. Subsidiaries

The companies in which AKTOR participates with a percentage over 50% are presented below:

TRIGONON S.A.

TRIGONON S.A. was established in 1977 as a limited liability company and was converted into a Sociètès Anonyme (Government Gazette 2916/6.8.1985) in 1985. Its registered office is located in Patras and its central offices at the junction of Othonos st. & 93 Amalias st.

The scope of the company is:

1. To undertake and carry out technical projects of all types in the public sector, as well as technical projects for all municipal or community authorities, all types of organizations and all natural or public or private legal entities, as well as to carry out technical projects of all types and forms including road works, building construction, earthworks, etc. both in Greece and abroad;

2. To purchase and sell all types of machinery, vehicles, excavation tools and machines in general used in the construction of various technical works (building construction, earthworks, road works, etc.) and to represent Greek or foreign firms supplying similar items;

3. To establish and run tourism units in Greece and abroad and

4. To operate quarries for aggregates.

The share capital of the company amounts to €5,804,295.00 divided into 1,934,765 ordinary shares with nominal value €3.00 each. The Company’s shareholders’ composition is as follows:

SHAREHOLDERS Number of % shares AKTOR S.A. 1,934,765 100.00% Total 1,934,765 100.00%

The Board of Directors of the company consists of:

1. Harilaos Tolis, Chairman 2. Ioannis Bournazos, Vice-Chairman 3. Dimitrios Koutras, Managing Director 4. Leonidas Dimolitsas, Member 5. Athanassios Kerestetzis, Member

The Board of Directors’ term of office expires on 13.05.2007.

The main financial figures of TRIGONON S.A. for the operating periods 2002-2004 are shown below:

(in ‘000 €) 2002 2003 2004 Net formation expenses 12.32 32.01 8.49 Net intangible assets 0.00 0.00 0.00 Net tangible assets 1,971.52 2,607.63 1,901.67 Total fixed assets 1,991.36 2,628.16 4,016.18 Current assets 6,233.16 6,891.00 4,494.09 Total Assets 8,236.84 9,551.16 8,538.22 Share capital 5,804.29 5,804.29 5,804.29 Total equity capital 7,050.82 8,141.90 7,764.74 Long-term liabilities 0.00 0.00 0.00 Short-term liabilities 717.60 1,351.41 767.61 Company turnover 5,027.59 3,071.31 1,157.84 Turnover from Consortia 4,151.24 4,021.48 1,957.95

Total Turnover 9,178.83 7,092.79 3,115.79 Gross profit from company turnover 1,225.96 401.14 331.52 Profit before Tax -187.00 631.69 -222.40 Profit after Tax -209.59 278.59 -324.84

Note that there are no agreements or synergies between the company and AKTOR S.A., apart from the inter-company transactions presented in chapter 9.8.

KASTOR S.A.

“KASTOR S.A.” – TECHNICAL, COMMERCIAL, INDUSTRIAL, TOURIST, HOTEL & SHIPPING ENTERPRISES was established in 1970. Its scope is to carry out technical projects of all types. Its registered office is located in the Municipality of Larissa and its central offices at 111 Sokratous St. The company's duration expires on 17.2.2070.

The scope of the company is:

1. to undertake and carry out technical projects of any category, i.e. public, municipal, private and in general for any natural or legal entity or organization or cooperative of any kind in Greece or abroad for which special Public Works Contractor Certification is required or not; 2. to undertake technical management, planning, implementation and commissioning of technical projects or investments in general (activity internationally known as Project Management); 3. to provide technical consultancy services on matters of: a) preparing all types of technical, feasibility or financial studies, b) construction of any category of technical projects; 4. to construct residences and building complexes adopting any method available, to sell and exploit them, and to sell or exploit in any manner buildings or horizontal properties developed by the Company; 5. to undertake and implement all types of designs and studies, project supervision.

Today, the company’s share capital amounts to €3,582,662.00 divided into 1,791,331 registered shares with nominal value €2.00 each. AKTOR S.A. remains the sole shareholder in the company.

The Board of Directors of the company consists of:

1. Thomas Papadopoulos, Chairman 2. Christos Gagatsios, Vice-Chairman 3. Dimosthenis Papakrivopoulos, Managing Director 4. Konstantinos Mathiopoulos, Member 5. Athanassios Kapsalis, Member

The Board of Directors’ term of office expires on 27.08.2007. The company’s summary financial information for the operating periods 2002-2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 1,028.55 2,015.87 1,806.27 Current assets 4,630.80 5,146.11 4,711.11 Share capital 3,546.19 3,582.66 3,582.66 Total equity capital 4,463.30 5,408.73 4,234.06 Provisions 112.82 114.31 110.83 Short-term liabilities 1,495.83 2,058.80 2,638.26 Turnover from participations 677.19 576.13 389.80 Company turnover 5,736.50 5,446.98 5,669.73 Gross profit from company turnover -1,208.91 215.43 -762.47 Profit before Tax 23.04 88.28 -1,109.55 Profit after Tax -110.81 -74.90 -1,164.99

Note that there are no agreements or synergies between the company and AKTOR S.A., apart from the inter-company transactions presented in chapter 9.8.

TOMI S.A. (formerly TECHNOSAN S.A.)

The company was established in 1997. Its registered office was located in the Municipality of Athens and its central office at 78 Α Louizis Riankour st. During 2003 and due to the acquisition of the construction division of TOMI S.A. the company’s registered office was moved to the Municipality of Argiroupoli and its central office to the junction of 2 Kritis st and 12 Gravias st. During 2004 the company’s registered office was moved to Halandri and its central offices are now at 18, Fillelinon str. The company's duration is for 10 years and expires on 11.4.2007:

The scope of the company is: 1. To undertake and implement technical projects of any kind for the private sector and to undertake and implement all types of designs and studies, project supervision 2. To provide technical consultancy services on matters of: a) preparing all types of technical, feasibility or financial studies, b) construction of any category of technical projects 3. To trade in any form of materials, raw materials, machinery or tools in Greece and/or abroad 4. All the aforementioned activities may be performed by the Company on own behalf or on behalf of third parties either in partnership or by cooperating with other natural or legal entities. In order to achieve its objectives, the company may participate in other existing or future enterprises either by contribution of own shares or acquisition of the target-companies’ shares, either Greek or foreign, which have the same or a similar scope.

In 2003, the Boards of Directors of the Sociètès Anonymes a) “TOMI S.A.” b) “TECHNOSAN S.A.” and c) “HELECTOR S.A.” decided to split “TOMI S.A.” by means of merger with “TECHNOSAN S.A.” and “HELECTOR S.A.” pursuant to the provisions of articles 81 par. 2 and 82 to 86 of the Codified Law No 2190/1920, in combination with articles 1 to 5 included, of the Law No 2166/1993, as these apply.

The merger of TOMI S.A. with TECHNOSAN S.A. and with HELECTOR S.A. was carried out through consolidation of their property, namely of their assets and liabilities. As regards the property of TOMI S.A., its assets and liabilities were transferred to TECHNOSAN S.A. as set out in the report dated 16 September 2003 of the Certified Auditor Mr. Ioannis Mandridis and reflected in the Conversion Balance Sheet of TOMI S.A. dated 30th of June 2003, and they relate to the company’s construction division. The company was registered in the Roll of Contracting Enterprises under number 10411 with class 6 contractor certification that, after the company’s splitting, came to TECHNOSAN S.A. which absorbed the construction division of TOMI S.A. For information reasons, please note that HELECTOR S.A. absorbed the energy division of TOMI S.A.

The share capital of TECHNOSAN S.A. which amounted to €146,500 and was divided into 50,000 common, registered shares with voting rights of nominal value €2.93 each, was increased on the one hand due to the absorption of TOMI S.A., by the amount corresponding to the part of the share capital being contributed, namely by €3,379,996.80, and on the other hand due to the capitalization, for reasons of rounding up of the shares’ nominal value, of part of the extraordinary taxed reserves amounting to €346.88. Thus, it amounts to the total sum of €3,526,843.68 divided into 2,177,064 common, registered shares with voting rights of nominal value €1.62 each. The company’s shareholders’ composition is as follows:

SHAREHOLDERS Number of % shares AKTOR S.A. 2,177,064 100.00% Total 2,177,064 100.00%

Upon completion of the absorption of the construction division of TOMI S.A. by TECHNOSAN S.A., the latter was renamed into TOMI INDUSTRIAL – COMMERCIAL – TECHNICAL COMPANY S.A. (TOMI S.A.). The company’s Board of Directors consists of:

1. Theocharis Papamanolis, Chairman 2. Timoleon Karefillakis, Vice-Chairman & Managing Director 3. Panagiotis Malamitsis, Member 4. Vassilis Papamarkos, Member 5. E. Souvatzis, Member 6. S. Antoniadis, Member 7. Fotini Koutra, Member

The main financial figures of the company are presented in the following table:

(in 000 €) 2002 2003 2004 Net tangible assets 8.04 21,291.85 20,539.70 Current assets 260.51 13,281.56 12,916.51 Share capital 146.50 3,526.84 3,526.84 Total equity capital 263.41 25,812.77 26,346.19 Provisions 0.00 270.73 270.73 Short-term liabilities 5.43 10,301.80 8,129.31 Company turnover 0.00 8,661.55 12,548.12 Turnover from Consortia 0.00 17,027.62 25,428.18 Total turnover 0.00 25,689.17 37,976.30 Gross profit -7.06 1,261.04 1,340.56 Profit before Tax -9.96 1,187.77 2,250.43 Profit after Tax -9.96 729.78 995.33

Note that there are no agreements or synergies between the company and AKTOR S.A. apart from the inter-company transactions presented in chapter 9.8.

HELLENIC QUARRIES S.A. (formerly TEMKAT S.A.)

The company “TEMKAT S.A.” was established in 1983 under the business name CONSTRUCTIONS DESIGNS TECHNICAL COMPANY – INDUSTRIAL, TECHNICAL, CONTRACTING COMPANY S.A. (TEMKAT S.A.) which was changed to HELLENIC QUARRIES S.A. in 2003. Its registered office is located to Halandri and its central offices at 18, Fillelinon str.

The company’s scope is:

1. The industrial production and trade of aggregates from quarries, asphalt mixes, asphalt products, cement, and lime in any area of Greece; 2. The purchase, trade, leasing, rental, subletting or exploitation of any type of machinery used in projects and other similar machinery; 3. The production and trade of all kinds of building materials and the total or partial participation in any related company, regardless of its legal form; 4. Representation of commercial and industrial firms, Greek or foreign; 5. The establishment of branches and agencies all over Greece after respective decision of the Board of Directors; 6. Undertaking and construction of public and private works; 7. Construction and sale of residences, business premises and other buildings; 8. The production and trade of concrete and its products.

In 2004, the Company merged through absorption: - the company PYRROS S.A. - its subsidiary LATOMEIA MAGNISSIAS S.A. - the quarrying sector of the company TRIGONON S.A.

On 31.12.2003 the company’s share capital amounted to 2,450,599.26 divided into 836,382 ordinary shares of nominal value of €2.93 each. AKTOR’s shareholding in the company was 100.0%.

By decision of the Extraordinary General Meeting held on 25.11.2004 the company’s share capital was increased by €5,747,511.09 as follows:

a. upon completion of the merger by absorption of the companies PYRROS S.A. and LATOMEIA

MAGNISSIAS S.A., though only by the contributed amount of the share capital of PYRROS S.A., namely by the amount of €3,640,145.00, whereas the part of the share capital of LATOMEIA MAGNISSIAS S.A. also being contributed, amounting to €689,725.00, does not increase the share capital of the absorbing company for the reason that the latter holds the total number of shares of the said company under merger (23,500), which are thereby annulled due to the merger; b. upon completion of the spin-off/contribution and taking-over of the quarrying sector of TRIGONON S.A., by the sector’s net book value, as this results from the Financial Statement dated 30.06.2003, namely by the amount of €2,100,135.56; c. by the amount of €7,230.53 through capitalization of an equal part of the companies taxed reserves and for reasons of rounding-up the nominal value of the company’s new shares.

Upon the same decision of the Extraordinary General Meeting dated 25.11.2004, the nominal value of the company’s shares was increased from €2.93 to €5.55.

For the increase of the share capital that amounted to €5,747,511.09, 640,755 new ordinary shares of nominal value €5.55 each were issued, which were distributed to the shareholders of the absorbed company PYRROS S.A. and to TRIGONON S.A that effected the spin-off and contribution of the quarry sector, according to the agreed value percentages, and in particular 432,066 shares to the shareholders of PYRROS S.A. (namely to AKTOR S.A.) and 208,689 shares to TRIGONON S.A. The old shareholders of GREEK QUARRIES S.A. replaced their shares (836,382) with an equal number of shares of nominal value of €5.55 each.

Following the above, the company’s share capital amounted to €8,198,110.35 divided into 1,477,137 ordinary shares of nominal value €5.55 each. The company’s shareholders’ composition is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 1,268,449 85.87% TRIGONON S.A. 208,688 14.13% Total 1,477,137 100.0%

The company’s Board of Directors composition is as follows:

• Dimitrios Koutras , Chairman • Maria Karatza, Vice-Chairman • Vasilios Lambos, Managing Director • Panagiotis Athanassoulis, Member • Georgios Sossidis, Member

The Board of Directors’ term of office expires on 25.11.2009.

The company’s main financial figures for the operating periods 2002-2004 are shown in the table below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 3,455.91 3,399.02 7,918.91 Current assets 5,961.03 8,694.06 15,932.84 Share capital 1,347.80 2,450.60 8,198.11 Total equity capital 4,989.49 5,939.11 12,403.73 Long-term liabilities 0.00 0.00 0.00 Short-term liabilities 5,042.58 7,026.88 11,861.38 Turnover 12,288.75 13,354.34 15,190.05 Gross profit 613.32 583.53 2,616.87 Profit before Tax 45.93 -149.13 460.41 Profit after Tax 16.00 -149.13 410.65

Note that there are no agreements or synergies between the company and AKTOR S.A.

GREEK MINES S.A. (formerly MANTINIAKI TOURISTIKI S.A.)

The company was established on 1.8.2001. Initially the company’s registered office was located in Maroussi while today it is located in Halandri, Attica, and its central office at 18, Filelinon st. Its duration is intended for 50 years and expires on 1.8.2051.

The company’s scope is:

1. The operation and exploitation of mines of any kind 2. The processing and trading in mineral aggregates 3. The establishment and running of a gold mining business 4. The selection and processing of commercial information and the provision of services to Greek or foreign businesses, in particular as regards the development of technology and the promotion of exports 5. The undertaking of representations for commission or participation in the profit of the aforementioned products or the undertaking of distribution or resale agreements 6. The establishment or participation in other companies of the same or different scope and the acquisition of the entire or part of the business, property, rights and liabilities of every natural or legal entity that acts or holds assets that are useful for the achievement of the Company’s scope and the acquisition and exploitation in any manner of rights or privileges necessary or useful for the achievement of the Company’s scope 7. The carrying out and development of any investment activity in Greece and/or abroad 8. The exploitation of the company’s real estate property 9. The construction, running and exploitation of hotels, situated on plots owned by the company or on plots owned by third parties and in general every activity directly or indirectly related to tourism.

The company’s share capital amounts to €2,590,000.00 and is divided into 2,590,000 shares of €1.00 each. The company’s shareholders’ composition is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 2,590,000 100.0% Total 2,590,000 100.0%

The company’s Board of Directors composition is as follows:

1. Dimitrios Koutras, Chairman & Managing Director 2. Georgios Sossidis, Member 3. Vasilis Lambos, Member

The Board of Directors’ term of office expires on 10.12.2006.

The company’s first accounting period ended on 31.12.2002. The main financial figures of the company for the operating periods 2002-2004 are presented in the table below:

(in 000 €) 2002 2003 2004 Net formation expenses 2.81 4.33 23.54 Net tangible assets 0.00 0.00 0.00 Participations and other long-term financial receivables 0.00 0.00 4,600.10 Current assets 49.29 2,824.28 2.00 Total assets 52.44 2,828.61 4,625.65 Share capital – paid in 60.00 60.00 2,590.00 Share capital – due 0.00 2,530.00 0.00 Total equity capital 52.44 2,824.20 2,758.24 Short-term liabilities 0.00 4.41 1,867.41 Turnover 0.00 0.00 0.00 Gross profit 0.00 0.00 0.00 Profit before Tax -7.56 -11.24 -65.96 Profit after Tax -7.56 -11.24 -65.96

AKTOR OPERATIONS LTD

The company was established in 2003. Its registered office is located in Nicosia (Cyprus) and its central office at 3, Themistocles Dervis st.

AKTOR OPERATIONS was established having as scope to manage the subsidiaries of AKTOR CONSTRUCTIONS INTERNATIONAL Ltd, as well as to transfer abroad the experience, know how, machinery and human resources required for the execution of projects.

The company’s share capital amounts to CYP 11,000.00 divided into 11,000 shares with nominal value CYP 1.00. The company’s shareholders composition is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 11,000 100.0% Total 11,000 100.0%

The company is administered by Mr. Haralambos Mihailidis and Ms. Panagiota Papadimitriou.

The company’s first accounting period ended on 31.12.2004. The main financial figures of the company for the operating period 2004 are presented in the table below:

(in 000 €) 2004 Net formation expenses 0.00 Net tangible assets 38.97 Participations and other long-term 0.00 financial receivables Current assets 2,976.33 Total assets 3,015.30 Share capital 18.83 Total equity capital -2,011.06 Short-term liabilities 5,026.36 Turnover 3,378.76 Gross profit -406.98 Profit before Tax -2,234.77 Profit after Tax -2,234.77

Note that there are no agreements or synergies between the company and AKTOR S.A.

AKTOR CONSTRUCTIONS INTERNATIONAL LTD

The company was established in 2003. Its registered office is located in Nicosia (Cyprus) and its central office at 3, Themistokli Dervis st.

AKTOR CONSTRUCTIONS INTERNATIONAL shall participate in construction companies that shall be established abroad.

The company’s share capital amounts to CYP 10,000.00 divided into 10,000 shares with nominal value CYP 1.00. The company’s shareholders composition is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 10,000 100.00% Total 10,000 100.00%

The company is administered by Mr. Haralambos Mihailidis and Ms. Panagiota Papadimitriou.

The company’s first accounting period ended on 31.12.2004. The main financial figures of the company for the operating period 2004 are presented in the table below:

(in ‘000 €) 2004 Net formation expenses 0.00 Net tangible assets 0.00 Participations and other long-term 0.00 financial receivables Current assets 67.45 Total assets 67.45 Share capital 17.28 Total equity capital -2.91 Short-term liabilities 70.36 Turnover 0.00 Gross profit 0.00 Profit before Tax -20.19 Profit after Tax -20.19

Note that there are no agreements or synergies between the company and AKTOR S.A.

SC AKTOROM S.R.L.

The company was established in 2002. Its registered office is located in Bucharest, Romania, and its central office at 10, Herescu st., Sector 5.

The company’s main activity is the construction of buildings and technical projects in Romania. The company operates under the Romanian legislation in force.

The company’s share capital amounts to €20,000.00 divided into 3,319 shares with nominal value €6.03. The company’s shareholders composition is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 3,319 100.0% Total 3,319 100.0%

The company is administered by Mr. Georgios Sotiriou.

The company’s first over-twelve-months accounting period ended on 31.12.2003. The company’s summary financial information for the operating periods 2003-2004 are presented in the table below:

(in €) 2003 2004 Net tangible assets 22,986 30,483 Current assets 44,092 19,807 Share capital 117,319 122,462 Total equity capital -10,776 43,128 Provisions 0 0 Long-term liabilities 0 0 Short-term liabilities 58,480 16,158 Turnover 0 229,839 Gross profit 0 229,839 Profit before Tax -111,355 -289 Profit after Tax - -

Note that there are no agreements or synergies between the company and AKTOR S.A.

DIMITRA S.A. (INDUSTRIAL AND COMMERCIAL QUARRY ENTERPRISES COMPANY S.A.)

The company was established in 2001. Its registered office is located in Halandri and its central offices at 18 Filellinon St.

The company’s duration expires on 19.11.2051.

The scope of the company is to carry on the following activities in Greece or abroad: 1. Operation and exploitation of quarries for aggregates; 2. Industrial production and trading in quarry aggregates, asphalt mix, asphalt products, cement and lime; 3. Operation and exploitation of marble and other stone quarries, as well as processing and trade of quarried marble and other stones; 4. Production of and trading in cement and related products; 5. Industrial ceramics, brick making and generally activities related to ceramics and building materials.

Its share capital stands at €200,000.00 divided in 200,000 shares with nominal value of €1.00. The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 101,000 50.50% MICHAIL GEORGOPOULOS 70,000 35.00% STOWNSTIL LIMITED 29,000 14.50% Total 200,000 100.0%

The Board of Directors of the company consists of:

Full name Position MARIA KARATZA CHAIRWOMAN & MANAGING DIRECTOR I. BOURNAZOS MEMBER APOSTOLOS DADAMIS MEMBER

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are presented the main financial figures for the operating periods 2002-2004:

(in’000 €) 2002 2003 2004 Net tangible assets 146.73 146.73 146.73 Current assets 6.00 11.67 3.83 Share capital 180.00 200.00 200.00 Total equity capital 153.66 160.23 149.98 Provisions 0.00 0.00 0.00 Long-term liabilities 0.00 0.00 0.00 Short-term liabilities 3.70 2.30 3.39 Turnover 0.00 0.00 0.00 Gross profit 0.00 0.00 0.00 Profit before Tax -26.34 -13.42 -10.26 Profit after Tax -26.34 -13.42 -10.26

Note that there are no agreements or synergies between the company and AKTOR S.A.

ANDROMACHE S.A. (HOTEL, TOURIST, COMMERCIAL AND LEISURE ENTERPRISES COMPANY S.A.)

The company was established in 2001. Its registered office is located in Ioannina and its central offices at 12 Salamanga st.

The company’s duration expires on 10.9.2051.

The scope of the company is to construct, organize, operate and exploit hotel complexes, residences or bungalows or rooms, conference centres, exhibition and other event halls located either on its own property or on property owned by third parties.

The scope of the company also includes all other activities which have direct or indirect relation to tourism, accommodation and restaurants. In particular, the hotels and other facilities may be exploited either by the company organizing and running them itself, or by leasing or conceding these in any manner to third parties for exploitation. In order to achieve its objective, the company may cooperate with Greek or foreign companies which have the same or similar scopes, either by forming a Consortium with them or by participating as a partner or shareholder in them, or by jointly establishing new companies to achieve the same or related goals. In this context of cooperation, the company may provide guarantees in favour of associated companies to the Greek State, to public legal entities and, in exceptional circumstances, to third-party natural entities, provided the Board of Directors takes a unanimous decision.

Its share capital stands at €1,200,000.00 divided in 60,000 shares with nominal value of €20.00. The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 24,000 40.00% AKTOR S.A. 36,000 60.00% Total 60,000 100.0%

The Board of Directors of the company consists of:

Full name Position MARIA KARATZA CHAIRWOMAN SPYROS KALAITZIS VICE-CHAIRMAN PANTELIS DELAPOGLOU MANAGING DIRECTOR PANAGIOTIS ATHANASSOULIS MEMBER

The Board of Directors’ term of office expires on 30.06.2006. The company’s first over-twelve-month accounting period ended on 31.12.2002. The main financial figures for 2002-2004 are presented in the table below:

(in’000 €) 2002 2003 2004 Net formation expenses 94.58 71.48 48.38 Net intangible assets 0.00 0.00 0.00 Net tangible assets 880.41 965.53 990.56 Current assets 219.13 148.11 100.08 Share capital 1,200.00 1,200.00 1,200.00 Total equity capital 1,193.13 1,165.84 1,139.03 Short-term liabilities 0.00 19.28 0.00 Turnover 0.00 0.00 0.00 Gross profit -23.55 -29.81 -26.86 Profit before Tax -6.87 -27.29 -26.81 Profit after Tax -6.87 -27.29 -26.81

Note that there are no agreements or synergies between the company and AKTOR S.A.

HELLENIC LIGNITES S.A. (former PALLIREA MORTGAGE TECHNICAL COMPANY S.A.)

The company was established in 2003. Its registered office is located in the Municipality of Athens and its central office at 78 Α Louizis Riankour st.

Its duration is 50 years and expires in 2053.

The company’s main activity is to participate in mining and other similar commercial and industrial enterprises.

The company’s share capital amounts to €1,160,000.00 divided into 1,160,000 shares of nominal value of €1.00 each. The company’s shareholders composition is as follows:

SHAREHOLDERS Number of % shares AKTOR S.A. 1,160,000 100.00% Total 1,160,000 100.00%

The Board of Directors of the company consists of:

Full name Position ANASTASSIOS KALLITSANTSIS CHAIRMAN NICOLAOS TRICHAS VICE-CHAIRMAN DIMITRIOS KOUTRAS MANAGING DIRECTOR VASSILIOS LAMBOS MEMBER IOANNIS BOURNAZOS MEMBER

The company’s first over-twelve-months accounting period ended on 31.12.2004. The main financial figures of the company for the operating period 2004 are presented in the table below:

(in ‘000 €) 2004 Net formation expenses 1.04 Net intangible assets 0.00 Net tangible assets 1,263.60 Current assets 484.65 Share capital 1,160.00 Total equity capital 1,128.80 Long-term liabilities 112.50 Short-term liabilities 510.08 Turnover 4,659.54 Gross profit 229.88 Profit before Tax 41.66 Profit after Tax -31.20

Note that there are no agreements or synergies between the company and AKTOR S.A.

BISTONIS S.A.

The company was established in 1999. Its registered office is located in the Municipality of Athens and its central office at 125-127, Kifissias Avenue.

Its company’s duration expires on 08.07.2049.

The company’s scope is:

1. to prepare all kinds of studies for technical projects and to execute these for the company or on behalf of third parties, natural persons or public or private legal entities; 2. to undertake, supervise and carry out all kinds of technical and engineering projects for the public sector, for municipalities and communities, for public or private legal entities and natural persons; in particular, to construct and in general carry out building, road-building, bridgework, port, hydraulic, engineering and other projects; 3. to undertake and execute all kinds of technical projects of public investment; 4. to undertake and execute technical works that are assigned to the company by natural persons or by public or private legal entities or the public sector; 5. to represent any kind of Greek and foreign firms.

The company’s share capital amounts to €970,200.00 divided into 32,340 shares of nominal value €30.00 each. The company’s shareholders composition is as follows:

SHAREHOLDERS Number of % shares AKTOR S.A. 24,579 76.00% NIKOLAOS ASLANIDIS, son of 4,608 Konstantinos 14.25% IOANNIS ASLANIDIS , son of 1,536 Konstantinos 4.75% ARIS KATIFEOGLOU, son of 828 Simeon 2.56% THEOFANIS KATIFEOGLOU 312 0.96%

FANI KATIFEOGLOU 164 0.51%

STEFANOS KATIFEOGLOU 313 0.97% Total 32,340 100.00%

The company’s Board of Directors is as follows:

Full name Position NICOLAOS ASLANIDIS, son of Konstantinos CHAIRMAN MARIA KARATZA VICE-CHAIRWOMAN TIMOLEON KAREFILAKIS MANAGING DIRECTOR IOANNIS ASLANIDIS, son of Konstantinos MEMBER IOANNIS BOURNAZOS MEMBER

The company’s duration expires on 30.6.2008.

The main financial figures of the company for the operating periods 2002 - 2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net formation expenses 55.88 41.77 7.46 Net intangible assets 0.00 0.00 0.00 Net tangible assets 2,263.91 2,461.82 2,352.81 Current assets 4,579.46 4,682.51 5,060.78 Share capital 970.20 970.20 970.20 Total equity capital 2,872.35 2,625.28 1,243.63 Short-term liabilities 3,875.57 4,457.16 6,772.12 Turnover 5,249.36 3,963.25 3,240.46 Gross profit 1,242.95 149.96 -642.28 Profit before Tax 152.73 -223.12 -1,214.22 Profit after Tax 58.45 -247.08 -1,230.24

Note that there are no agreements or synergies between the company and AKTOR S.A.

9.3. Affiliated Companies

Affiliated companies are considered those in which AKTOR S.A. has participation greater than 20% and lower than or equal to 50%.

ELECTRON S.A.

The company was established in 1992 and is active in the telecommunications and information sector. The registered office of the company is located in the Municipality of Maroussi (12A Irodou Attikou St., Maroussi).

Its share capital stands at €29,300.00 divided in 10,000 shares of nominal value €2.93 each. The shareholder structure of the Company is as follows:

Number of SHAREHOLDERS shares Participation % AKTOR S.A. 5,000 50.0% KONKAT TECHNICAL PROJECT CONSTRUCTION, 5,000 50.0% COMMERCIAL, INDUSTRIAL, AND SHIPPING ENTERPRISES COMPANY S.A. TOTAL 10,000 100.0%

The Board of Directors was elected by the Ordinary General Meeting of shareholders on 28/6/1999 and consists of:

Leonidas Bobolas Chairman Spyridon Haritos Vice-Chairman & Managing Director Vasilios Delivorias Member Evangelos Samaras Member

The Board of Directors’ term of office expired on 30.6.2001 since the company's incorporation licence is expected to be revoked and the company is actually under liquidation.

The main financial figures of ELECTRON S.A. for the two-year period 1999-2000 are shown below:

(in ‘000 €) 1999 2000 Net formation expenses 0.00 0.00 Net tangible assets 0.00 0.00 Current Assets 11.74 52.82 Share capital 29.35 29.35 Total equity capital -26.41 23.48 Short-term liabilities 38.15 32.28 Turnover 0.00 0.00 Gross Profit 0.00 0.00 Profit Before Tax -2.93 55.76 Profit After Tax - -

The company’s winding up was proposed in the Ordinary General Meeting of shareholders of ELECTRON S.A. on 29.6.2001. For this reason Mr. Theodoros Porphyris (Police ID Card No. M 086656/81) and Mr. Antonios Nikolaou (Police ID Card No. Ξ 460352/87) were elected as liquidators.

Note that there are no agreements or synergies between the company and AKTOR S.A.

HELIDONA S.A.

The company was established in 1997 and its registered office is located in the Community of Nostimo in the Prefecture of Evrytania. The objective of the company is to construct and operate hotel, tourism and agrotourism complexes, regardless of their form and type. The company’s duration expires on 24.9.2047.

Its share capital stands at €117,360.00 divided into 8,000 shares with nominal value of €14.67 each. The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 4,000 50.0% GEORGIOS NASIOUTZIC 3,000 37.5% KONSTANTINOS 1,000 12.5% MARKOPOULOS TOTAL 8,000 100.0%

The Board of Directors whose term of office ends on 24.9.2003 consists of:

Georgios Nasioutzic Chairman & Managing Director Konstantinos Markopoulos Vice-Chairman Leonidas Bobolas Managing Director Loukas Giannakoulis Member

The main financial figures of HELIDONA S.A. for the two-year period 2002-2003 are shown below:

(in ‘000 €) 2002 2003 Net formation expenses 0.00 0.00 Net tangible assets 130.59 131.85 Current Assets 35.41 31.58 Share capital 117.36 117.36 Total equity capital 165.59 162.98 Short-term liabilities 0.41 0.45 Turnover 0.00 0.00 Gross Profit 0.00 0.00 Profit Before Tax -2.88 -2.61 Profit After Tax -2.88 -2.61

The company is awaiting the new Development Law to be enacted, so as to proceed to the development and exploitation of a winter tourism complex.

Note that there are no agreements or synergies between the company and AKTOR S.A.

HELLENIC ENERGY & DEVELOPMENT S.A. (HE&D S.A. )

HELLENIC ENERGY & DEVELOPMENT S.A. (formerly ENERCOM S.A. – Service provider in the energy sector S.A.) was established in Athens in 1999. Its central offices are located at 78a Louizis Riankour st.

The company’s duration expires on 1.6.2049.

The company’s core business is the development, installation, operation, maintenance, and exploitation of projects related to the production of energy (energy projects) through the use either of natural resources or of renewable sources of energy or of waste, as well as the development, installation,

91 operation, maintenance and exploitation of projects related to the environment and public utilities in general (environmental projects).

The Board of Directors of the company consists of:

• Sokratis Kokkalis, son of Petros, Chairman • Anastassios Kallitsantsis, son of Parisis, Managing Director • Leonidas Bobolas, son of Georgios, Vice-Chairman • Dimitrios Kallitsantsis, son of Parisis, Member • Dimitrios Klonis, Member

The share capital of the Company stands at €2,949,675.00 divided into 100,500 ordinary shares with nominal value of €29.35 each. The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of % shares INTRACOM S.A. 33,500 33.33% ELLINIKI TECHNODOMIKI TEB A.E. 33,500 33.33% AKTOR S.A. 33,500 33.33% Total 100,500 100.0%

The company’s first accounting period ended on 31.12.2000. Below are presented the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 1,065.76 798.13 531.86 Net intangible assets 462.43 346.82 231.22 Net tangible assets 53.62 15.00 6.75 Current Assets 488.52 755.81 803.56 Share capital 2,949.67 2,949.67 2,949.67 Total equity capital 2,559.09 2,231.09 1,768.60 Short-term liabilities 117.43 19.49 9.09 Turnover 672.06 1,080.00 0.00 Gross Profit 263.28 249.99 -169.73 Profit Before Tax -389.54 -327.99 -443.52

YALOU ANAPTIXIAKI S.A.

The company was established in 2000 with its registered office located in the Municipality of Maroussi.

The scope of the company is to develop commercial and tourism activities of any kind, to manage and develop its own property and that of third parties, to prepare development reports and studies, to provide related services and to participate in other companies with related objectives.

The company’s duration is 50 years, ending on 25.7.2050.

Its share capital stands at €2,783,500.00 divided into 950,000 ordinary shares with nominal value €2.93 each. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 617,500 65.0% AKTOR S.A. 332,500 35.0% Total 950,000 100.0%

The Board of Directors of the company consists of:

1. Anastasios Kallitsantsis, Chairman & Managing Director 2. Georgios Sossidis, Vice-Chairman 3. Dimitrios Koutras, Member 4. T. Papadopoulos, Member 5. Vassiliki Analyti, Member

The Board of Directors’ term of office expires on 28.06.2007.

The company’s first over-twelve-month accounting period ended on 31.12.2001. Below are presented the main financial figures for the years 2002-2004:

(In ‘000 €) 2002 2003 2004 Net formation expenses 179.79 120.80 61.82 Net tangible assets 2,103.89 2,103.89 2,103.89 Current Assets 387.08 373.93 365.97 Share capital 2,783.50 2,783.50 2,783.50 Total equity capital 2,668.72 2,597.22 2,531.67 Short-term liabilities 2.39 1.41 0.01 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -62.16 -71.31 -65.26 Profit After Tax -62.35 -71.50 -65.45

Note that there are no agreements or synergies between the company and AKTOR S.A.

A.D.E.Y.P. S.A. (ENERGY & WATER RESOURCES DEVELOPMENT AND MANAGEMENT COMPANY SA.)

The company was established in 2001. Its registered office is located in Argyroupoli and its central offices at the junction of 2 Kritis st. & 12 Gravias st. The company’s duration expires on 23.10.2051.

The scope of the company is: 1. to undertake and construct public and private technical works in Greece and abroad, regardless of their form, as well as projects which require special certificates or registration of the undertaking company in special official lists; 2. any kind of building activity on privately owned plots or third-party property on own behalf or on behalf of third parties using the property exchange system and sale and exploitation of such properties; 3. technical and financial studies for all kinds of technical projects; 4. exploitation of properties or buildings for tourism purposes and sale of such properties, exploitation thereof on own behalf or on behalf of third parties and exploitation of hotel and tourist facilities in general; 5. the operation of all kinds of quarries and mines. The mining of stones, boulders, and work thereon, the production of marble friction products, asphalt mix and concrete; 6. the design, creation, maintenance, operation and exploitation of integrated water resource, waste and liquid waste management systems; 7. the production and supply to third parties of potable water, management of liquid waste, solid waste or rubbish and the trading in products from the treatment thereof in any manner; 8. the design, study, construction, financing and exploitation of water supply, environmental and energy projects; 9. the provision of advice, organization, management, administration and exploitation of projects, market research, property development and the provision of all kinds of services in general associated with the development of technical projects, promoting and applying information technology, high technology, energy or communications as well as any other activity referred to above;

10. the realisation of any related investment or commercial activity as well as contracting work deriving from or associated with all activities referred to above, representation in Greece and abroad of commercial firms as well as participation in other companies or Consortia and the carrying out of any work similar or related to the corporate scope which may be decided on by the Board of Directors where such activities promote the scope which the company serves.

Its share capital stands at €522,000.00 divided into 174,000 shares with nominal value of €3.00. The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 55,680 32.0% AKTOR S.A. 55,680 32.0% HELECTOR S.A. 62,640 36.0% Total 174,000 100.0%

The company’s Board of Directors consists of:

Full name Position LEONIDAS BOBOLAS CHAIRMAN ATHANASSIOS KATRIS VICE-CHAIRMAN & MANAGING DIRECTOR LOUKAS GIANNAKOULIS MANAGING DIRECTOR DIMITRIOS GRAMATAS MEMBER MARIA KARATZA MEMBER

The Board of Directors’ term of office expires on 30.06.2008.

The company’s first over-twelve-year accounting period ended on 31.12.2002.

Below are presented the main financial figures for the accounting periods 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 0.00 0.00 0.00 Net tangible assets 0.00 0.00 0.00 Current Assets 807.02 906.32 724.97 Share capital 522.00 522.00 522.00 Total equity capital 517.10 427.99 93.08 Short-term liabilities 373.48 478.33 631.89 Turnover 566.34 0.00 1,765.14 Gross Profit 0.00 0.00 -326.30 Profit Before Tax -4.90 -89.11 -334.91 Profit After Tax -4.90 -89.11 334.91

Note that there are no agreements or synergies between the company and AKTOR S.A.

PSYTALLIA MARITIME COMPANY

PSYTTALIA MARITIME CO. was established in 2000. The scope of the company is the ownership and/or exploitation and/or management of Greek commercial vessels in accordance with Law 959/79. In order to achieve this objective the company may establish, participate in or collaborate with other shipping companies under Law 959/79. The company's registered office is located in Akrokeramos, in the Municipality of Keratsini. The company possesses a ferryboat that meets the needs of works being carried out on Psytallia Island.

The share capital of the Company stands at €810,000.00 divided into 270,000 ordinary shares with nominal value of €3.00 each. The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of shares % AKTOR S.A. 90,000 33.33% THEMELIODOMI S.A. 90,000 33.33% ATHENA S.A. 90,000 33.33% Total 270,000 100.0%

The composition of the Company's Board of Directors is as follows:

1. Georgios Sossidis, Chairman 2. Haralambos Hasapodimos, Vice-Chairman 3. Floros Glezos, Member

The company’s main financial figures for the years 2002-2004 are presented in the following table:

(in ‘000 €) 2002 2003 2004 Net tangible assets 854.81 747.63 640.70 Current Assets 350.34 745.87 832.16 Total assets 1,205.15 1,493.50 1,472.86 Share capital 810.00 810.00 810.00 Total equity capital 810.00 810.00 810.00 Provisions 0.00 0.00 0.00 Short-term liabilities 395.15 683.50 662.86 Turnover 773.80 978.80 1,072.20 Gross Profit 312.81 558.04 612.87 Profit Before Tax 312.88 559.63 615.37 Profit After Tax - - -

Note that there are no agreements or synergies between the company and AKTOR S.A.

E.A.P. S.A. (NORTH ATHENS GAS COMPANY S.A.)

The company was established in 2003. Its registered office is located in the Municipality of Halandri and its central office at 18, Filelinon st.

The company’s duration expires on 28.02.2023.

The company’s scope is to implement the contract that it will sign with EPA Attica S.A.

The company’s share capital amounts to €700,000.00 divided in 7,000 ordinary shares with nominal value €100.00. The company’s shareholders composition is as follows:

SHAREHOLDERS Number of % shares ELLINIKI TECHNODOMIKI TEB A.E. 2,450 35.00% AKTOR S.A. 2,100 30.00% E.Y.D.A.P S. A. (Athens Water Supply and Sewerage Company) 2,450 35.00% TOTAL 7,000 100.00%

The company’s Board of Directors consists of:

CHAIRMAN & MANAGING DIRECTOR DIMITRIOS KOUTRAS VICE-CHAIRMAN K. ZIVOPOULOS MEMBER LEONIDAS BOBOLAS MEMBER ILIAS VOYIATZOGLOU MEMBER KONSTANTINOS GALANIS

The Board of Directors’ term of office expires on 30.06.2009.

The company’s first accounting period ended on 31.12.2003. The company’s main financial figures for the accounting periods 2003-2004 are presented in the table below:

(in ‘000 €) 2003 2004 Net formation expenses 60.58 65.18 Net tangible assets 14.08 22.40 Current assets 339.24 801.46 Share capital 700.00 700.00 Total equity capital 371.92 398.00 Short-term liabilities 48.28 499.65 Turnover 90.12 1,111.62 Gross profit -328.03 65.12 Profit before Tax -328.08 -243.92 Profit after Tax -328.08 -243.92

Note that there are no agreements or synergies between the company and AKTOR S.A.

INTEGRATION HELLENIC CONSTRUCTION LTD

The company was established in 1997 and its objective is to explore foreign markets and seek for projects that are of interest to the company and to undertake implementation in lieu thereof. Its registered office is located in the Municipality of Maroussi and its central offices at 4 Apostolou Pavlou st.

The scope of the Company is: 1. to carry out research outside Greece in order to undertake and implement public and private construction projects in general; 2. to undertake and implement public and private construction projects abroad; 3. to purchase plots, to construct residences thereon and to sell them abroad; 4. to design, supervise and construct all kinds of residences on its own plots or plots belonging to third parties abroad; 5. to construct residences using the property exchange system on plots belonging to third parties and to sell those residences granted to the company abroad; 6. to purchase, repair, renovate and sell residences abroad; 7. the company may achieve its objectives either alone or in cooperation with third-party natural or legal entities, in Greece or abroad, regardless of their legal form or through its participation in existing companies or in companies that will be established to this end.

The Company is currently inactive.

Administrators of the company are Apostolos Alamanis, Konstantinos Psallidas and Nicolaos Trichas.

The share capital stands at 21,000,000 GRD divided into 2,100 shares with nominal value of 10,000 GRD each.

SHAREHOLDERS Number of shares % ALTE S.A. 700 33.33% EDRASI – PSALLIDAS S.A. 700 33.33% AKTOR S.A. 700 33.33% Total 2,100 100.00%

The main financial figures for the company for 2000 are shown in the following table:

(in ‘000 €) 2000 Net tangible assets 0.00 Current assets 261.19

Share capital 61.63 Total equity capital 352.16 Short-term liabilities 38.15 Turnover 0.00 Gross profit 0.00 Profit before Tax 0.00 Profit after Tax 0.00

Note that there are no agreements or synergies between the company and AKTOR S.A.

9.4. Other participations

Other participations are considered those in which AKTOR S.A. has participation greater than 10% and lower than or equal to 20%.

ATTIKI ODOS S.A.

The company was established in 1996 and its registered office was located in Halandri, Attica at 18 Filellinon st. On 31.10.2000, it was moved to Maroussi, Attica (113 Neratziotissis St.) and on 4.3.2002 it was moved again to Peania, Attica (41.9 km of the ATTIKI ODOS).

The scope of the company is the design, construction, self-financing, and exploitation of the Elefsina – Stavros – Spata Airport Freeway and the Imittos Western Peripheral Avenue (the Avenue) in line with the Concession Agreement that was legally contracted and signed by ATTIKI ODOS S.A. and the Greek State on the 23 rd of May 1996 and ratified by Law 2445/96. Further, the 1. organization, management, administration, operation, development and exploitation of the Avenue including all activities or acts and all kinds of business activities stipulated by or resulting directly or indirectly from the Concession Agreement; 2. purchase, construction, leasing and general exploitation of properties, in order to achieve the corporate objective; 3. commercial representation or agency of firms in Greece or abroad involved in activities or business sectors related directly or indirectly to the scope of the company; 4. consulting services and provision of know-how in the context of the above scope; 5. all business activities or other activities (commercial or otherwise, industrial, financing, capital-related, concerning real estate or other property) that are directly or indirectly related to the “foregoing scope of the company or which the competent company officers consider to be or to probably become beneficial in achieving the corporate scope”.

In order to achieve its objective the company may:

a. participate in any enterprise of any corporate form, with same or similar scopes to the foregoing scope and objectives; b. form consortia or cooperate in any manner with any third-party natural or legal entity or group of entities without legal personality; c. represent any company having same or similar scope in Greece or abroad and d. provide guarantees in favour of third parties.

The Board of Directors consists of the following persons:

Full name Position GEORGIOS PAPADAKIS CHAIRMAN KONSTANTINOS MITZALIS VICE-CHAIRMAN LEONIDAS BOBOLAS MANAGING DIRECTOR DIMITRIOS KOUTRAS MEMBER CHRISTOS YIOKARIS MEMBER KONSTANTINOS SARANTOPOULOS MEMBER THEOCHARIS STAVROU MEMBER NIKOLAOS TRICHAS MEMBER

KONSTANTINOS KOUVARAS MEMBER PANAGIOTIS GORITSAS MEMBER KONSTANTINOS TSELOS MEMBER

The Board of Directors’ term of office expires on 30.06.2008.

The share capital of the company stands at €173,693,760.00 divided into 2,366,400 ordinary shares with voting rights of nominal value equal to €73.40 each.

The detailed shareholder structure of the Company is shown in the table below:

Number of COMPANY % shares ELLINIKI TECHNODOMIKI TEB A.E. 522,990 22.10% AKTOR S.A. 403,910 17.07% J&P – AVAX S.A. 497,045 21.00% ATTIKAT S.A. 233,817 9.88% ETETH S.A. 232,454 9.82% PANTECHNIKI S.A. 475,184 20.08% EGIS 1,000 0.04% TOTAL 2,366,400 100.00%

The company’s main financial figures for the period 2002-2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 983,473.00 1,195,345.04 1,182,175.96 Current Assets 239,656.05 179,209.99 187,786.70 Total assets 1,225,620.62 1,375,867.05 1,370,703.52 Share capital 173,693.76 173,693.76 173,693.76 Total equity capital 542,822.25 601,830.76 584,749.69 Long-term liabilities 591,757.93 696,087.15 713,732.75 Short-term liabilities 86,907.76 74,190.57 69,421.24 Turnover 13,538.30 71,491.77 160,230.56 Gross Profit -1,536.69 5,373.27 1,474.00 Profit Before Tax 0.00 0.00 -1,548.28 Profit After Tax - - -

ATTIKA DIODIA S.A.

The company was established in 2000. Its registered office is located in the Municipality of Peania, Attica, and its central office at 41.9 km of the ATTIKI ODOS. The company’s duration expires on 23.6.2049.

The scope of the company is:

1. Participation in the share capital of the company which will undertake certain of the obligations related to the maintenance, operation and exploitation of the project in accordance with Article 43.1.10 of the Concession Agreement dated 23-5-1996 and ratified by Law 2445/1996 (Government Gazette 274 A/1996) on the design, build, self-finance and exploitation of the Elefsina – Stavros – Spata Airport Freeway and the Imittos Western Peripheral Motorway,

2. To provide guarantees in favour of third parties and any other activity related to the above described activity.

Its share capital stands at €642,241.50 divided into 2,140,805 ordinary shares with nominal value of €0.30 each.

The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of shares Participation % ELLINIKI TECHNODOMIKI TEB A.E. 473,331 22.11% AKTOR S.A. 365,557 17.08% J&P AVAX S.A. 449,853 21.01% ATTIKAT S.A. 211,614 9.88% ETETH S.A. 210,383 9.83% PANTECHNIKI S.A. 430,067 20.09% TOTAL 2,140,805 100.00%

The company’s Board of Directors consists of:

CHAIRMAN G. PAPADAKIS VICE-CHAIRMAN K. MITZALIS MANAGING DIRECTOR L. BOBOLAS MEMBER T. STAVROU MEMBER C. YIOKARIS MEMBER K. TSELOS MEMBER D. KOUTRAS MEMBER N. TRICHAS MEMBER K. KOUVARAS MEMBER K. SARANTOPOULOS

The Board of Directors’ term of office expires on 30.06.2008.

The company’s first over-twelve-month accounting period ended on 31.12.2001. The company’s main financial figures for the years 2002-2004 are presented below:

(in ‘000 €) 2002 2003 2004 Net formation expenses 5.02 3.35 1.68 Net tangible assets 0.00 0.00 0.00 Participations & Other long-term 1,014.08 1,434.37 1,916.61 receivables Current Assets 180.00 243.59 690.47 Share capital 642.24 642.24 642.24 Total equity capital 1,061.41 1,681.31 2,609.13 Short-term liabilities 137.70 0.00 0.00 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax 564.54 619.90 927.82 Profit After Tax 564.54 619.90 927.82

Note that there are no agreements or synergies between the company and AKTOR S.A.

KANTZA S.A. (PROPERTY MANAGEMENT AND DEVELOPMENT COMPANY)

The company was established in Athens in 1999.

The scope of the company is:

1. The purchase or acquisition in any manner of properties of any type in Greece or abroad with the aim of their development, management and exploitation 2. The development, management and exploitation of any kind of properties located in Greece or abroad belonging to third parties.

The company’s duration is 50 years expiring on 30.4.2049.

Its share capital stands at €7,207,800.00 divided into 2,460,000 registered shares with nominal value €2.93 each.

The shareholder structure of the company is shown in the table below:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 2,079,980 84.55% AKTOR S.A. 380,020 15.45% Total 2,460,000 100.0%

The Board of Directors of the company consists of:

1. Anastassios Kallitsantsis, Chairman & Managing Director 2. Georgios Sossidis, Vice-Chairman 3. Dimitrios Koutras, Member 4. Thomas Papadopoulos, Member 5. Vasiliki Analyti, Member

The Board of Directors’ term of office expires on 30.06.2007.

The company’s first accounting period ended on 31.12.2000. The company’s main financial figures for the years 2002-2004 are presented below:

(in 000 €) 2002 2003 2004 Net tangible assets 6,133.28 6,133.28 6,290.62 Current assets 230.84 221.97 29.40 Share capital 7,207.80 7,207.80 7,207.80 Total equity capital 6,761.90 6,561.22 6,350.75 Short-term liabilities 0.22 0.30 0.30 Turnover 0.00 0.00 0.00 Gross profit 0.00 0.00 0.00 Profit before Tax -223.72 -197.96 -207.43 Profit after Tax -226.38 -200.68 -210.47

Note that there are no agreements or synergies between the company and AKTOR S.A.

GEFYRA MARITIME COMPANY

GEFYRA MARITIME CO. was established in 1998. Its registered office is located in Halandri, Attica at 2 Rizariou st. and it reports to the Ministry of Mercantile Marine. The company’s duration expires on 2010.

The exclusive scope of the company is the ownership, operation and management of Greek commercial vessels in accordance with Law 959/79. Its activity consists of the possession of a single vessel used in the Rion – Antirrion Bridge Project.

Its capital stands at €29,300.00 divided into 10,000 shares with nominal value of €2.93 each.

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The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of Shares % AKTOR S.A. 1,548 15.48% ATHENA S.A. 1,174 11.74% PROODEFTIKI S.A. 774 7.74% 484 4.84% K. I. SARANTOPOULOS S.A. J&P (HELLAS) 1,120 11.20% DUMEZ GTM 4,900 49.00% TOTAL 10,000 100.00%

The company's Board of Directors consists of the following persons:

• J. F. Ravix, Chairman • N. Trichas, Vice-Chairman • G. De Maublanc, Member • P. Richard, Member and • A. Mytilis, Member

The company’s main financial figures for the years 2002-2004 are presented in the following table:

GEFYRA MARITIME CO. (in ‘000 €) 2002 2003 2004 Net formation expenses 0.00 0.00 0.00 Net intangible assets 0.00 0.00 0.00 Net tangible assets 2,676.98 2,029.12 1,101.60 Current assets 100.70 74.93 1,130.83 Share capital 29.30 29.30 29.30 Equity capital 29.30 29.30 29.30 Provisions 0.00 0.00 0.00 Long-term liabilities 0.00 0.00 0.00 Short-term liabilities 2,748.38 2,075.81 2,203.13 Turnover 979.02 974.32 814.38 Gross profit 455.08 455.13 322.43 Profit before Tax 455.08 480.31 884.74

Note that there are no agreements or synergies between the company and AKTOR S.A.

9.5. Subsidiary companies of the subsidiaries or affiliated companies of AKTOR S.A.

PLO-KAT INDUSTRIAL COMPANY S.A. OF PREFABRICATED CONSTRUCTIONAL ELEMENTS FOR PORT WORKS

PLO-KAT S.A. was established in 2000. Its registered seat is located in the Municipality of Xanthi and its central office at 30B Brokoumi st., Xanthi. Its duration is for 50 years expiring in 2050.

The company’s scope is: 1. to construct and trade in concrete floating docks (caissons), etc.; 2. to install, by means of specialised professionals employed by the company or other organized crew, prefabricated constructional elements in port projects the execution of which is undertaken by the company or by third parties; 3. to import prefabricated constructional elements intended for port works and materials that are necessary for the construction of these works; 4. to represent Greek or foreign port-work elements construction firms.

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The company’s share capital amounts to €450,000.00 divided into 1,500,000 shares of nominal value €0.30 each. Its shareholders’ composition is as follows:

SHAREHOLDERS Number of shares Percentage BISTONIS S.A. 1,500,000 100.00% Total 1,500,000 100.00%

The company’s Board of Directors consists of the following members:

Ioannis Ikonomou, son of C. Chairman Maria Karatza Vice-Chairwoman Timoleon Karefilakis Managing Director Nikolaos Aslanidis, son of Konstantinos Member Ioannis Aslanidis, son of Konstantinos Member

The company’s main financial figures for the operating periods 2002-2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net formation expenses 0.00 0.00 0.00 Net intangible assets 0.00 0.00 0.00 Net tangible assets 400.06 382.06 346.20 Current assets 907.46 356.44 382.74 Share capital 150.00 150.00 450.00 Equity capital 145.74 41.79 297.00 Provisions 0.00 0.00 0.00 Long-term liabilities 100.07 99.71 90.88 Short-term liabilities 1,062.85 598.17 525.78 Turnover 575.00 781.32 13.50 Gross profit 660.71 -58.39 -135.32 Profit before Tax 22.42 -103.95 -39.04 Net formation expenses 14.54 -103.95 -39.04

Note that there are no agreements or synergies between the company and AKTOR S.A.

ATTIKES DIADROMES S.A.

The company was established in 1999. Its registered seat is located in the Municipality of Peania, Attica and its central office at the 41.9km of Attiki Odos road. Its duration is for 50 years expiring in 2049.

The company’s scope is:

1. the maintenance and operation of the Main Concession Project (MCP), in accordance with and fully meeting by the terms and conditions of the Concession Agreement dated 23-5-1996 regarding the design, construction, self-financing and exploitation of the Elefsina-Stavros-Spata Airport Freeway and the Imittos Western Peripheral Avenue, as ratified by Law No 2445/1996 (Government Gazette Issue Α 274/1996), and amended by virtue of the Presidential Decrees 3/1998 and 75/1999 as well as in accordance with the provided under article 43.1.10 of the aforementioned Concession Agreement, Maintenance and Operation Agreement that will be signed between the concession company, ATTIKI ODOS S.A., and this company, with the exception of those maintenance and operation works mentioned in MCP that are explicitly excluded by virtue of the aforementioned Maintenance and Operation Agreement; 2. any other activity pertaining to the above.

The company’s share capital amounts to €3,521,670.00 divided into 11,738,900 shares of nominal value €0.30 each. Its shareholders’ composition is as follows:

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SHAREHOLDERS Number of Percentage shares ATTIKA DIODIA S.A. 9,391,120 80.00% TRANSROUTE INTERNATIONAL SA 2,347,780 20.00% TOTAL 11,738,900 100.00%

The company’s Board of Directors consists of the following members:

Leonidas Bobolas Chairman E. Gerarhakis Vice-Chairman Jean Harito Vice-Chairman Vassilis Chalkias Managing Director Eduardo Sarantopoulos Member Vincent Terrasson Member

The company’s main financial figures for the operating periods 2002-2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net formation expenses 0.00 0.00 0.00 Net intangible assets 0.00 0.00 0.00 Net tangible assets 3,010.58 2,856.45 3,484.32 Current assets 7,734.17 13,002.63 14,957.46 Share capital 1,752.00 2,576.10 3,521.67 Equity capital 2,807.99 3,878.85 7,956.21 Provisions 135.20 550.60 2,150.00 Long-term liabilities 0.00 0.00 0.00 Short-term liabilities 8,019.07 10,773.33 8,050.02 Turnover 10,509.20 22,095.24 42,392.22 Gross profit 4,987.84 8,177.44 12,517.35 Profit before Tax 2,336.77 3,855.98 7,297.64 Net formation expenses 1,503.17 2,260.25 4,077.36

Note that there are no agreements or synergies between the company and AKTOR S.A.

HELLAS GOLD S.A.

The company was established in 2003. Its registered office is located in the Municipality of Maroussi, Attica and its central office at 18, Fillelinon st. Its duration is intended to be 50 years expiring in 2050.

The scope of the company is:

1. The operation and exploitation of mines of any kind; 2. The processing and trading in mineral aggregates; 3. The establishment and running of a gold mining business; 4. The selection and processing of commercial information and the provision of services to Greek or foreign businesses, in particular as regards the development of technology and the promotion of exports; 5. The undertaking of representations for commission or participation in the profit of the aforementioned products or the undertaking of distribution or resale agreements, etc.

On 31.12.2004, the company’s share capital amounted to €7,900,000.00 divided into 790,000 shares with nominal value €10.00 each. Its shareholders’ composition is as follows:

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SHAREHOLDERS Number of Percentage shares GREEK MINES S.A. 350,000 44.30% DIMITRIOS KOUTRAS 140,000 17.72% EUROPEAN GOLDFIELDS (GREECE) B.V. 300,000 37.98% TOTAL 790,000 100.00%

Today (May 2005), the share capital amounts to €10,000,000.00 divided into 1,000,000 shares of nominal value €10.00 each. The company’s shareholders’ composition is as follows:

SHAREHOLDERS Number of Percentage shares GREEK MINES S.A. 350,000 35.00% EUROPEAN GOLDFIELDS (GREECE) B.V. 440,000 44.00% GLOBAL MINERAL RESOURCES Sarl 210,000 21.00% TOTAL 1,000,000 100.00%

The company’s Board of Directors consists of the following members:

Dimitrios Koutras Chairman & Managing Director Georgios Sossidis Member Dimitrios Kouroumblis Member Christopher David Grannel Member David Reading Member

The company ended its first over-twelve-months operating period on 31.12.2004. The company’s main financial figures for the operating period 2004 are presented in the table below:

(in ‘000 €) 2004 Net formation expenses 73.14 Net intangible assets 0.00 Net tangible assets 9,245.30 Current assets 11,006.39 Share capital 7,900.00 Equity capital 19,216.05 Provisions 12.94 Long-term liabilities 0.00 Short-term liabilities 1,279.26 Turnover 2,305.06 Gross profit 1,188.23 Profit before Tax -4,713.36 Profit after Tax -4,784.05

Note that there are no agreements or synergies between the company and AKTOR S.A.

9.6. Companies participating in AKTOR

ELLINIKI TECHNODOMIKI TEB A.E.

The company was established in 1955 as a limited liability company and was converted into a Société Anonyme in 1962 (Sociétés Anonymes and Limited Liability Companies Bulletin of the Government Gazette 237/21.5.1962). By means of decision of the Extraordinary General Meeting of shareholders on 28.6.2002 the corporate name of the company was changed into: “ELLINIKI TECHNODOMIKI TECHNICAL, INVESTMENT, INDUSTRIAL COMPANY S.A.” trading as ELLINIKI TECHNODOMIKI TEB S.A. The company’s duration expires on 2061. Its registered office is located in the Municipality of Athens (Companies Register No. 874/06/B/86/16) and its central offices in

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Ambelokipi at 78A Louizis Riancour St., Tel. 210 69.00.300). The company was listed on the Athens Exchange in April 1994.

Pursuant to Article 3 of its Articles of Association the scope of the Company is:

1. To undertake and implement all types of designs and studies and to undertake and implement technical projects of any kind for the State and municipalities, as well as for the private sector, natural persons and public and private legal entities, all kinds of organizations or cooperatives, as well as to undertake and implement all types of studies and research 2. To undertake technical management, planning, implementation and commissioning of technical projects or investments in general (activity internationally known as project management) 3. To provide technical consultancy services on matters of: a) preparing all types of technical, feasibility or financial studies, b) construction of any category of technical projects and all types of other services (such as computerization, public relations, investor relations, cash management, bank relations, insurance, financing organizations, internal auditing, tax affairs and observance of accounting standards, financial analysis and financial reporting, competition market research, support during preparation - analysis of business plans, support for and implementation of agreements and mergers, etc) 4. To construct residences and building complexes adopting any method available and to sell or exploit in any manner buildings or horizontal properties developed by the Company 5. To represent commercial and industrial firms, Greek or foreign 6. To demonstrate industrial production of large and/or small scale, as well as to trade any form of materials, raw materials, machinery or tools in Greece and/or abroad 7. To participate in other existing or established enterprises either by contribution of own shares or acquisition of the target-companies’ shares, either Greek or foreign, which have the same or a similar scope and to develop any investment activity in Greece and/or abroad 8. All the aforementioned activities may be performed by the Company on own behalf or on behalf of third parties either in return for commission or percentages, or in partnership or by cooperating with other natural or legal entities (consortia) 9. To merge with other companies or to absorb other related companies or to contribute its own divisions to an existing company or a company under formation 10. The Company may provide guarantees in favour of other companies or consortia it participates in or cooperates with, providing collaterals of any kind, either contractual or in rem.

The company’s share capital amounts to €91,155,589.34 divided into 128,388,154 common shares with nominal value of €0.71. According to the share register, the shareholder structure of the company on 31.03.2005 was as follows:

Number of Participation % Shareholder shares as at 31.03.2005 HELLAS PARTICIPATIONS LUXEMBOURG 15,000,000 11.68% DIMITRIOS KALLITSANTSIS 7,499,691 5.84% ANASTASSIOS KALLITSANTSIS 7,377,960 5.75% LEONIDAS BOBOLAS 6,410,001 4.99% NATIONAL BANK OF GREECE 6,371,272 4.96% MITICA LIMITED 6,332,878 4.93% PIXEL COMPANY INC 3,931,440 3.06% DIMITRIOS KOUTRAS 3,758,875 2.93% NICOLAOS TRICHAS 3,459,710 2.69% Investors 68,246,327 53.16% Total 128,388,154 100.00%

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The company’s Board of Directors’ composition is as follows:

1. Nicolaos Trichas Chairman & Managing Executive member Director 2. Anastassios Kallitsantsis Managing Director Executive member 3. Ioannis Koutras Vice-Chairman Non executive member 4. Anthimos Thomopoulos Member Non executive member 5. Dimitrios Kallitsantsis Member Executive member 6. Dimitrios Koutras Member Executive member 7. Alkistis Tricha – Athanassouli Member Executive member 8. Maria Anastassia, wife of Em. Member Executive member Karatza 9. Ioannis Bournazos Member Executive member 10. Christoforos Voyiatzoglou Member Non executive member – Independent 11. Georgios Bekiaris Member Non executive member - Independent

The tables below present the main financial figures for the company for the three-year period 2002- 2004:

(in ‘000 €) INCOME STATEMENT 2002 2003 2004 Turnover Company turnover: - Services 9,710.56 11,677.09 9,172.82 Total turnover 9,710.56 11,677.09 9,172.82 4,735.82 6,672.69 6,649.52 Gross profit (before depreciation) Other operating income 472.49 889.57 945.75 Total 5,208.31 7,562.26 7,595.28 Operating profit/ loss 2,984.87 5,382.67 5,788.73 Profit before Interest, Tax and Depreciation 24,223.27 53,561.28 38,936.91 Profit before Tax and Depreciation 24,091.68 52,592.04 38,764.44 Profit before Tax 19,949.89 48,348.74 34,797.17 Profit after Tax & Director’s remuneration 14,737.79 45,465.31 31,672.05 Profit after Tax, Directors’ remuneration & prior years’ tax differences 14,729.56 45,465.31 31,672.05

(in ‘000 €) ASSETS 31/12/2002 31/12/2003 31/12/2004 Net formation expenses 7,096.24 3,623.68 334.31 Net tangible assets 18,981.09 39,309.74 39,259.32 Participations in subsidiaries 327,530.65 326,589.25 344,284.58 Participations in affiliates 156,023.01 131,134.51 139,894.60 Less: Provision for impairment 52,467.40 47,616.67 47,616.67 Other long-term receivables 8.55 7.70 8.46

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Total participations and other long-term receivables 431,094.89 410,114.77 436,570.96 TOTAL FIXED ASSETS 450,075.98 449,424.52 475,830.29 TOTAL CURRENT ASSETS 33,032.47 83,627.12 55,254.26 Prepayments and Accrued Income 5.14 132.25 23.13 TOTAL ASSETS 490,209.83 536,807.58 531,441.99 LIABILITIES TOTAL EQUITY CAPITAL 448,360.96 485,089.34 496,571.08 PROVISIONS 0.00 0.00 0.00 TOTAL LONG-TERM LIABILITIES 19,800.00 19,800.00 0.00 TOTAL SHORT-TERM LIABILITIES 21,984.49 31,876.24 34,865.13 Accruals and Deferred Income 64.39 42.00 5.78 TOTAL LIABILITIES 490,209.83 536,807.58 531,441.99

The tables below present the main consolidated financial figures for the company for the three-year period 2002-2004:

(in ‘000 €) 2002 2003 2004 Company Turnover 325,187.87 482,375.70 425,981.73 Turnover from participations 484,027.75 415,075.61 315,821.32 Total turnover 809,215.62 897,451.31 741,803.05 Gross profit from Company turnover 40,074.83 96,725.41 122,995.23 Add: Other operating income 2,686.72 5,099.68 2,100.46 Total 42,761.54 101,825.10 125,095.69 Operating result 34,160.75 88,573.46 109,094.54 Plus: Income from participations (before Tax) 98,815.04 74,553.34 45,505.78 Plus: Income from securities 4,040.95 2,491.76 2,433.89 Plus: Profit from sale of participations and securities 8,247.78 14,132.50 369.87 Less: Expenses and losses from participations and securities 6,299.95 15,142.07 11,552.58 Plus: Extraordinary and non-operating income & 709.07 395.33 2,758.17 profit Less: Extraordinary and non-operating expenses 3,958.93 4,250.39 3,845.31 & losses Profit before Interest, Tax and Depreciation 135,714.70 160,753.94 144,764.35 Plus: Interest and related income 1,220.11 423.65 415.69 Less: Interest charges and related expenses 2,692.72 3,427.17 2,948.79 Profit before Tax and Depreciation 134,242.09 157,750.41 142,231.25 Profit before Tax 111,368.70 133,209.00 117,860.98 Profit after Tax and prior years’ tax differences 68,008.13 89,044.88 74,751.43 Profit after Tax, prior years’ tax differences and minority rights 51,984.13 67,468.71 54,827.83

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(in ‘000 €) ASSETS 2002 2003 2004 Net formation expenses 7,832.03 5,060.11 2,099.02 Net intangible assets 14,055.56 10,594.12 7,067.12 Tangible assets 200,742.03 333,310.63 336,810.75 Less: Accumulated depreciation 64,098.58 78,913.71 91,769.73 Net tangible assets 136,643.45 254,396.92 245,041.03 Participations in subsidiaries 473.78 20,655.12 36,453.75 Participations in affiliates 208,102.48 178,854.89 185,528.83 Less: Provisions for impairment 32,746.41 29,179.97 29,179.97 Long-term receivables 298.47 311.59 289.71

Total participations and other long-term receivables 176,128.32 170,641.63 193,092.32 TOTAL FIXED ASSETS 326,827.32 435,632.67 445,200.46 TOTAL CURRENT ASSETS 333,070.49 488,423.42 453,140.92 Prepayments and Accrued Income 2,780.88 3,894.67 2,899.73 TOTAL ASSETS 670,510.73 933,010.87 903,340.14 Memo accounts 599,263.12 619,760.08 595,122.69

LIABILITIES Share capital 75,962.99 75,988.61 127,354.25 TOTAL EQUITY CAPITAL 443,183.98 607,893.11 627,935.80 PROVISIONS 1,703.17 596.57 630.07 LONG-TERM LIABILITIES Long-term liabilities to Banks 19,800.00 19,800.00 27,524.90 Other long-term liabilities 494.05 560.38 626.69 TOTAL SHORT-TERM LIABILITIES 197,063.14 282,172.28 233,642.98 GRAND TOTAL LIABILITIES 217,357.19 302,532.66 261,794.58 Accruals and Deferred Income 8,266.38 21,988.53 12,979.70 TOTAL LIABILITIES 670,510.73 933,010.87 903,340.14 Memo Accounts 599,263.12 619,760.08 595,122.69

Note that there are no agreements or synergies between the company and AKTOR S.A. apart from the inter-company transactions presented in chapter 9.8.

9.7. Companies in which the Company’s main shareholders or directors participate

The main shareholders and board members of AKTOR S.A. participate in the following companies:

Participations of the main shareholder ELLINIKI TECHNODOMIKI TEB A.E. (participation % over 10%)

ELLINIKI TECHNODOMIKI ENGINEERING CONSULTANTS LTD

The Company was established in 1984 and is located in Athens. Pursuant to Article 2 of its Articles of Association the scope of the Company is: to provide technical consultancy services for all kinds of design and construction of technical projects, to provide for a fee services in the field of research and property development, services relating to the advertising of third parties in general, economic and feasibility study services, business consultancy services on matters of business management, services on matters of technology, equipment and technological methods as well as computer programming and computerization services.

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The administrators and representatives of the company are: 1) Alkistis Tricha-Athanassouli and 2) Dimitrios Kallitsantsis, son of Parisis, who acting separately may engage in all management activities on behalf of the company. Their term of office and the company’s duration expires on 16.12.2020.

The partners of the company are presented in the table below:

SHAREHOLDERS % ELLINIKI TECHNODOMIKI TEB A.E. 87.5% Loukas Kiriakopoulos 2.5% Georgios Papadakis 2.5% Georgios Pamboukis 2.5% Anastasios Kallitsantsis 2.5% Dimitrios Kallitsantsis 2.5% Total 100.0%

The company’s main financial figures for the years 2002-2004 are presented in the following table:

(in ‘000 €) 2002 2003 2004 Net tangible assets 0.57 0.00 0.00 Current Assets 498.76 162.01 161.29 Total assets 499.32 162.01 161.39 Share capital 2.93 2.93 2.93 Total equity capital 2.93 2.93 2.93 Provisions 0.00 0.00 0.00 Short-term liabilities 496.39 159.07 158.46 Turnover 596.15 28.04 0.00 Gross Profit 256.35 28.04 0.00 Profit Before Tax 214.24 24.94 -0.21 Profit After Tax 157.21 19.37 -0.21

Note that there are no agreements or synergies between the company and ELLINIKI TECHNODOMIKI TEB A.E.

DIETHNIS ALKI S.A.

“DIETHNIS ALKI S.A.” – Commercial, Industrial, Construction, Organizations & Real Estate Property Company S.A., was established in 1996.

The scope of the Company pursuant to Article 3 of its Articles of Association is to purchase or lease land or properties with the aim of developing them commercially or industrially, to undertake the construction of buildings and building facilities in any category, to purchase properties in Greece or abroad with the aim of erecting buildings or building facilities thereon, to represent any enterprise, to provide technical consultancy services on matters of feasibility or financial studies, to provide services on matters concerning the construction of technical projects and on matters relating to exploitation, development and management of properties.

The Company’s duration is 100 years and its registered office is located in the Municipality of Athens.

The share capital of the Company today amounts to €2,534,450.00 divided into 865,000 ordinary shares with nominal value of €2.93 each. The shareholder structure of the Company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 865,000 100.0% Total 865,000 100.0%

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The Board of Directors consists of the following persons:

1. Anastassios Kallitsantsis, Chairman & Managing Director 2. Georgios Sossidis, Vice-Chairman 3. Dimitrios Koutras, Member 4. Vasiliki Analyti, Member 5. T. Papadopoulos, Member

The Board of Directors of the company serves for a term of five years.

The company’s accounting period ends on 31 st December every year.

The main financial figures of the company are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 7,611.47 10,357.41 9,750.14 Current Assets 154.05 638.71 1,245.22 Share capital 234.40 2,534.45 2,534.45 Total equity capital 331.11 2,217.82 2,323.39 Provisions 0.00 0.00 0.00 Long-term liabilities 81.31 125.11 7,702.24 Short-term liabilities 6,948.25 8,383.57 941.30 Turnover 498.57 759.90 1,726.59 Gross Profit 215.32 -62.98 446.94 Profit Before Tax 41.68 -413.34 105.64 Profit After Tax 12.01 -413.34 105.64

HELECTOR S.A. – ENERGY & ENVIRONMENTAL ENTERPRISES COMPANY S.A.

The company was established in 1962 and was given the corporate name “PROJECTS & GENERAL ENTERPRISES TECHNICAL & COMMERCIAL – INDUSTRIAL COMPANY S.A.” (EKGE S.A.) in 1965. In 2002 it was renamed to “HELECTOR S.A.” – ENERGY & ENVIRONMENTAL IMPLEMENTATIONS COMPANY S.A.

The company’s registered office is located in the Municipality of Argyroupoli and its central office at 22 Kritis st. and 12 Gravias st.

The company’s duration expires on 4.6.2049.

According to its Articles of Association the scope of the Company is:

1. To undertake and carry out, both in Greece and abroad all types of public, municipal and private technical projects such as building projects, transportations projects including roads and bridges, port and hydraulic projects, electromechanical, industrial and energy projects in general, which require or not registration of the undertaking company on the Roll of Contracting Enterprises under the respective class and category of the projects 2. To undertake and implement designs for technical projects and works if any kind 3. To design, supervise and construct buildings on plots owned by the Company or on plots owned by third parties using the well known system of exchange of an indivisible share in the plot and in general to construct buildings of any kind with the scope of selling or exploiting in any manner the residences constructed on the plot 4. to participate in, represent or cooperate in any manner with companies and general with enterprises that exist or shall be established in the future, Greek or foreign, that have the same or related scope; 5. to industrialize and in general industrially process items of any kind and to establish to this end relevant industries as well as to trade such products in Greece and abroad, and 6. to undertake representation of foreign industries and trading firms.

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The company’s share capital amounts to the total sum of €1,312,656.80 divided into 128,440 common, registered shares with voting rights of nominal value €10.22.

The company’s shareholders’ composition is presented in the table below:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 115,596 90.0% Athanassios Katris 12,844 10.0% Total 128,440 100.0%

The company’s accounting period ends on 31st December every year. The Board of Directors of the company consists of:

1. Leonidas Bobolas, Chairman 2. Athanassios Katris, Vice-Chairman & Managing Director 3. Anastasios Kalitsantsis, Member 4. Dimitrios Koutras, Member 5. Georgios Sossidis, Member 6. Dimitrios Grammatas 7. Markelos Griparis

The company’s main financial figures for the accounting periods 2002-2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 13.50 506.02 3,650.48 Current Assets 1,473.05 8,154.62 16,105.14 Share capital 164.10 1,181.39 1,312.66 Total equity capital 1,483.95 7,457.41 14,911.10 Long-term liabilities 0.00 0.00 0.00 Short-term liabilities 2.60 3,255.08 7,003.87 Turnover 0.00 9,590.70 28,594.89 Gross profit 0.00 3,492.96 9,717.86 Profit Before Tax 191.57 2,937.01 8,853.57 Profit After Tax 180.49 2,036.81 7,108.16

REDS S.A.

The Company was established in 1918 with the corporate name “A. KAMBAS WINERIES, INDUSTRIAL, COMMERCIAL, PROPERTY & TOURISM COMPANY S.A.”. Pursuant to a decision of the 2 nd repeat General Meeting of the shareholders of the Company held on 30.07.2001, this name was changed to “A. KAMBAS HOLDINGS AND PROPERTY DEVELOPMENT S.A.” and its trading name to “A. KAMBAS HOLDING & REAL ESTATE S.A.”. At the 1 st repeat General Meeting of shareholders on 20 th February 2003, the corporate name was changed again as follows:

Corporate name: “REDS S.A (Real Estate Development & Services S.A.) Trading name: “REDS S.A.”

1. The scope of the company is: a. To participate in any manner, either by contribution of own shares or acquisition of the target- companies’ shares, in companies of any legal form, existing or future, and in particular in companies active in the property development sector, and to make investments in securities b. To develop and exploit properties, to prepare studies, reports and business plans on the development – exploitation of properties, to monitor and evaluate investment plans in property, to prepare feasibility studies, to provide scientific and technical support to third

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parties as well as property development and management services for properties belonging to the company or third parties c. To undertake technical management, planning and commissioning (project management) and implementation of technical projects. 2. In order to achieve this scope the company may: a. Provide guarantees in favour of other companies it participates in or cooperates with, providing collaterals of any kind, either contractual or in rem b. Perform all related activities, participate in and cooperate in any manner with companies or legal entities of any form in the public or private sector, in Greece or abroad, establish other companies, acquire or represent rights, privileges, etc. in companies and in general perform all activities which support and complement its business scope c. Establish branches in other cities in Greece or abroad, and d. extend its activities abroad.

The company’s share capital amounts to €67,337,450.50 divided into 39,610,265 ordinary shares of nominal value of €1.70 each. The Company’s shareholders’ composition pursuant to the company’s share register as at 31.12.2004 is presented in the table below:

SHARE REGISTER as at 31.12.2004 SHAREHOLDERS Number of Shares (%) ELLINIKI TECHNODOMIKI TEB A.E. 20,131,987 50.83% Investors 19,478,278 49.17% TOTAL 39,610,265 100.00%

The company’s Board of Directors that was elected by the Ordinary General Meeting of the shareholders on 20.06.2003, formed into a body on 23.06.2003 and its composition is as follows:

MEMBER’S FULL NAME POSITION ON BOARD Executive members

Dimitrios Koutras, son of Athanassios Chairman of the Board Anastassios Kallitsantsis, son of Parisis Vice-Chairman & Managing Director Dimitrios Kallitsantsis, son of Parisis Member of the Board

Alkistis Tricha-Athanassouli, daughter of Basil Member of the Board

Leonidas Bobolas, son of Georgios Member of the Board

Loukas Giannakoulis, son of Ioannis Member of the Board

Non-executive members

Nicolaos Trichas, son of Basil Member of the Board Georgios Bekiaris Member of the Board

Argyrios Milios Member of the Board

Mr. Georgios Bekiaris and Mr. Argyrios Milios are independent members of the Company’s Board of Directors.

The company’s Board of Directors’ term of office expires on 30.06.2005.

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The table below presents the summary financial information for the years 2002-2004:

2002 2003 2004 (in ‘000 €)

Total Company Turnover 9,974.59 22,566.10 14,553.80 Gross Profit (before depreciation) 1,651.30 4,098.36 4,451.02 Add: Other operating income 32.75 51.88 232.49 Total 1,684.06 4,150.24 4,683.51 Operating profit/loss before depreciation 1,028.85 3,480.09 3,553.18 Add: profit from sale of participations & securities 0.00 4.44 0.00 Add: Profit from securities 152.46 18.39 11.61 Add: Extraordinary and non- 67.26 operating profit 97.76 162.54 Less: Extraordinary and non- 14.29 20.92 353.84 operating loss Profit before Interest and Depreciation 1,264.78 3,644.54 3,278.21 Profit before Depreciation 857.33 3,600.96 3,225.76 Profit before Tax 15.50 1,489.18 1,059.56 Profit after Tax & Directors’ remuneration -64.12 1,054.70 293.76

Profit after Tax, Directors’ remuneration & Tax Audit’s Taxes -64.12 1,049.37 277.60

2002 2003 2004 (in ‘000 €) ASSETS Net formation expenses 1,911.04 1,262.58 657.19 Net intangible assets 0.00 0.00 0.00 Tangible assets 28,990.61 45,473.06 45,968.83 Less: Accumulated depreciation 2,560.27 3,669.02 5,120.63 Net tangible assets 26,430.34 41,804.05 40,848.20 Participations in subsidiaries 28,537.92 28,473.35 86,258.35 Other long-term receivables 128.92 130.51 156.74 Total fixed assets 55,097.18 70,407.91 127,263.29 Total current assets 10,274.50 6,081.40 8,802.06 Prepayments and Accrued Income 2.70 213.97 113.94 TOTAL ASSETS 67,285.42 77,965.87 136,836.48 LIABILITIES Share capital 53,869.96 53,869.96 67,337.45 Total equity capital 52,033.22 59,776.05 117,476.10 Provisions 56.24 76.24 88.30 Total long-term liabilities 412.74 435.27 449.35 Total short-term liabilities 14,241.29 15,125.43 16,763.73 Total liabilities 14,654.04 15,560.70 17,213.09 Accruals and Deferred Income 541.93 2,552.88 2,059.00 GRAND TOTAL LIABILITIES 67,285.42 77,965.87 136,836.48

The company’s summary consolidated financial figures for the accounting periods 2002-2004 are presented below:

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2002 2003 2004 (in ‘000 €) Total Company Turnover 1,425.87 5,528.61 42,327.17 Gross Profit (before depreciation) 1,003.18 2,532.32 16,485.22 Add: Other operating income 50.56 85.10 142.32 Total 1,053.74 2,617.43 16,627.54 Operating profit/loss before depreciation -223.65 1,296.43 14,643.92 Plus: Profit from sale of participations and securities 0.00 21.83 0.00 Plus: Income from securities 247.52 68.08 29.65 Plus: Extraordinary and non-operating 54.33 170.09 1,897.88 income Less: Extraordinary and non-operating 18.91 30.69 445.24 expenses Profit before Tax, Interest and Depreciation 59.29 1,525.75 16,126.21 Profit before Tax & Depreciation -389.08 1,374.96 15,325.51 Profit before Tax -1,919.56 -1,532.86 12,149.34

Profit after Tax & Directors’ remuneration -2,051.84 -3,275.23 7,828.12

Profit after Tax, Directors’ remuneration & prior years’ tax differences -2,051.84 -3,288.26 7,811.74 Profit after Tax, Directors’ remuneration, prior years’ tax differences & Minority rights -2,015.02 -3,156.23 5,847.66

2002 2003 2004 (in ‘000 €) ASSETS Net formation expenses 3,677.83 2,622.80 1,398.91 Net intangible assets 0.00 0.00 0.00 Tangible assets 42,453.27 117,320.28 117,226.19 Less: Accumulated depreciation 2,736.31 3,971.81 5,637.69 Net tangible assets 39,716.96 113,348.46 111,588.51 Participations in subsidiaries 0.00 0.00 0.00 Other long-term receivables 128.92 130.51 156.74 Total fixed assets 39,845.88 113,478.98 111,745.25 Total current assets 27,471.52 45,372.34 52,866.08 Prepayments and Accrued Income 4.09 2,547.89 158.75 TOTAL ASSETS 70,999.31 164,022.01 166,168.99 LIABILITIES Share capital 53,869.96 53,869.96 124,759.90 Total equity capital 51,844.97 112,680.75 120,492.49 Provisions 56.24 79.45 88.30 Total long-term liabilities 412.74 435.27 20,449.35 Total short-term liabilities 18,142.97 47,990.25 22,702.03 Total liabilities 18,555.72 48,425.52 43,151.38 Accruals and Deferred Income 542.38 2,836.29 2,436.83 GRAND TOTAL LIABILITIES 70,999.31 164,022.01 166,168.99 Memo accounts 34,720.55 40,504.70 47,930.90

Note that there are no agreements or synergies between the company and AKTOR S.A. apart from the inter-company transactions presented in chapter 9.8.

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ASTIKES ANAPTIXIS S.A.

The company was established in 1987 and its registered office is located in Athens.

The company’s scope is: 1. to conceive, design, undertake and execute all kinds of investment, development and building construction programmes intended for touristic, real estate, commercial, professional or industrial use and to participate in companies active in the sector of city planning or in companies of mixed economy under the conditions provided for by the laws governing these subject matters; 2. to undertake technical management, planning, implementation and commissioning of technical projects or investments in general (activity internationally known as project management) 3. to provide technical consultancy services on matters of: a) preparing all types of technical, feasibility or financial studies, b) performance of any category of technical projects 4. to establish and generally exploit tourist enterprises of any kind either belonging in their entirety or partly to the company or to third parties as well as the implementation of every activity related to the “time-sharing leasing” within the context provided for by the relevant laws 5. to construct residences and building complexes according to any method available and to sell or exploit in any manner buildings or horizontal properties developed by the Company 6. to participate in other commercial, technical, tourist enterprises or related businesses, Greek or foreign, that exist today or are under establishment, including investment organizations that seek the foregoing or related scopes or to participate in consortia that seek the foregoing or related scopes and implementation of any related activity.

The company’s duration is 50 years and expires on 9.7.2037.

The company’s share capital amounts to €273,000.00 divided into 780,000 ordinary shares of nominal value €0.35 each. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 780,000 100.00% Total 780,000 100.00%

The company’s Board of Directors consists of:

1. Anastassios Kallitsantsis, Chairman & Managing Director 2. Leonidas Bobolas, Vice-Chairman 3. Alkistis Tricha-Athanassouli, Member 4. Nicolaos Trichas, Member 5. Georgios Pamboukis, Member

The company’s Board of Directors’ term of office expires on 26.06.2005.

The summary key financial figures for the operating periods 2002-2004 are presented below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 0.00 0.00 0.00 Current Assets 383.62 374.03 375.07 Share capital 273.00 273.00 273.00 Total equity capital 379.96 374.03 375.07 Short-term liabilities 3.65 0.00 0.00 Turnover 0.00 0.00 0.00 Gross profit 0.00 0.00 0.00 Profit Before Tax 5.53 1.81 2.59 Profit After Tax 3.60 1.11 1.68

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MOTORWAY SERVICE STATIONS S.A.

The company was established in 2000. Its complete corporate name is “Motorists Service Stations – Attica Stations S.A.” and its trade name is “MOTORWAY SERVICE STATIONS S.A.”. The registered office of the company is located in Maroussi and its offices at the junction of 39 Akakion st. & Monemvasias st. The company’s duration is 50 years.

The scope of the company is: 1. to design, build, operate, manage, maintain and exploit motorway service stations. In particular the corporate scope relates to preparing the necessary designs for construction of the mandatory and optional facilities of motorway service stations, the construction of those facilities using self-financing, and the operation, management, maintenance and exploitation of the motorway service stations; 2. commercial representation or agency of firms in Greece or abroad involved in activities or business sectors related directly or indirectly to the scope of the company; 3. to provide consultation services and know-how in the context of the above scope; 4. any other activity related to the above or which directly or indirectly promotes the corporate scope.

The company’s share capital amounts to €6,060,775.00 divided into 206,500 ordinary shares with nominal value of €29.35. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 134,225 65.00% J&P S.A. – AVAX S.A. 72,055 34.89% ETETH S.A. 220 0.11% Total 206,500 100.0%

The Board of Directors of the company consists of:

1. Leonidas Bobolas, Chairman 2. Nicolaos Gerarchakis, Vice-Chairman 3. Anastassios Kallitsantsis, Managing Director 4. Th. Papadopoulos, Member 5. Loukas Giannakoulis, Member 6. Konstantinos Hassapis, Member 7. Konstantinos Mitzalis, Member

The Board of Directors’ term of office expires on 26.06.2007.

The company’s first accounting period ended on 31.12.2001. Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 1,961.14 1,631.07 0.96 Net tangible assets 15,494.87 30,138.50 38,031.05 Current assets 6,262.38 285.56 624.57 Share capital 58.70 6,060.77 6,060.77 Total equity capital 6,060.77 6,083.91 4,067.88 Short-term liabilities 14,249.97 21,181.97 27,323.02 Turnover 0.00 1,076.32 2,115.89 Gross profit 0.00 -912.73 -1,352.66 Profit before Tax -1,155.63 83.37 -2,016.03 Profit after Tax -1,155.63 23.14 -2,016.03

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AEOLIKI KANDILIOU S.A. – WIND POWER GENERATION AND DISTRIBUTION COMPANY S.A.

The company was established in 2001. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riankour st.

The company’s duration expires on 31.12.2051.

The scope of the company is:

1. the design, licensing (installation licence, operating licence, generation licence, etc.), construction, operation, maintenance, and exploitation of projects related to the generation of electrical power, generated by wind generators (energy projects); 2. to participate in investments or financing related to energy projects; 3. to trade in electrical energy to the extent that this is permitted by the legislation in force at the time; 4. all other business activities which are related in one way or another with the generation, transmission, distribution, sale and recycling of energy, etc.

The company’s share capital amounts to €237,330.00 divided into 81,000 ordinary shares with nominal value of €2.93. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 61,000 75.31% ENECO SOLE ADMINISTRATOR LTD 12,000 14.81% APOSTOLOS FRAGOULIS 8,000 9.88% Total 81,000 100.0%

The Board of Directors of the company consists of:

Full name Position Anastassios Kallitsantsis Chairman Georgios Sossidis Vice-chairman Theodoros Sietis Managing Director Apostolos Frangoulis Member

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 258.56 282.96 307.14 Net tangible assets 0.00 5.77 2.49 Current Assets 88.32 70.31 80.87 Share capital 58.60 234.40 237.33 Total equity capital 58.69 358.69 388.69 Short-term liabilities 288.19 0.34 1.81 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -256.37 -24.23 -22.36 Profit After Tax -- -

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AEOLIKI PANEIOU S.A. – WIND POWER GENERATION AND DISTRIBUTION COMPANY S.A.

The company was established in 2001. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riankour st.

The company’s duration expires on 21.6.2051.

The scope of the company is:

1. the design, licensing (installation licence, operating licence, generation licence, etc.), construction, operation, maintenance, and exploitation of projects related to the generation of electrical energy, generated by wind generators (energy projects); 2. to participate in investments or financing related to energy projects; 3. to trade in electrical energy to the extent that this is permitted by the legislation in force at the time; 4. all other business activities which are related in one way or another with the generation, transmission, distribution, sale and recycling of energy, etc.

The company’s share capital amounts to €1,098,750.00 divided into 375,000 ordinary shares with nominal value of €2.93. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 320,000 85.33% ENECO SOLE ADMINISTRATOR LTD 33,000 8.80% APOSTOLOS FRAGOULIS 22,000 5.87% Total 375,000 100.0%

The Board of Directors of the company consists of:

Full name Position Anastassios Kallitsantsis Chairman Georgios Sossidis Vice-chairman Theodoros Sietis Managing director Apostolos Frangoulis Member

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 646.23 731.99 794.49 Net tangible assets 8.52 13.03 33.00 Current Assets 248.34 175.81 292.41 Share capital 175.80 908.30 1,098.75 Total equity capital 175.89 908.40 1,098.84 Short-term liabilities 727.19 12.43 21.05 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -644.43 -83.70 -53.08 Profit After Tax -- -

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AEOLIKI OLYMPUS EVIA S.A. – WIND POWER GENERATION AND DISTRIBUTION COMPANY S.A.

The company was established in 2001. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riankour st.

The company’s duration expires on 21.6.2051.

The scope of the company is:

1. the design, licensing (installation licence, operating licence, generation licence, etc.), construction, operation, maintenance, and exploitation of projects related to the generation of electrical energy, generated by wind turbines (energy projects); 2. to participate in investments or financing related to energy projects; 3. to trade in electrical energy to the extent that this is permitted by the legislation in force at the time; 4. all other business activities which are related in one way or another with the generation, transmission, distribution, sale and recycling of energy, etc.

The company’s share capital amounts to €102,550.00 divided into 35,000 ordinary shares with nominal value of €2.93. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 18,000 51.43% ENECO SOLE ADMINISTRATOR LTD 10,200 29.14% APOSTOLOS FRAGOULIS 6,800 19.43% Total 35,000 100.0%

The Board of Directors of the company consists of:

Full name Position Anastassios Kallitsantsis Chairman Georgios Sossidis Vice-chairman Theodoros Sietis Managing director Apostolos Frangoulis Member

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 41.50 49.98 56.80 Net tangible assets 0.00 2.92 1.56 Current Assets 17.69 49.92 44.36 Share capital 58.60 102.55 102.55 Total equity capital 58.69 102.64 102.64 Short-term liabilities 0.50 0.17 0.07 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -39.83 -7.99 -6.82 Profit After Tax -- -

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AEOLIKI ZARAKA-METAMORFOSSIS S.A. – WIND POWER GENERATION AND DISTRIBUTION COMPANY S.A

The company was established in 2001. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riancour st.

The company’s duration expires on 2.8.2051.

The scope of the company is:

1. The licensing, operation and exploitation of electrical power generation stations using renewable energy sources via wind generators at the location known as Metamorfossi in Molai, Laconia, and 2. The generation and sale of electrical energy in accordance with the legislation in force at the time.

The company’s share capital amounts to €131,850.00 divided into 45,000 ordinary shares with nominal value of €2.93. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 43,000 95.56% VECTOR WIND FARMS OF GREECE S.A. 2,000 4.44% Total 45,000 100.0%

The Board of Directors of the company consists of:

Full name Position Anastassios Kallitsantsis Chairman Georgios Anemodouras Vice-chairman Theodoros Sietis Managing director Georgios Sossidis Member Ekaterini Anemodoura Member

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 75.41 78.99 83.27 Net tangible assets 0.00 0.00 0.00 Current Assets 53.21 52.95 48.68 Share capital 58.60 131.85 131.85 Total equity capital 58.69 131.94 131.94 Short-term liabilities 69.93 0.00 0.00 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -72.35 -3.51 -3.53 Profit After Tax -- -

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AEOLIKI PARNONOS S.A. – VARDIA, AGIA KYRIAKI, RACHES, KAPSOLAKOUSES, KRANI, AGIOS ANDREAS, VAVILA WIND FARMS’ OPERATION AND EXPLOITATION COMPANY S.A.

The company was established in 2001. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riankour st.

The company’s duration expires on 3.8.2051.

The scope of the company is:

1. The design, licensing, operation and exploitation of electrical energy generation stations using renewable energy sources via wind turbines at the locations known as Vardia, Agia Kyriaki, Raches, Kapsolakouses, Krani, Agios Andreas, and Vavila near Neapoli, Laconia, and 2. The generation and sale of electrical power in accordance with the legislation in force at the time.

The company’s share capital amounts to €58,600.00 divided into 20,000 ordinary shares with nominal value of €2.93. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 17,000 85.00% VECTOR WIND FARMS OF GREECE S.A. 3,000 15.00% Total 20,000 100.0%

The Board of Directors of the company consists of:

Full name Position Anastassios Kallitsantsis Chairman Georgios Anemodouras Vice-chairman Theodoros Sietis Managing Director Georgios Sossidis Member Ekaterini Anemodoura Member

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(In ‘000 €) 2002 2003 2004 Net formation expenses 17.79 20.78 23.60 Net tangible assets 0.00 0.00 0.00 Current Assets 41.14 37.91 35.09 Share capital 58.60 58.60 58.60 Total equity capital 58.69 58.69 58.69 Short-term liabilities 0.24 0.00 0.00 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -14.73 -2.99 -2.82 Profit After Tax -- -

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AEOLIKA PARKA OF GREECE TRIZINIA COMPANY S.A. –RACHI, ANATHEMA, KRIONERI, LAMBOUSA, SOROS, VROMOSIKIA WIND FARMS’ OPERATION AND EXPLOITATION COMPANY S.A

The company was established in 2001. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riankour st.

The company’s duration expires on 3.8.2051.

The scope of the company is: 1. The design, licensing, operation and exploitation of electrical power generation plants using renewable energy sources via wind generators in Trizinia at the locations known as Rachi, Anathema, Krioneri, Lambousa, Soros, Vromosikia, and 2. The generation and sale of electrical power in accordance with the legislation in force at the time.

The company’s share capital amounts to €205,100.00 divided into 70,000 ordinary shares with nominal value of €2.93. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 37,000 52.86% VECTOR WIND FARMS OF GREECE S.A. 19,000 27.14% ENECO SOLE ADMINISTRATOR LTD 10,000 14.29% APOSTOLOS FRANGOULIS 4,000 5.71% Total 70,000 100.0%

The Board of Directors of the company consists of:

Full name Position Anastassios Kallitsantsis Chairman Georgios Anemodouras Vice-chairman Theodoros Sietis Managing Director Georgios Sossidis Member Ekaterini Anemodoura Member

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 215.26 283.87 509.43 Net tangible assets 2.83 28.60 96.69 Current Assets 85.47 367.78 2,547.10 Share capital 87.90 205.10 205.10 Total equity capital 87.99 655.89 3,142.56 Short-term liabilities 215.56 24.36 10.66 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -211.91 -77.48 -224.39 Profit After Tax -- -

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ELLINIKI TECHNODOMIKI ENERGIAKI S.A.

The company was established in 2001. Its registered office is located in the Municipality of Athens and its central offices at 78a Louizis Riankour st.

The company’s initial corporate name was AEOLIKA PARKA KOLOSSOS S.A. – WIND FARMS OPERATION AND EXPLOITATION COMPANY S.A. but during the accounting period 2003 it was renamed to ELLINIKI TECHNODOMIKI ENERGIAKI S.A.

The company’s duration expires on 3.8.2051.

The scope of the company is: 1. Licensing, installation, operation and exploitation of electrical power generation stations using renewable energy sources via wind generators at the location known as Katavia on Rhodes and 2. The generation and sale of electrical power in accordance with the legislation in force at the time

The company’s share capital amounts to €200,000.00 divided into 20,000 ordinary shares with nominal value of €10.00. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 20,000 100.00% Total 20,000 100.0%

The Board of Directors of the company consists of:

Full name Position Anastassios Kallitsantsis Chairman & Managing Director Georgios Sossidis Vice-chairman Antonios Frangos Member Georgios Koutsopodiotis Member

The Board of Directors’ term of office expires on 30.06.2007.

The company’s first over-twelve-months accounting period ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 5.39 0.00 3.51 Net tangible assets 0.00 1.49 0.83 Current Assets 53.54 607.04 1,247.15 Share capital 58.60 200.00 200.00 Total equity capital 58.69 233.04 347.15 Short-term liabilities 0.24 375.49 904.35 Turnover 0.00 1,070.00 1,315.00 Gross Profit 0.00 113.82 553.37 Profit Before Tax -2.33 51.77 177.45 Profit After Tax - 32.94 114.11

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TERPANDROS AEOLIKA PARKA S.A.

The company was established in 1998. Its registered office is located in the Municipality of Athens and its central offices at 78a Louizis Riancour st.

The duration of the company expires on 10.12.2048.

The scope of the company is: 1. installation of a 5 MW capacity wind farm, following preparation of a study, at the location known as “Skamiouda” in the Community of Antissa on the island of Lesvos, Prefecture of Lesvos; 2. maintenance of the installed wind energy converters including other technical facilities; 3. production of tangible and intangible goods related to the above; 4. the sale of all electrical energy generated by the wind farm’s wind turbines to the Public Power Corporation (PPC), and 5. All activities related to the above scope of the Company.

Its share capital amounts to € 851,150.00 divided into 29,000 ordinary shares with nominal value of €29.35. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 20,220 69.72% WIND FARMS OF GREECE S.A. 4,060 14.00% MUNICIPALITY OF ERESSOS- ANTISSA 40 0.14% ENECO SOLE ADMINISTRATOR LTD 1,450 5.00% LESVOS DEVELOPMENT COMPANY S.A. 2,900 10.00% APOSTOLOS FRANGOULIS 330 1.14% TOTAL 29,000 100.00%

The Board of Directors of the company consists of:

Chairman Anastassios Kallitsantsis Vice-chairman Georgios Anemodouras Managing Director Theodoros Sietis Member Georgios Sossidis Member Grigorios Vamvourellis

The Board of Directors’ term of office expires on 30.06.2006.

The table below shows the main financial figures for the company for the years 2002-2004:

(In ‘000 €) 2002 2003 2004 Net formation expenses 184.71 273.18 181.25 Net tangible assets 4,675.47 4,639.41 4,852.08 Current Assets 327.13 547.44 633.07 Share capital 704.40 851.15 851.15 Total equity capital 877.40 2,053.81 2,477.11 Long-term liabilities 1,781.68 2,671.62 2,097.47 Short-term liabilities 2,533.74 739.27 1,096.95 Turnover 0.00 778.72 1,227.17 Gross Profit 0.00 184.59 358.28 Profit Before Tax -60.92 15.21 246.40 Profit After Tax - 9.83 160.16

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AEOLIKI ANTISSAS S.A.

The company was established in 1998. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riankour st. The duration of the company expires on 10.12.2048.

The scope of the company is: 1. Installation of a 4 MW capacity wind farm, following preparation of a study, at the location known as “Skamiouda” in the Community of Antissa on the island of Lesvos, Prefecture of Lesvos 2. Maintenance of the installed wind energy converters including other technical facilities 3. Production of tangible and intangible goods related to the above 4. The sale of all electrical energy generated by the wind farm’s wind turbines to the Public Power Corporation (PPC), and 5. All activities related to the above scope of the Company.

Its share capital amounts to €645,700.00 divided into 22,000 ordinary shares with nominal value of €29.35. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 15,180 69.00% VECTOR WIND FARMS OF GREECE S.A. 3,080 14.00% MUNICIPALITY OF ERESSOS-ANTISSA 40 0.18% ENECO SOLE ADMINISTRATOR LTD 1,100 5.00% LESVOS DEVELOPMENT COMPANY S.A. 2,200 10.00% APOSTOLOS FRANGOULIS 400 1.82% TOTAL 22,000 100.00%

The Board of Directors of the company consists of:

Position Full name Chairman Anastassios Kallitsantsis Vice-Chairman Georgios Anemodouras Managing Director Theodoros Sietis Member Georgios Sossidis Member Vamvourellis Grigorios

The Board of Directors’ term of office expires on 30.06.2006.

The table below shows the main financial figures for the company for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 166.89 272.12 298.39 Net tangible assets 3,302.97 3,286.13 4,131.97 Current Assets 247.80 369.29 614.15 Share capital 528.30 645.70 645.70 Total equity capital 649.40 1,428.11 1,984.54 Long-term liabilities 1,319.13 1,964.01 1,996.40 Short-term liabilities 1,754.64 540.74 1,068.69 Turnover 0.00 508.66 861.47 Gross Profit 0.00 148.56 370.71 Profit Before Tax -61.94 27.97 288.45 Profit After Tax - 18.12 187.49

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TETRAPOLIS AEOLIKA PARKA S.A.

The company was established in 1997. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riancour st. The company’s duration expires on 22.7.2047.

The scope of the company is:

1. installation of a 10 MW output wind farm following preparation of a study at the location known as “Xerolimba – Monolati” in the community of Dilinata on the island of Kephalonia; 2. maintenance of the installed wind energy converters including other technical facilities; 3. production of tangible and intangible goods related to the above; 4. the sale of all electrical energy generated by the wind farm’s wind turbines to the Public Power Corporation (PPC); 5. all activities related to the above scope of the company.

The company’s share capital amounts to €381,550.00 divided into 13,000 ordinary shares with a nominal value of €29.35. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 10,090 77.62% VECTOR WIND FARMS OF GREECE S.A. 2,000 15.38% ENECO SOLE ADMINISTRATOR LTD 650 5.00% APOSTOLOS FRANGOULIS 260 2.00% TOTAL 13,000 100,0%

The Board of Directors of the company consists of:

Position Full name Chairman Anastassios Kallitsantsis Vice-Chairman Georgios Anemodouras Managing Director Theodoros Sietis Member Georgios Sossidis Member Ekaterini Anemodoura

The Board of Directors’ term of office expires on 30.06.2006.

Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net formation expenses 155.35 698.69 1,270.70 Net tangible assets 10.29 19.00 1,109.18 Current Assets 40.18 167.05 1,224.05 Share capital 88.05 146.75 381.55 Total equity capital 88.05 320.00 2,840.00 Short-term liabilities 117.77 564.75 763.93 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -59.34 -542.70 -568.58 Profit After Tax - - -

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HELLENIC ENERGY AND DEVELOPMENT – RENEWABLES S.A.

The company was established in 2001. Its registered office is located in Athens and its central office at 78A Louizis Riankour st. The company duration is 50 years expiring in 2051.

The scope of the company is to develop, install, operate, maintain and exploit projects relating to the generation of energy from renewable sources (wind parks, small hydroelectric projects, photovoltaic projects, etc.) and to participate in investments or financing of such projects.

The company’s share capital amounts to €146,750.00 divided into 5,000 shares with nominal value €29.35. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 5,000 100.0% Total 5,000 100.00%

The Board of Directors of the company consists of the following members

Full name Position ANASTASSIOS KALITSANTSIS, son of Paris ιs CHAIRMAN LEONIDAS BOBOLAS, son of Georgios VICE-CHAIRMAN THEODOROS SIETIS MANAGING DIRECTOR DIMITRIOS KALITSANTSIS, son of Paris ιs MEMBER GEORGIOS SOSSIDIS MEMBER

The company’s first accounting period ended on 31.12.2002. The main financial figures of the company for the operating periods 2002-2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net formation expenses 101.71 80.38 60.28 Net tangible assets 16.56 14.07 0.00 Current Assets 14.67 12.93 10.50 Total Assets 146.74 116.79 80.18 Share capital 146.74 146.75 146.75 Total equity capital 146.74 116.79 80.18 Short-term liabilities 0.00 0.00 0.00 Turnover 0.00 30.00 0.00 Gross Profit 0.00 -1.82 -9.08 Profit Before Tax (97.84) -29.96 -36.60 Profit After Tax - -29.96 -36.60

PIRA S.A.

“PIRA Technical and Financial Studies Company S.A.” (formerly Commercial, Building, Property and Technical Company S.A.) was established in 1961 and 50% of its shares were acquired by AKTOR in 1996. The company’s duration expired on 30.9.2001 and its registered office is located in the Municipality of Athens. The company’s share capital amounts to €544,588.00 divided into 123,770 registered shares of nominal value of €4.40 each. The detailed shareholder structure of the company is presented in the table below:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 61,885 50.00% Ekaterini Papadopoulou 17,749 14.34% Technical Projects Development Company 44,136 35.66% Total 123,770 100.0%

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Since 30.9.2001 the Company is under liquidation. The following persons have been appointed as liquidators: a) Mrs. Ekaterini Papadopoulou, and b) Mr. P. Sofiadis.

The company’s main financial figures taken from the 2 nd Temporary Liquidation Balance Sheet for the period 01.10.2002 – 30.09.2003 and from the 3 rd Temporary Liquidation Balance Sheet for the period 01.10.2003-30.09.2004 are presented in the table below:

(in ‘000 €) 01.10.2002-30.09.2003 01.10.2003-30.09.2004 Net tangible assets 595.15 595.15 Participations & other long term 2,157.52 receivables 2,155.11 Current Assets 48.18 55.90 Share capital 544.59 544.59 Total equity capital 2,723.95 2,657.66 Provisions 0.00 0.00 Short-term liabilities 65.16 141.59 Turnover 29.70 33.77 Gross Profit 29.70 33.77 Profit Before Tax 11.73 1.27 Profit After Tax 11.73 1.27

TECHNOLIT S.A. – COMMERCIAL, QUARRYING AND INDUSTRIAL WORKS COMPANY S.A.

TECHNOLIT S.A. was established in 1994 by ELLINIKI TECHNODOMIKI, BIOLIGNITE and ELLINIKI LEFKOLITHI with the aim of penetrating the Albanian market and moving into activities not related to construction.

The scope of the company is to exploit, process and trade in extracted marble and other decorative stones, to trade in building materials, to operate aggregate quarries and to produce and trade in ready- made concrete. The company never carried on productive activity.

The company’s registered office is located in the Municipality of Athens. TECHNOLIT S.A.’s share capital amounts to 42,000,000 GRD divided into 42,000 ordinary shares with nominal value of 1,000 GRD each. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 14,000 33.33% BIOLIGNITE 14,000 33.33% ELLINIKI LEFKOLITHI 14,000 33.33% Total 42,000 100.0%

On 12/01/ 2000 the decision of the General Meeting of Shareholders dated 28.6.1998 was entered in the Companies Register maintained by the Prefecture of Athens, by means of which it was determined that the company would be wound up and placed under liquidation status. This decision also appointed the following persons as liquidators: 1) Panagiotis Triantafilidis, son of Eftichios and 2) Alexandros Kalofolias, son of Panagiotis.

Since the company is under liquidation it is not under any obligation to convert its share capital into Euro.

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The company's main financial data taken from its liquidation balance sheet dated 29.6.2000 is set out in the table below:

(in ‘000 €) 29.6.2000 Net tangible assets - Current Assets 14.67 Share capital 123.26 Total equity capital 14.67 Short-term liabilities - Turnover - Gross profit from company turnover - Profit Before Tax - Profit After Tax -

TECHNOVAX S.A.

TECHNOVAX S.A. was established in 1994 as a limited liability company by the construction companies ELLINIKI TECHNODOMIKI TEB A.E. and AVAX S.A. and the consultancy firms Triton Consultant Engineers and the Development Planning Company. Since 1997 is has operated as a Societes Anonyme. The company’s registered office is located in the Municipality of Athens and its duration ends on 21.5.2047.

The scope of the company is the design, construction and exploitation of a harbour terminal and of liquid fuel warehouses in the Giurgiulesti area of Moldavia, on the river Danube, in cooperation with the European Bank for Reconstruction and Development (EBRD) and the Moldavian State Petroleum Company.

The company’s share capital amounts to €3,206,152.68 divided into 36,417 shares with nominal value of €88.04. ELLINIKI TECHNODOMIKI TEB A.E.. has a 26.45% holding. The table below shows in detail the shareholder structure of the company:

SHAREHOLDERS Number of % shares ELLINIKI TECHNODOMIKI TEB A.E. 9,634 26.45% KASTOR S.A. 4,119 11.31% AVAX S.A. 9,635 26.46% Investors 13,029 35.78% Total 36,417 100.00%

The Board of Directors of the company consists of:

• Dimitrios Kallitsantsis, Chairman & Managing Director • Antonios Sgarthelis, Vice-Chairman & Managing Director • Fotios Provatas, Member • Alexandros Kalofolias, Member • Ioannis Sioris, Member • G. Ninos, Member

The summary financial figures for the years 2002-2004 are presented below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 0.63 0.23 0.00 Participations & other long-term financial claims 2,408.74 2,408.77 2,408.81 Current Assets 290.28 219.14 216.57 Total assets 2,700.50 2,628.57 2,625.37

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Share capital 3,149.01 3,149.01 3,206.15 Total equity capital 2,358.64 2,291.24 2,284.39 Short-term liabilities 340.49 335.96 339.61 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -182.67 -67.40 -61.18 Profit After Tax -182.67 -67.40 -61.18

INTERTASK S.A.

The company was established in 1997 and is located in Athens.

The scope of the company is to design and construct a harbour terminal and liquid fuel warehouses in the Giurgiulesti area of the Republic of Moldavia pursuant to a contract with the Moldavian company “Terminal S.A.” as well as to construct projects complementary to these works.

The company’s share capital amounts to €369,000.00 divided to 123,000 ordinary shares with nominal value of €3.00 each. The shareholder structure of the company is shown in the table below:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 52,890 43.00% AVAX S.A. 38,130 31.0% TRITON Consultant Engineers S.A. 17,220 14.0% E. Gerontopoulou 14,760 12.0% Total 123,000 100.0%

The Board of Directors consists of the following persons:

• Antonios Sgardelis, Chairman & Managing Director • Dimitrios Kallitsantsis, Vice-Chairman & Managing Director • Efstratios Adrianis, Member • Alexandros Kalofolias, Member • G. Ninos, Member

The Board of Directors’ term of office expires on 30.06.2005.

Below are the main financial figures for the years 2002-2004:

(in ‘000 €) 2002 2003 2004 Net tangible assets 1.85 0.79 0.50 Current Assets 336.10 331.57 356.56 Share capital 300.00 324.00 369.00 Total equity capital 158.97 153.45 177.63 Provisions 179.66 179.66 179.66 Short-term liabilities 1.11 1.07 1.63 Turnover 0.00 0.00 0.00 Gross Profit 0.00 0.00 0.00 Profit Before Tax -28.79 -29.53 -20.82 Profit After Tax -28.79 -29.53 -20.82

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E–CONSTRUCTION S.A. - GREEK MANUFACTURERS’ INTERNET PORTAL SITE COMPANY S.A.

The company was established in 2002. Its registered office is located in the Municipality of Halandri and its central offices at 57 Giasemion st.

The company’s duration is 48 years and expires on 17.12.2050. The scope of the company is:

1. the design, development, operation, support, marketing and commercial running of an Internet portal site for the sale, procurement, and trade in materials, goods and services relating to all activities in the construction sector as well as exploitation and use of activities carried on today or otherwise deriving from or generated by the aforementioned sales and the carrying on of such activities on behalf of third parties; 2. the development, operation, support and marketing of integrated systems (turn key solutions) in terms of IT and telecommunications services and products with the main (but non-exclusive) business target being to have the e-commerce portal in full operation; 3. development of infrastructure and technology for e-commerce systems and service provision, construction of databases and commercial exploitation thereof, via the Internet or other public or private telecommunications networks, as well as trade and sale in general of products and services using information technology and the internet (such as the Internet, intranets, extranets) and support of them. The main (but non-exclusive) business target is to have the e-commerce portal in full operation; 4. design, creation, construction, development, purchase, import, export, trade, distribution, leasing, letting, sale and resale (whether wholesale or retail) and general exploitation of simple and/or dynamic webpages in the WWW (World Wide Web) environment or otherwise (web authoring), whether in existence today or not, web hosting of those pages and computer programs (whether in existence today or not) relating to the WWW or otherwise, private computer networks (known as intranets) or other off the shelf or tailor-made programs on behalf of natural or legal entities; 5. provision of services relating to the WWW or otherwise, whether in existence today or not, including: support for internet and intranet servers or those of other nets, the provision of necessary infrastructure, hosting of seminars or other educational events, and in general the provision of training and information about the products, services and activities in general of the e- commerce portal; 6. design, creation, construction, development, purchase, import, export, trade, distribution, leasing, letting, sale and resale (whether wholesale or retail) and general exploitation of computers, consumables and equipment, computer programs and related IT and telecommunications services useful for organizing, marketing, operating, managing, supporting and exploiting the products and services of the company and its customers; 7. the provision of consultancy services and support services, the preparation of designs and programs on behalf of third parties, including the provision of know-how and infrastructure services to third parties, natural or legal entities, active in related sectors; 8. the training of users in technologies and IT and telecommunications products in order to maximize the options offered by the portal to its users.

The company’s share capital amounts to €510,000.00 divided into 15,000 ordinary shares with nominal value of €34.00. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TECHNODOMIKI TEB A.E. 5,625 37.5% AVAX S.A. 5,625 37.5% GEK S.A. 3,750 25.0% TOTAL 15,000 100.0%

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The Board of Directors of the company consists of:

Full name Position Chairman Leonidas Bobolas Vice-Chairman Georgios Peristeris Managing Director Andreas Stefanidis Member Konstantinos Vavaletskos Member Nikolaos Gerarchakis Member Dimitrios Kallitsantsis Member Konstantinos Lissaridis Member Nicolaos Trichas

The Board of Directors’ term of office expires on 30.06.2006.

The company’s first accounting period, of less than twelve months, ended on 31.12.2002. Below are the main financial figures for the years 2002-2004:

(in 000 €) 2002 2003 2004 Net formation expenses 450.21 332.76 219.69 Net tangible assets 144.95 111.13 85.16 Current Assets 197.93 516.28 558.61 Share capital 450.00 510.00 510.00 Total equity capital 56.55 512.80 537.24 Short-term liabilities 750.97 464.94 331.58 Turnover 0.00 767.17 826.00 Gross Profit 0.00 266.04 315.90 Profit Before Tax -393.44 2.80 24.45 Profit After Tax -393.44 2.80 24.45

ATHENS RESORT CASINO S.A.

The company was established in 2002. Its registered office is located in the Municipality of Maroussi and its central offices at 54 Egialias st. The company’s duration expires on 28.8.2052.

According to the final tender notice for the tender procedure for privatisation of the “HELLENIC CASINO OF PARNITHA S.A.”, the exclusive scope of the company is: 1. to participate in the share capital of the company “HELLENIC CASINO OF PARNITHA S.A.” by acquiring shares, by participation in a share capital increase or in any other manner; 2. to manage, administer, run and commercially develop the Mont Parnes Casino business and to duly implement the contract to be entered into to this end between the company and “HELLENIC TOURIST PROPERTIES S.A.” which will be ratified by law.

Its share capital amounts to €70,026,000.00 divided into 23,342,000 ordinary shares with nominal value of €3.00. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of % shares ELLINIKI TECHNODOMIKI TEB A.E. 7,002,600 30.0% HYATT REGENCY HOTEL & TOURISM COMPANY (THESSALONIKI) S.A. 16,339,400 70.0% TOTAL 23,342,000 100.0%

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The Board of Directors of the company consists of:

Full name Position Chairman & Managing Director Georgios Galanakis Vice-Chairman Georgios Koutsopodiotis Member Filippos Spiropoulos Member Dimitrios Ziakos Member Vassiliki Niatsou

The Board of Directors’ term of office expires on 30.06.2009.

The company’s first over-twelve-month accounting period will end on 31.12.2003. Below are the main financial figures for the years 2003-2004:

(in 000 €) 2002 2003 Net formation expenses 567.64 412.85 Net tangible assets 0.00 0.00 Participations and other long-term 110,000.21 110,000.21 receivables Current Assets 450.99 3,176.64 Share capital 70,026.00 70,026.00 Total equity capital 111,015.44 113,581.61 Short-term liabilities 3.40 8.09 Turnover 0.00 0.00 Gross Profit 0.00 0.00 Profit Before Tax -374.18 2,566.17 Profit After Tax - -

ATHENS PARKING STATIONS S.A.

The company was established in 1999. Its registered office is located in the Municipality of Halandri and its central offices are at 18 Filellinon st. The company’s duration is 35 years expiring on 22.6.2034.

The scope of the company is the design, building, self-financing and operation of four underground car parks in the Athens area, namely: on PEDIATRIC HOSPITAL "AGIA SOFIA" Square, In the crossing of RIZARI & VAS. CONSTANTINOU, in CANNINGOS Square, and AIGYPTOU Square in line with the Concession Agreement dated 20.6.1999 entered into with the Greek State, as amended on 7.11.2001.

The company’s share capital amounts to €5,640,000.00 divided into 188,000 registered shares of €30.00 each. The shareholder structure of the company is shown in the table below:

SHAREHOLDERS Number of Shares % ELLINIKI TECHNODOMIKI TEB A.E. 37,600 20.0% AVAX S.A. 37,600 20.0% BIOTER S.A. 37,600 20.0% GEK S.A. 37,600 20.0% AEGEK S.A. 37,600 20.0% TOTAL 188,000 100%

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The Board of Directors of the company consists of:

Full name Position Leonidas Bobolas Chairman & Managing Director Stilianos Georgalidis Vice-Chairman Georgios Mavroskotis Member Nicolaos Kambas Member Spyridon Papageorgiou Member

The Board of Directors’ term of office expires on 30.06.2008.

Below are the main financial figures for the years 2002-2004:

(in 000 €) 2002 2003 2004 Net tangible assets 8,107.46 17,298.75 30,606.71 Current Assets 1,873.71 3,119.12 6,737.49 Share capital 4,500.00 5,640.00 5,640.00 Total equity capital 4,500.00 6,894.80 10,612.56 Long-term liabilities 0.00 11,503.00 13,885.05 Short-term liabilities 5,200.76 2,032.99 12,797.19 Turnover - 1,051.10 3,465.59 Gross profit - 102.36 -218.39 Profit before Tax - -294.57 -394.14 Profit after Tax - -294.57 -394.14

ATTICA TELECOMMUNICATIONS S.A .

The company was established in 2001. Its registered office is located in the Municipality of Athens and its head offices at 10, Davaki St. The company’s duration expires on 12.10.2051.

The scope of the company is a) the installation and/or operation and/or exploitation of telecommunications networks, b) the provision of telecommunications services in general and the development of all kinds of telecommunications activities, c) the use, organisation, management, administration, operation, development and exploitation of telecommunications networks, d) the purchase, construction, leasing of properties to serve the objectives of the company e) commercial representation or agency or firms in Greece or abroad in sectors or activities related directly or indirectly to the scope of the company f) the import, trade, manufacture, installation and maintenance of telecommunications equipment for the company itself or on behalf of third parties, g) participation in tenders held by the state, public and private law bodies corporate, organizations, public corporations and private bodies as well as purchase and import of materials for implementing projects undertaken, h) the provision of consultancy services and know-how in the context of these activities, i) the undertaking, design, supervision, financing, implementation and exploitation of all kinds of designs, studies and projects in the telecommunications sector.

Its share capital amounts to €7,745,010.00 divided into 12,908,350 registered shares with nominal value of €0.60 each. The shareholder composition of the Company is as follows:

COMPANY Number of shares % ELLINIKI TECHNODOMIKI TEB S.A. 5,058,230 39.19% J & P – AVAX S.A. 2,712,464 21.01% ATTIKAT S.A. 1,275,952 9.88% ETETH S.A. 1,268,542 9.83% PANTECHNIKI S.A. 2,593,162 20.09% Total 12,908,350 100.00%

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The Board of Directors of the company consists of:

Full name Position GEORGIOS PAPADAKIS CHAIRMAN STILIANOS GEORGALIDIS VICE-CHAIRMAN LEONIDAS BOBOLAS MANAGING DIRECTOR NICOLAOS TRICHAS MEMBER CHRISTOS GIOKARIS MEMBER DIMITRIOS KOUTRAS MEMBER GEORGIOS SOSSIDIS MEMBER KONSTANTINOS MITZALIS MEMBER KONSTANTINOS KOUVARAS MEMBER EDOUARDOS MEMBER SARANTOPOULOS K. TSELOS MEMBER

The BoD’s term of office expires on 30.06.2009.

The company’s first accounting period in excess of twelve months ended on 31.12.2002. Below are the main financial figures for 2002-2004:

(in 000 €) 2002 2003 2004 Net formation expenses 828.41 884.32 676.99 Net tangible assets 3,977.60 12,648.13 19,362.79 Current Assets 4,369.33 4,959.64 6,089.51 Share capital 5,745.00 7,745.01 7,745.01 Total equity capital 5,545.28 6,971.67 7,722.80 Short-term liabilities 3,635.95 11,203.71 12,301.06 Turnover 26.29 1,457.42 4,980.51 Gross profit -8.08 519.81 2,283.99 Profit before Tax -205.64 -567.70 751.12 Profit after Tax -205.64 -567.70 751.12

ASTERION TECHNIKI S.A. (FORMERLY APELLA TECHNIKI S.A.)

The company was established in 2002. Its registered office is located in the Municipality of Athens and its central offices at 78a L. Riankour st.

The company’s duration expires on 11.11.2052.

The scope of the company is:

1. to design, supervise, execute and maintain technical projects and construction work of any kind; 2. to design, supervise, construct–install–maintain electromechanical and electronic installations in industrial buildings and other installations of any form; 3. to design, supervise, construct and install gas supply systems; 4. to design, supervise, construct and install energy systems; 5. to construct multi-storey buildings either on plots owned by the company or on plots owned by third parties using the well-known system of exchange of an indivisible share in the plot.

The company’s share capital amounts to €300,000.00 divided into 100,000 registered shares of €3.00 each. The shareholder structure of the company is shown in the table below:

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SHAREHOLDERS No. of Shares % ELLINIKI TECHNODOMIKI TEB A.E. 50,000 50.00% SONAK S.A. 25,000 25.00% KIFISSIA TECHNIKI 25,000 25.00% TOTAL 100,000 100.00%

The Board of Directors of the company consists of:

CHAIRMAN GEORGIOS SOSSIDIS

MANAGING DIRECTOR IAKOVOS IOANATOS

MEMBER I. ARKOUMANEAS

MEMBER VASSILIKI NIATSOU

The BoD’s term of office expires on 17.06.2009.

The company’s first accounting period in excess of twelve months ended on 31.12.2003. Below are the main financial figures for 2003-2004:

(in ‘000 €) 2003 2004 Net formation expenses 0.00 0.00 Net tangible assets 0.00 0.00 Current Assets 286.14 6,987.68 Share capital 300.00 300.00 Total equity capital 282.37 289.39 Short-term liabilities 4.14 6,698.66 Turnover 0.00 0.00 Gross profit 0.00 0.00 Profit before Tax -17.63 7.03 Profit after Tax -17.63 7.03

Note that there are no agreements or synergies between the company and ELLINIKI TECHNODOMIKI TEB A.E.

ALPHA AEOLIKI MOLAON LAKONIAS S.A.

The company was established in 1999. Its registered office is located in the Municipality of Nea Smirni, Attica, and its central office at 41 N. Plastira st.

The company’s duration expires in 2049.

The company’s share capital amounts to €117,000.00 divided into 40,000 shares with nominal value €2.93. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of shares % ELLINIKI TEHNODOMIKI TEB A.E. 13,000 32.50% EURUS ENERGY EUROPE B.V. 20,000 50.00% ENECO SLOE ADMINISTRADOR LTD 5,000 12.50% APOSTOLOS FRANGOULIS 2,000 5.00% TOTAL 40,000 100.00%

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The Board of Directors of the company consists of:

CHAIRMAN & MANAGING DIRECTOR AKIRA AMANO

VICE-CHAIRMAN ANASTASSIOS KALLITSANTSIS

MANAGING DIRECTOR THEODOROS SIETIS

MEMBER MASSAKI MATSUOKA

The BoD’s term of office expires on 22.10.2009.

The main financial figures of the company for the accounting periods 2003-2004 are presented in the table below:

(in ‘000 €) 2003 2004 Net formation expenses 1.99 0.00 Net tangible assets 25.35 527.72 Current Assets 168.38 1,703.62 Share capital 58.60 117.20 Total equity capital -584.30 967.60 Short-term liabilities 778.78 1,266.31 Turnover 0.00 0.00 Gross profit 0.00 0.00 Profit before Tax -543.12 -123.13 Profit after Tax -543.12 -123.13

GEFYRA S.A. The company “FRENCH – GREEK RION-ANTIRRION OVERSEA BRIDGE CONSTRUCTION COMPANY S.A.” was established in 1995. Its registered office is located in Halandri, Attica, and its central office at 2 Rizariou st.

The company’s duration is 50 years expiring on 18.12.2045.

The scope of the company is: 1. to undertake all activities, without distinction, related to the design, build, financing, operation, exploitation and maintenance of the Rion-Antirrion Bridge project in order to ensure that, in all events, all necessary steps are akin for full and satisfactory completion of the Rion-Antirrion Bridge project and its operation and exploitation; 2. to perform all actions required, stipulated or entailed and exercise all of the company’s rights and obligations drawn from the Concession Agreement between the Greek State and the company; 3. to negotiate with third parties, whether natural persons or legal entities, in order to procure equipment, and to supervise and coordinate all necessary work related to the above project; 4. all activities and work related to the aforementioned objectives including the entering into and implementing of loan agreements or for collecting money, providing guarantees for fulfilling obligations or security over movable or immovable property, within the corporate scope and commitment by the company to pay any compensation or to provide guarantees.

The company’s share capital amounts to €65,220,000.00 divided into 21,740,000 ordinary shares with nominal value of €3.00. The shareholder structure of the company is as follows:

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SHAREHOLDERS Number of % shares VINCI 11,522,200 53.00% ELLINIKI TECHNODOMIKI TEB A.E. 3,365,352 15.48% J & P – AVAX S.A. 2,434,880 11.20% ATHENA S.A. 1,682,676 7.74% PROODEFTIKI S.A. 1,682,676 7.74% K. I. SARANTOPOULOS 1,052,216 4.84% TOTAL 21,740,000 100.00%

The Board of Directors of the company consists of:

Jean-Paul Teyssandier Chairman Christophe Pélissié du Rausas Vice-Chairman and Managing Director David Francois Azema Member Dimitrios Kallitsantsis Member Georgios Dimitriou Member

The main financial figures of the company for the accounting periods 2002-2004 are presented in the table below:

(in ‘000 €) 2002 2003 2004 Net tangible assets 506,369.55 681,271.18 808,348.81 Current Assets 72,648.61 47,067.15 17,783.75 Total Assets 587,260.16 730,607.93 827,647.63 Share capital 65,220.00 65,220.00 62,220.00 Total equity capital 356,997.53 396,407.77 450,420.55 Long-term liabilities 220,000.00 320,000.00 370,000.00 Short-term liabilities 9,477.87 13,249.53 6,773.77 Turnover - - 16,412.06 Gross Profit - - 4,763.64 Profit Before Tax - - 1,023.05 Profit After Tax - - 1,005.14

Note: During the period of construction the company is not obliged to prepare income statements

POLISPARK URBAN PARKING S.A.

The company was established in August 2003 under the corporate name “OLKAS ORGANIZATION & OPERATION OF RECREATION CENTRES & CAR PARKS COMPANY S.A.” and the trade title “OLKAS S.A.”. On 20.11.2003 the corporate name was changed to “POLISPARK URBAN PARKING COMPANY S.A.” trading as “POLISPARK S.A.” (Sociétés Anonymes and Limited Liability Companies Bulletin of the Government Gazette 304/16.01.2004).

The company’s duration was set to be fifty (50) years. Its registered office is located in the Municipality of Athens and its central office at the Underground Car Park situated at Rizari st & Vas. Konstantinou st., in particular at 4 Rizari st. and 45 Vas. Konstantinou st., P.C. 106 75 Athens. The company’s Tax Registration Number is 999510448, Tax Office FAEE Athens and its Sociétés Anonymes Register Number 54967/01/B/03/429.

Pursuant to its Articles of Association the scope of the Company is: 1. the design, construction, management, administration, operation, development, financing and exploitation of underground or super-terrestrial, open or indoor, car parks, recreation and food centres, in Greece or abroad as well as every activity or action and realization of every business activity, within the framework of the foregoing matters. The scope of the company also includes the following:

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2. purchase, construction, leasing and general exploitation of properties, in order to achieve the corporate objectives; 3. commercial representation or agency of firms in Greece or abroad involved in activities or business sectors related directly or indirectly to the scope of the company, including IT equipment and computer software companies; 4. consulting services and provision of know-how in the context of the above scope; 5. all business activities or other activities (commercial or otherwise, industrial, financing, capital- related, concerning real estate or other property) that are directly or indirectly related to the foregoing scope of the company or which the competent company officers consider to be or to probably become beneficial in achieving the corporate scope described above.

The Board of Directors of the company consists of:

Leonidas Bobolas Chairman & Managing Director Stilianos Georgalidis Vice-chairman Georgios Mavroskotis Member Nikolaos Kambas Member Spyridon Papageorgiou Member

The company’s share capital amounts to €165,000.00 divided into 55,000 ordinary shares with nominal value of €3.00.

The shareholder structure of the company is as follows:

Number of SHAREHOLDER % shares J & P – AVAX S.A. 11,000 20.0% ELLINIKI TECHNODOMIKI TEB A.E. 11,000 20.0% AEGEK S.A. 11,000 20.0% BIOTER INDUSTRIAL TECHNICAL PROJECTS S.A. 11,000 20.0% GENERAL CONSTRUCTION COMPANY S.A. 11,000 20.0% TOTAL 55,000 100%

The company ended its first over-twelve-months accounting period on 31.12.2004. The main financial figures of the company for the accounting period 2004 are presented in the table below:

(in ‘000 €) 2004 Net tangible assets 47.61 Participations and other long-term receivables 1.91 Current Assets 652.59 Share Capital 165.00 Total Equity Capital 409.13 Short-term liabilities 292.93 Turnover 1,457.95 Gross Profit 494.05 Profit before Tax 318.55 Profit after Tax 244.13

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GEFYRA OPERATIONS COMPANY S.A.

The company “GEFYRA OPERATIONS S.A.” was established in 2004 having its registered office in Halandri, Attica. Its central office is located at 2 Rizari st. The company’s duration is 49 years expiring on 31.12.2053. The scope of the company, among others, is to undertake all activities relating to the operation and maintenance of the Rio-Antirrio Bridge among which are: a) the collection, counting, recording, auditing, deposit and transfer to a bank account in the name and on behalf of the company GEFYRA S.A. of the toll fees for crossing the Rio-Antirrio Bridge, and the keeping of statistical data; b) to design, construct, order, import, purchase, sell, finance, install, operate and maintain all kinds of equipment, technology, know-how, software and systems for the collection, counting, recording, auditing, deposit and transfer to a bank account in the name and on behalf of the company GEFYRA S.A. of the toll fees for crossing the Rio-Antirrio Bridge, and the keeping of statistical data; c) to hire, train and pay natural persons and/or legal entities that shall be employed for the collection, counting, recording, auditing in the name and on behalf of the company GEFYRA S.A. of the toll fees for crossing the Rio-Antirrio Bridge, and the keeping of statistical data, etc.

The company’s share capital amounts to €60,000.00 divided into 60,000 shares with nominal value €1.00. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of % shares ELLINIKI TECHNODOMIKI TEB A.E. 9,288 15.48% J & P – AVAX S.A. 6,720 11.20% PANTECHNIKI S.A. 2,904 4.84% PROODEFTIKI S.A. 4,644 7.74% COFIROUTE PARTICIPATIONS 31,800 53.00% ATHENA S.A. 4,644 7.74% TOTAL 60,000 100.00%

The Board of Directors of the company consists of:

Nikolaos Charikiopoulos Chairman Stilianos Georgalidis Vice-Chairman Vissilios Chalkias, Christophe Martin Managing Directors Apostolos Mitilis Member Gérard Charpentier Member Olivier Faussat Member

The company shall end its first over-twelve-months accounting period on 31.12.2005.

Note that there are no agreements or synergies between the company and ELLINIKI TECHNODOMIKI TEB A.E.

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Participations of AKTOR BoD members in companies with similar company object:

TECHNODOMIKI INVESTMENT S.A.

The company was established in 1994 and its registered office is located in Athens.

The scope of the company is to participate in other construction firms.

The company’s share capital amounts to €105,660.00 divided into 3,600 ordinary shares with nominal value of €29.35. The shareholder structure of the company is as follows:

SHAREHOLDERS Number of Shares % Anastassios Kallitsantsis 1,800 50.0% Dimitrios Kallitsantsis 1,800 50.0% TOTAL 3,600 100.0%

The Board of Directors of the company consists of:

• Anastassios Kallitsantsis, Chairman • Dimitrios Kallitsantsis, Vice-Chairman & Managing Director • Alexandros Spiliotopoulos, Director

Below are the main financial figures for the accounting years 2003-2004:

(in ‘000 €) 30.6.2003 30.6.2004 Net tangible assets 0.00 0.00 Participations & other long-term receivables 94.76 94.76 Current Assets 194.42 195.37 Share capital 105.66 105.66 Total equity capital 142.74 142.75 Short-term liabilities 146.43 147.38 Turnover 0.00 0.00 Gross Profit 0.00 0.00 Profit Before Tax 77.42 156.39 Profit After Tax 76.90 156.28

9.8. Inter-company transactions

The inter-company transactions and the balances of inter-company receivables – liabilities for the year 2004 are presented in the tables below:

Inter-company transactions as at 31/12/2004 (total transactions in 2004).

INTER-COMPANY TRANSACTIONS 2004 in € PURCHASING COMPANY

ELLINIKI TECHNODOMIKI AKTOR KASTOR TOMI TRIGONON REDS TOTAL TEB

SELLING COMPANY ELLINIKI TECHNODOMIKI TEB 8,036,296.84 8,036,296.84

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AKTOR 459,600.00 46,418.37 12,905.84 26,992.37 7,634,581.32 8,180,497.90 KASTOR 9,653.10 9,653.10 TOMI 1,806,574.01 1,806,574.01 TRIGONON 310,897.14 310,897.14 REDS 0.00 TOTAL 459,600.00 10,163,421.09 46,418.37 12,905.84 26,992.37 7,634,581.32 18,343,918.99

Inter-company transactions on 31/12/2004 (Balance sheet account balances on 31/12/2004)

BALANCES FROM INTER-COMPANY TRANSACTIONS 31.12.2004 in € COMPANY WITH OBLIGATION

ELLINIKI TECHNODOMIKI AKTOR KASTOR TOMI TRIGONON REDS TOTAL TEB

COMPANY WITH RECEIVABLE ELLINIKI TECHNODOMIKI TEB 14,328,889.05 14,328,889.05 AKTOR 229,560.00 73,530.16 408,953.45 23,665.04 14,682,685.37 15,418,394.02 KASTOR 15,801.62 15,801.62 TOMI 474,379.14 474,379.14 TRIGONON 537,312.22 537,312.22 REDS 69,000.00 69,000.00 TOTAL 229,560.00 15,425,382.03 73,530.16 408,953.45 23,665.04 14,682,685.37 30,843,776.05

Apart from the inter-company transactions described above excepted, there have been no other transactions between AKTOR and its affiliated companies.

10. LONG-TERM GOALS AND PROSPECTS

In 2002, AKTOR acquired the highest contractor certification (7 th Grade) by absorbing the construction divisions of ELLINIKI TECHNODOMIKI and TEB. After this merger AKTOR has become the largest construction firm in Greece. Moreover, AKTOR S.A. has:

1. A Grade 6 certification through its subsidiary TOMI S.A. 2. Two Grade 5 certifications, the first through TRIGONON S.A. and the second through KASTOR S.A.

This structure guarantees the growth of the Company and its participation in the entire range of projects. At the same time it makes a firm basis for the expansion of its financial growth.

AKTOR has an excellent staff and experience and know-how in infrastructure, foundation, harbour and hydraulic projects as well, road, bridge, tunnel, electromechanical/industrial and building projects coupled with the ability to pursue major projects at international level whether co-financed or not.

The Company’s size enables it to establish control and risk management mechanisms. The employment of skilled, specialized staff in each sector reduces the possibility of wrong choices in its construction and business activity. In addition, mechanisms for cost control and for identifying bottlenecks and problems have been improved so that these issues can be dealt with in a timely and effective manner. At the same time, the Company's size and volume of works will result in the reduction in the cost of procurement of raw and other materials and the achievement of economies of scale.

Sectors of activity

The fact that the Company has been involved in major public works, in all areas of specialization, combined with its ability to implement complex infrastructure projects

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guarantee the successful implementation of the large volume of already undertaken projects. 3rd Community Support Framework projects, with guaranteed financing from the European Union, will constitute a major part of the Company’s activity for the next 3 years. The class 5 and 6 contractor certifications enable the construction group to seek out smaller scale projects, so as to cover the entire range of construction projects. With smaller companies within the group operating in the countryside, it can cover the entire country in geographical terms. At the same time, the Company is also active in the sectors of quarrying/ aggregate production and trading. In the future it intends to further bolster its presence in this sector that directly complements its construction activities and guarantees the delivery of raw materials necessary for construction work in appropriate quality, quantity and time. Participation in major co-financed projects is also one of its strategic objectives. Experience from the Rion-Antirrion Bridge and the Attiki Odos Highway have placed the Company in the front line of contracting enterprises, bolstering its chances of successful participation in tender procedures for such projects. The Company has the know-how to undertake and implement projects of this kind in ways that reduce investment risk and maximize the expected benefits. In the private works’ sector, a sector that is currently developing rapidly, there is already a firm customer base that is expanding, while the Company is also involved in constructing residential and hotel complexes and shopping centres. As far as expansion abroad is concerned, the Company has approached the markets of Romania and Middle East where projects have already been undertaken and are executed.

Goals

Via intense activity in the aforementioned project sectors (public works, co-financed works, Olympic Projects, private works, small scale local works, overseas activities, etc.) the Company intends to:

• achieve optimum utilization of the construction sector’s potential over the next 5 years, while maintaining its leading position in the greek market; • increase its domestic market share and expand into new markets abroad; • grow via collaborations with or acquisitions of foreign firms; • exploit synergies and economies of scale.

The smooth completion of the merger and transformation of its organizational structures, will in effect contribute to the best possible use of the Company's excellent human resources and its key financial and other resources so that it can successfully continue to improve its main financial figures ultimately aiming at maximizing the return on equity for shareholders.

11. DIVIDEND POLICY

The dividend policy followed by the Company over the three-year period 2002-2004 is presented in the table below:

Dividend Policy (in ‘000’ €) 2002 2003 2004 Profit after Tax 67,829.81 74,611.61 56,889.11 Total Dividend 45,050.68 45,050.68 40,545.62 As % of Profit 66.4% 60.4% 71.3%

As shown in the table above, the Company has historically adopted the policy of high dividend distribution. The dividend distributed represents a significantly higher level of portion of its profit than that required by law (35%). In the future, the Company intends to continue the same policy with the primary objective to satisfy the Company’s shareholders.

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AAPPPPEENNDDIIXX

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