Demetra : Notice to the 22nd Annual General Meeting

DEMETRA INVESTMENTS

NOTICE TO ANNUAL GENERAL MEETING

Notice is given that the 22nd Annual General Meeting (the "Annual General Meeting") of Demetra Holdings Plc (the "Company') will be held online on Tuesday, 28 June 2022 at 11:00 a.m. to deal with the following:

AGENDA

1. Ordinary Business:

1. Examination and approval of the Management Report and of the Consolidated Managemenr Report, the Annual Corporate Governance Report, the Audited Consolidated Financial Statements of the Company and of the Group for the year ended 31 December 2021 and the Directors' and Auditors' Reports (the "Financial Statements 2021").
2. Re-electionof the following members of the Company's Board of Directors:

1. Mr. Antis Skordis (Resolution 2(a)) (proposed as independent non-executive director)·
2. Mr. George Kourris (Resolution 2(b)) (proposed as independent non-executive director)·
3. Dr. Nearchos Ioannou (Resolution 2(c)) (proposed as executive director)·
4. Mr. Varnavas Eirinarchos (Resolution 2(d)) (proposed as non-independentnon-executive director)·
5. Mr. Demetris Philippides (Resolution 2(e)) (proposed as independent non-executive director)·
6. Mr. Alexis Vafeades (Resolution 2(f)) (proposed as independent non-executive director)·

1. Determination of the remuneration of the members of the Board of Directors.
2. Re-appointmentof the Company's auditors and authorisation of the Directors to determine their fees.

1. Special Business:

1. Examination and, if deemed expedient, approval of the following resolution as Special Resolution:

Special Resolution

That the Company's Board of Directors be authorised and is hereby authorised to buy back for the account of the Company its own shares within twelve months from the date of this resolution, with the following terms and conditions:

1. The shares may be acquired by private agreement or from the financial market with the distribution of realized and undistributed gains or as otherwise permitted by Law.
2. The total nominal value of the shares to be acquired and held, including the shares which the Company and/or a third party for the account of the Company holds, will not in any way exceed ten per cent (10%) of the issued capital or twenty-five per cent (25%) of the mean value of the transactions traded during the previous thirty days of any purchase, whichever is lower.
3. The duration of holding the shares to be acquired shall not exceed two years.
4. The maximum purchase price of the shares shall not exceed five per cent (5%) of the mean purchase price of the share over the last five trading sessions preceding the buy back and there is no restriction as to the minimum price.
5. The relevant laws and regulations in force from time to time shall be observed.

By order of the Board of Directors,

Thanasis Liasides

Secretary

Nicosia, 03 June 2022