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Valamar Riviera d.d.

AGM Information May 9, 2019

2085_agm-r_2019-05-09_82f99336-478e-41ec-9090-4800fec1b4f8.pdf

AGM Information

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HANFA- Croatian Financial Services Supervisory Agency 6 Franje Račkog 10000 ZAGREB

HANFA – Official Registry of Regulated Information

Zagreb Stock Exchange 2a Ivana Lučića 10000 ZAGREB

HINA – Croatian News Agency [email protected]

Poreč, 9/5/2019 File no: 1-69/19

Subject: General Assembly of Valamar Riviera d.d. held on 9 May 2019 - notification, voting results, decision on dividend payout

We hereby inform you that the General Assembly of Valamar Riviera d.d. with registered office in Poreč, 1 Stancija Kaligari, personal identification number (OIB) 36201212847 (hereinafter: the Company), LEI: 529900DUWS1DGNEK4C68, Member State: Republic of Croatia, ISIN: HRRIVPRA000, Securities: RIVP (RIVP-R-A), Listing: The Prime Market of Zagrebačka burza d.d., was held on 9 May 2019 at the Lanterna Premium Camping Resort, Lanterna Theatre Hall, Tar, Lanterna 1 and started at 12:00.

The General Assembly rendered all its decisions according to the proposals determined by the Management Board and Supervisory Board of the Company that were included in the invitation to the General Assembly and published on the court register website (reference number: 15999-2 ) on 22 March 2019 and on the Zagreb Stock Exchange on 21 March 2018, and also published in their prescribed form on the Company's website at www.valamar-riviera.com.

At the General Assembly, authorized representative of shareholder Udruga malih dioničara Valamar Riviera (Association of small shareholders Valamar Riviera) presented a counterproposals for agenda item 3 and item 4.

Furthermore, pursuant to the provision of Article 286 paragraph 6 of the Companies Act, the Company hereby announces the voting results at the General Assembly:

Agenda point 1a) - Decision on the distribution of profit realized in 2018

  • 78.491.965 shares based on which valid votes were cast,

  • The valid votes cast represent a share of 62,27 % of the total share capital of the Company,

  • 78.491.965 votes FOR,
  • 0 votes AGAINST
  • 274.911 ABSTENTIONS

Agenda point 1b) i) - Decision on granting discharge to the members of the Management Board

  • 78.375.400 shares based on which valid votes were cast,
  • The valid votes cast represent a share of 62,17 % of the total share capital of the Company,
  • 78.375.400 votes FOR,
  • 0 votes AGAINST
  • 391.476 ABSTENTIONS

Agenda point 1b) ii) - Decision on granting discharge to the members of the Supervisory Board

  • 38.503.597 shares based on which valid votes were cast,
  • The valid votes cast represent a share of 30,54 % of the total share capital of the Company,
  • 31.741.578 votes FOR,
  • 6.762.019 votes AGAINST
  • 391.476 ABSTENTIONS

Agenda point 2) - Decision on the appointment of the Company's auditor

  • 78.277.407 shares based on which valid votes were cast,
  • The valid votes cast represent a share of 62,10 % of the total share capital of the Company,
  • 78.277.407 votes FOR,
  • 0 votes AGAINST
  • 489.469 ABSTENTIONS

Agenda point 3) - Decision on the acquisition of treasury shares

  • 78.484.438 shares based on which valid votes were cast,
  • The valid votes cast represent a share of 62,26 % of the total share capital of the Company,
  • 71.593.834 votes FOR,
  • 6.890.604 votes AGAINST
  • 282.438 ABSTENTIONS

Agenda point 4) - Decision on dividend payout

  • 78.486.465 shares based on which valid votes were cast,
  • The valid votes cast represent a share of 62,26 % of the total share capital of the Company,
  • 71.535.626 votes FOR,
  • 6.950.839 votes AGAINST
  • 280.411 ABSTENTIONS

The General Assembly rendered the Decision on dividend payout as follows:

  • 1) The shareholders of the Company shall be paid a dividend of HRK 1.00 (one kuna) per each share.
  • 2) The dividend shall be paid out of the retained profit achieved in 2016.
  • 3) All Company shareholders as owners of shares registered in their accounts of dematerialized securities in the system of the Central Depository and Clearing Company as at 16 May 2019 (record date) are eligible for dividend payout.
  • 4) The company shareholders have the possibility to have one quarter of their dividend paid out in company shares. One fourth of the total dividend a shareholder is entitled to shall be determined as follows: the dividend tax and surtax (if applicable to a shareholder) shall first be deducted from the number of shares multiplied by the dividend amount per share, and then it shall be divided by the average daily company share price achieved on the official market of the Zagreb Stock Exchange on the day this decision is rendered, and then divided by 4 and resulting in ¼ of rights (shares) rounded to the next smaller integer. The remaining part will be paid out in cash. Treasury shares shall be used for the payment in company shares.
  • 5) Those shareholders who wish to have a quarter of their dividend paid out in company shares, must have their written, hand-signed statement submitted to the Central Depository and Clearing Company by 30 May 2019 at the latest. The shareholders can find the application form on the corporate website: www.valamarriviera.com.
  • 6) The shareholders who do not submit their statement to have their dividend paid out in company shares or whose statement will not be submitted to the Central Depository and Clearing Company by 30 May 2019, will receive their dividend in cash.
  • 7) The ex date is 15 May 2019.
  • 8) Company shareholders shall receive their dividend on 7 June 2019 (payment date).

VALAMAR RIVIERA d.d.

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