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Petrol Group

AGM Information Dec 28, 2022

1986_rns_2022-12-28_043a84a2-b89a-470c-a772-22c574d713fa.pdf

AGM Information

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Pursuant to the provisions of the Slovenian Companies Act (ZGD-1), the Market in Financial Instruments Acts (ZTFI), the Ljubljana Stock Exchange Rules and the Slovenian Corporate Governance Code for Listed Companies, the Management Board of Petrol d.d., Ljubljana, Dunajska cesta 50, Ljubljana

hereby announces that the 35th General Meeting of Shareholders of

Petrol, Slovenska energetska družba, d.d., Ljubljana,

attended by the shareholders – owners of 29,947,498 shares, representing 71.77% of the Company's share capital and 72.92% of all voting shares, chaired by Attorney Uroš Pogačnik from Grosuplje-based Law Firm Čeferin in partnerji, o.p., d.o.o. as Chairman of the General Meeting, and Gregor Mavsar and Barbara Jama Živalič as officials responsible for counting votes, and attended by Bojan Podgoršek, Notary Public from Ljubljana,

held at 12:00 (noon) on 27 December 2022, discussed the following resolutions:

Item 1 of the Agenda – Opening of the General Meeting and election of working bodies

Adopted resolution:

1.1.

Attorney Uroš Pogačnik from a Grosuplje-based Law Firm Čeferin, Pogačnik, Novak, Koščak in partnerji, o.p., d.o.o. shall be elected Chairman of the General Meeting, and Gregor Mavsar and Barbara Jama Živalič as officials responsible for counting the votes.

The General Meeting is informed that the notarial protocol will be drawn up by Bojan Podgoršek, Notary Public from Ljubljana.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 29,947,498. The number of shares for which valid votes were cast amounted to 29,942,618; the proportion of these shares in the share capital of the Company amounted to 71.76%. The total number of valid votes cast amounted to 29,942,618 and represented 72.90% of all voting shares, of which 29,932,078 votes were in favour of the resolution, accounting for 99.965% of the total number of votes cast, 10,540 votes were against the resolution, accounting for 0.035% of the total number of votes cast, and the number of abstentions was 4,880.

Item 2 of the Agenda – Report of the Supervisory Board and the Management Board of Petrol d.d. about the damage resulting from the energy commodity price regulation in 2022 and the compensation for damage by the Republic of Slovenia and the Republic of Croatia and the effect thereof on the operations and the credit rating of the Company/Group in 2022 and the assessment of the effect thereof on the operations of the Company/Group in 2023.

Adopted resolution:

2.1.

The General Meeting has been briefed on the Report of the Supervisory Board and the Management Board of Petrol d.d. about the damage resulting from the energy commodity price regulation in 2022 and the compensation for damage by the Republic of Slovenia and the Republic of Croatia and the effect thereof on the operations and the credit rating of the Company/Group in 2022 and the assessment of the effect thereof on the operations of the Company/Group in 2023.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 28,281,388. The number of shares for which valid votes were cast amounted to 28,276,168; the proportion of these shares in the share capital of the Company amounted to 67.77%. The total number of valid votes cast amounted to 28,276,168 and represented 67.77% of all voting shares, of which 28,266,948 votes were in favour of the resolution, accounting for 99.97% of the total number of votes cast, 9,220 votes were against the resolution, accounting for 0.03% of the total number of votes cast, and the number of abstentions was 5,220.

Item 3 of the Agenda – Report of the Supervisory Board and the Management Board of Petrol d.d. about the operations of the subsidiary Geoplin d.o.o. in 2022.

Adopted resolution:

3.1.

The General Meeting has been briefed on the Report of the Supervisory Board and the Management Board of Petrol d.d. about the operations of the subsidiary Geoplin d.o.o. in 2022.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 28,122,964. The number of shares for which valid votes were cast amounted to 28,114,944; the proportion of these shares in the share capital of the Company amounted to 67.38%. The total number of valid votes cast amounted to 28,114,944 and represented 67.38% of all voting shares, of which 28,106,204 votes were in favour of the resolution, accounting for 99.97% of the total number of votes cast, 8,740 votes were against the resolution, accounting for 0.03% of the total number of votes cast, and the number of abstentions was 8,020.

Item 4 of the Agenda – Report of the Supervisory Board and the Management Board of Petrol d.d. about the effects of the petroleum product, gas, and electricity price regulation on the operations of the Company/Group in 2022 and the assessment of the effect thereof on the operations of the Company/Group in 2023.

Adopted resolution:

4.1.

The General Meeting has been briefed on the Report of the Supervisory Board and the Management Board of Petrol d.d. about the effects of the petroleum product, gas, and electricity price regulation on the operations of the Company/Group in 2022 and the assessment of the effect thereof on the operations of the Company/Group in 2023.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 28,105,664. The number of shares for which valid votes were cast amounted to 28,100,044; the proportion of these shares in the share capital of the Company amounted to 67.34%. The total number of valid votes cast amounted to 28,100,044 and represented 67.34% of all voting shares, of which 28,094,604 votes were in favour of the resolution, accounting for 99.98% of the total number of votes cast, 5,440 votes were against the resolution, accounting for 0.02% of the total number of votes cast, and the number of abstentions was 5,620.

Notice! (in accordance with Recommendations of the Ljubljana Stock Exchange to public companies regarding notification with respect to non-adoption and/or amendments of the resolutions proposed at a General Meeting):

The resolutions under items 1, 2, 3 and 4 were adopted as proposed by the shareholders VIZIJA HOLDING d.o.o. and VIZIJA HOLDING ENA d.o.o. in their requisition for a General Meeting.

Announced contesting:

The shareholders did not announce contesting any of the adopted resolutions.


As of the day of the General Meeting, the Company owns 41,726,020 shares, of which:

  • 614,460 own shares with no voting rights,
  • 40,500 other non-voting shares,
  • 41,071,060 all voting shares.

The share of voting rights of the first five major shareholders present at the General Meeting amounted to 53.62% of the total voting shares. The following five major shareholders were represented at the General Meeting:

Shareholder No. of shares and
voting rights
% of the total
voting rights of
the Company
1.
Clearstream
Banking
SA

fiduciary
6,129,200 14.92%
account
2. Slovenski državni holding, d.d. 5,290,320 12.88%
3. The Republic of Slovenia 4,513,980 10.99%
4. Kapitalska družba d.d. 3,452,780 8.41%
5. Otp banka d.d. - client account - fiduci 2,636,081 6.42%
TOTAL 22,022,361 53.62%

As regards the organised collection of authorisations, the Company has incurred costs of EUR 19,566.75.

Ljubljana, 27 December 2022

Nada Drobne Popović President of the Management Board

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