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NLB

Declaration of Voting Results & Voting Rights Announcements Dec 17, 2021

1985_rns_2021-12-17_9a07f135-7f16-4638-9c0d-b0084008b291.pdf

Declaration of Voting Results & Voting Rights Announcements

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In accordance with the provisions set out in the Rules of the Ljubljana Stock Exchange and the relevant laws, the NLB Management Board hereby announces

the results of votes cast at the 37 th General Meeting of Shareholders of NLB d.d.

which was held on 16 December 2021, from 11.00, at the following address: CANKARJEV DOM, kulturni in kongresni center, Prešernova cesta 10, Ljubljana and as Electronic General Meeting without the physical presence of Shareholders by electronic means via web portal https://skupscine.ixtlan.si/nlb.html ("Electronic General Meeting" or "EGM").

The number of shares with voting rights represented at the General Meeting of Shareholders of NLB d.d. (hereinafter: GM) at the opening totalled 14.280.877 shares, or 71,40 % of all shares with voting rights, which represents 71,40 % of the share capital.

Before the voting on resolution under item 2 of the GM agenda the number of shares with voting rights represented at the GM changed, from that time onwards number of shares with voting rights represented at the GM totalled 14.281.036 shares, or 71,41 % of all shares with voting rights, which represents 71,41 % of the share capital.

One share represents one vote.

The meeting was attended by the invited notary public Miro Košak from Ljubljana, the General Meeting was chaired by Matej Kavčič, Attorney at Law.

The share of voting rights of the five largest shareholders present at the GM expressed in relation to all the shares with voting rights totalled 69,21%. The following five largest shareholders with voting rights were present or represented at the GM:

Shareholder No. of shares or voting rights Share in relation to all voting
shares
The Bank of New York Mellon, 8.436.706 42,18%
240 Greenwich Street, New York,
United States
Republika
Slovenija,
5.000.001 25,00 %
Gregorčičeva
ulica
20,
1000
Ljubljana
Global Value Investing Fund, 30, 280.009 1,40%
Boulevard
Grande-Duchesse
Charlote
30,
Luxembourg,
Luxembourg
Fima Securities LTD. – fiduciarni 124.614 0,62%
račun,
Vrazova
25,
42000
Varaždin, Hrvaška
State Street Bank and Trust – 114.092 0,57
fiduciralni, State Street financial
center, Boston MA, United States
Together 13.955.422 69,21%

Resolutions passed at the 37 th General Meeting of Shareholders of NLB d.d.

Item 1: Opening, establishment of quorum and election of the Chair of the General Meeting of NLB d.d.

Mr. Matej Kavčič, attorney at law, is hereby elected Chair of the General Meeting of NLB d.d. .

The resolution was passed in the proposed contents by the NLB Management Board and Supervisory Board. The number of shares in the proposed resolution, for which valid votes were cast, is 14.272.877; the share of these shares in the share capital is 71,36%; 14.229.114 shares or 99,69 % voted for the proposed resolution, 43.763 shares or 0,31 % of the votes cast were against the proposed resolution, and 8.000 of the present or represented votes abstained. The resolution was legitimately passed with the necessary majority of the votes cast.

Item 2: Decision on the allocation of distributable profit for 2020

The distributable profit on the day of this General Meeting amounts to EUR 317,192,219.43, and shall be allocated as follows:

1. the first part in the amount of EUR 67,400,000.00, which is EUR 3.37 per share, shall be paid out on 24 December 2021 to the persons who are registered as the Shareholders of NLB d.d. with the KDD - Central Securities Clearing Corporation, LLC., on the day that is 5 working days after the day of the General Meeting that adopted this resolution (23 December 2021, Cut-Off Date);

2. the second part in the amount of EUR 249,792,219.43 EUR remains undistributed and represents retained earnings.

The day of announcement of the corporate action to the KDD - Central Securities Clearing Corporation, LLC., system members is the first working day after the close of session of the General Meeting at which this resolution was adopted (17 December 2021) and the day without entitlement is the last working day prior to Cut-Off Date (22 December 2021).

The resolution was passed in the proposed contents by the NLB Management Board and Supervisory Board. The number of shares in the proposed resolution, for which valid votes were cast, is 14.280.877; the share of these shares in the share capital is 71,40 %; 14.280.877 shares or 100,00 % voted for the proposed resolution, no shares voted against the proposed resolution, and 159 of the present or represented votes abstained. The resolution was legitimately passed with the necessary majority of the votes cast.

Item 3: Voting on Remuneration Policy for the Members of the Supervisory Board of NLB d.d. and the Members of the Management Board of NLB d.d.

The General Meeting of Shareholders of NLB d.d. hereby adopts the Remuneration Policy for the Members of the Supervisory Board of NLB d.d. and the Members of the Management Board of NLB d.d., and in accordance with the Companies Act (ZGD-1), voting on this resolution is consultative.

The resolution was passed in the proposed contents by the NLB Management Board and Supervisory Board. The number of shares in the proposed resolution, for which valid votes were cast, is 14.258.432; the share of these shares in the share capital is 71,29 %; 7.778.402 shares or 54,55 % voted for the proposed resolution, 6.480.030 shares or 45,45 % of the votes cast were against the proposed resolution, and 22.604 of the present or represented votes abstained. The resolution was legitimately passed with the necessary majority of the votes cast.

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