Cinkarna Celje

AGM Information • May 13, 2021

INFORMATION ON THE SHAREHOLDERS' RIGHTS

(Paragraph one of Article 298, paragraph one of Article 300, Articles 301 and 305 of the Companies Act – ZGD-1)

Paragraph one of Article 298 (Expansion of the agenda)

Following the publication of the notice convening the general meeting, the shareholders whose total interest in the company accounts for one-twentieth of the share capital may request in writing that an additional item be placed on the agenda. The request shall be accompanied by a written resolution proposal to be decided upon by the general meeting or, if the general meeting does not adopt a resolution on individual agenda items, a clarification of such items. It shall suffice to send the request to the company not later than within seven days after the publication of the notice convening the general meeting. The articles of association may make this right conditional upon a lower share capital holding.

Paragraph one of Article 300 (Proposals by shareholders)

Shareholders may propose resolutions in writing for each agenda item. A shareholders' proposal shall be published and notified in the manner specified in Article 296 of this Act only if within seven days of the publication of the notice convening the general meeting the shareholder sends the company a reasonably substantiated proposal, giving notification that they will oppose the proposal made by a management or supervisory body and that they will prevail upon other shareholders to vote for their counterproposal.

Article 301 (Voting proposals by shareholders)

The shareholders' proposals for the election of members of the supervisory board, the board of directors or auditors shall be subject, mutatis mutandis, to the provisions of the preceding Article. Voting proposals need not be substantiated.

Article 305 (The shareholders' right to be informed)

(1) At the general meeting, the management shall provide the shareholders with reliable information on the company's affairs if this information it is important for the assessment of the agenda. The Information may be provided in a joint answer to the shareholders' questions with the same content. The right to be informed shall also apply in respect of the company's legal and business relations with associates.

(2) The management shall not be required to provide information only in the following cases:

• if the provision of information could, by reasonable economic judgment, cause damage to the company or its associate;
• if the information refers to the methods of accounting and assessment, provided that the statement of methods of this kind in the annex is sufficient for an assessment of the actual situation of the company in terms of property, financial standing and profitability;

• if the provision of information would constitute a criminal act, a minor offence or a breach of good business practice; or
• if the information is published on the company's website in the form of questions and answers at least seven days before the general meeting.

(3) If a shareholder receives information outside the general meeting, the same information shall be provided to every other shareholder at their request, even if it is not required in consideration of an item on the meeting's agenda.

(4) If a shareholder does not receive information at the general meeting, they can request that their inquiry or the reason for rejecting the provision of information be included in the minutes of the meeting.

Management Board