NLB

AGM Information • Oct 22, 2019

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

the results of votes cast at the 34 th AGM of NLB d.d., Trg republike 2, 1000 Ljubljana,

which was held on Monday, 21/10/2019, from 11.00, at the following address: CANKARJEV DOM, kulturni in kongresni center, Prešernova cesta 10, Ljubljana.

The number of shares with voting rights represented at the AGM at the opening totalled 14.142.049 shares, or 70,71 % of all shares with voting rights, which represents 70,71 % of the share capital. Before the second item of the AGM agenda the number of shares with voting rights represented at the AGM changed, from that time onwards number of shares with voting rights represented at the AGM totalled 14.142.200 shares, or 70,71 % of all shares with voting rights, which represents 70,71 % of the share capital. One share represents one vote.

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

The share of voting rights of the five largest shareholders present at the AGM expressed in relation to all the shares with voting rights totalled 70,50 %. The following five largest shareholders with voting rights were present or represented at the AGM:

Shareholder	No. of shares or voting rights	Share in relation to all voting shares
The Bank of New York Mellon, 240 Greenwich Street, New York, US	8.921.812	44,61 %
Republika Slovenija, Gregorčičeva ulica 20, 1000 Ljubljana	5.000.001	25,00 %
CITIBANK N.A. - fiduciarni račun, Citibank Centre, Canada Square, Canary Wharf, London, GB	97.800	0,49 %
EAST CAPITAL- EAST CAPITAL BALKANS, Rue Sainte-zithe 11, Luksemburg	52.800	0,26 %
EAST CAPITAL- EAST CAPITAL EASTERN EUROP, Rue Sainte zithe 11, Luksemburg	26.600	0,13 %
skupaj	14.099.013	70,50 %

Resolutions passed at the 34 th AGM 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 14.012.534; the share of these shares in the share capital is 70,06 %; 14.012.528 shares or 100,00 % voted for the proposed resolution, 6 shares or 0,00 % of the votes cast were against the proposed resolution. The resolution was legitimately passed with the necessary majority of the votes cast.

Item 2: Determination of the payment for performing the function of the members of the Supervisory Board and its committees

The members of the Supervisory Board shall receive the base pay for the performance of the office in the amount of EUR 60,000.00 gross per member annually ("Base Pay"). The Chair of the Supervisory Board shall be entitled to receive extra payment for the performance of this office accounting for 25% of the Base Pay, and the Deputy Chair of the Supervisory Board to extra payment for the performance of this office accounting for 15% of the Base Pay (both extra payments together: "Top-up Payment").

The members of a Supervisory Board committee shall receive a top-up payment for performing the function, which shall amount to 10% of the Base Pay per individual committee member ("Member of a Committee Payment"), whereby the Member of a Committee Payment shall be paid for membership of up to two committees, regardless if an individual member of the Supervisory Board is member of more than two committees. In addition to a Member of a Committee Payment, the Chair of a Supervisory Board committee shall be entitled to a Chair of a Committee payment in the amount of 15% of the Base Pay ("Chair of a Committee Payment"), whereby the Chair of a Committee Payment shall be paid for the performance of the office of the Chair in up to one committee, regardless if an individual member of the Supervisory Board performs this office in more than one committee.

The members of the Supervisory Board shall receive the Base Pay, Top-up Payment, Member of a Committee Payment, and Chair of a Committee Payment in proportional monthly payments to which they are entitled for as long as they perform the office. The monthly payment shall amount to one twelfth of the above stated annual amounts. If they perform the office for less than one month, they shall be entitled to the proportional payment calculated based on the number of days they perform each function.

The Supervisory Board members shall be entitled to the reimbursement of travel expenses, daily allowances and costs of overnight accommodation related to their work in the Supervisory Board, namely up to the amount specified in the regulations on reimbursement of work-related expenses and other income not included in the tax base. Accommodation expenses shall be reimbursed if the permanent or temporary residence of a Supervisory Board member or a member of a Supervisory Board committee is at least 100 kilometres away from the place of work and when a Supervisory Board member is unable to return as there is no public transport connection scheduled or due to objective reasons.

Supervisory Board members shall not be entitled to any benefits exceeding the provision of the conditions for unhindered work of the Supervisory Board (payment of insurance premiums, except for liability insurance, company car, company flat and fuel). Supervisory Board members shall be entitled to benefits providing for or improving the conditions or method of their work, considering the Bank's needs and the individual requirements of individual Supervisory Board members, on which the Supervisory Board shall decide (IT equipment, professional training, visits to institutions, organisations and bodies, and liability insurance).

On the day this resolution is adopted, the resolution on the determination of the Supervisory Board and committee members' attendance fees which was adopted at the 22nd Annual General Meeting of NLB d.d. on 11/6/2013 shall cease to be valid.

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 13.792.612; the share of these shares in the share capital is 68,96 %; 8.682.433 shares or 62,95 % voted for the proposed resolution, 5.110.179 shares or 37,05 % of the votes cast were against the proposed resolution, and 73 of the present or represented votes abstained. The resolution was legitimately passed with the necessary majority of the votes cast.

At the AGM shareholders MP Naložbe d.o.o. and Facig d.o.o. announced challenging action against resolution adopted under Item 2 of the AGM Agenda.