Latvijas Gaze

Proxy Solicitation & Information Statement • Jul 3, 2023

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date: 2023-07-03 03:16:00+00:00
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____________, ___.___. 2023.

Issuance place and date

VOTING FORM

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For natural person - shareholder’s name, surname, personal identification number (if the person does not have a personal identification number - the date of birth, the number, the date of issue, the country of issuance and the issuing authority of the passport or other identification document), for legal person - company name, registration number, representative’s position, name, surname, personal identification number (if the person does not have a personal identification number - the date of birth, the number, the date of issue, the country of issuance and the issuing authority of the passport or other identification document)

as shareholder of Joint Stock Company "Latvijas Gāze" (unified registration number: 40003000642, legal address: Aristida Briāna iela 6, Riga, LV-1001, Latvia) at the extraordinary meeting of shareholders to be held on July 27, 2023 with all the votes deriving from owned shares votes following:

1. On the agenda item “On reduction of the share capital of joint stock company "Latvijas Gāze" and amendments to the articles of association”:

Draft resolution	For*	Against*
1. To reduce the share capital of the joint stock company "Latvijas Gāze" by EUR 51 870 000 (fifty one million eight hundred seventy thousand euros) by reducing the nominal value of each existing share by EUR 1.30 (one euro thirty cents) in accordance with Section 262, Paragraph one, Clause 3 of the Commercial Law. After the reduction of the share capital, the registered and paid-up share capital of the joint stock company "Latvijas Gāze" will be EUR 3 990 000 (three million nine hundred ninety thousand euros), which will consist of 39'900'000 (thirty nine million nine hundred thousand) shares, with a nominal value of EUR 0.10 (ten cents) for each share. 2. To approve the rules for the reduction of the share capital of the joint stock company "Latvijas Gāze" (in annex). 3. The payment of EUR 51,870,000 (fifty one million eight hundred and seventy thousand euros) or EUR 1.30 (one euro thirty euro cents) for each share due to the reduction of the share capital will be made to the shareholders in accordance with the rules for the reduction of the share capital of the joint stock company "Latvijas Gāze". 4. To approve the following amendments to the Articles of Association of the joint stock company "Latvijas Gāze" by expressing Clause 4.1 of the Articles of Association in the following wording: '4.1. Share capital of the company: EUR 3 990 000 (three million nine hundred ninety thousand euros). The authorized capital of the company consists of 39'900'000 (thirty nine million nine hundred thousand) shares. The nominal value of one share shall be EUR 0,10 (ten cents).". 1. Authorize the Board of Directors of joint stock company "Latvijas Gāze" to make corrections if necessary, as well as to sign documents and perform other actions necessary for reducing the share capital and registering amendments to the articles of association in the Commercial Register and Nasdaq CSD SE.

1. On the agenda item “Distribution of the undistributed profit for previous years of the joint stock company “Latvijas Gāze””:

The voting should be submitted only for one of proposals

Proposal of the Management Board of joint stock company “Latvijas Gāze”:

Draft resolution	For*	Against*
To pay from the company's undistributed profit of previous years earned after 1 January 2018 dividends in the amount of EUR 57'855'000 or EUR 1.45 per share, with an Ex-date (the day from which the shares are traded without the right to a dividend) of August 10, 2023, August 11, 2023 as the dividend calculation date and August 23, 2023 as the dividend payment date.

OR

Alternative proposal submitted by shareholder Marguerite Gas II S.a.r.l.:

Draft resolution	For*	Against*
To pay from the company's undistributed profit of previous years earned after 1 January 2018 dividends in the amount of EUR 109 275 000 or EUR 2.75 per share, with an Ex-date (the day from which the shares are traded without the right to a dividend) of August 10, 2023, August 11, 2023 as the dividend calculation date and August 23, 2023 as the dividend payment date.

1. On the organisational matters of the meeting of shareholders (election of vote counters, Chairman of the meeting, minute taker and shareholder to certify the correctness of the minutes) to authorise the Management Board of Joint Stock Company "Latvijas Gāze" (unified registration number: 40003000642, legal address: Aristida Briāna iela 6, Riga, LV-1001, Latvia) to vote at its discretion as an honest and careful manager would do.

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Issuer of the Voting Form - signature, name and surname legibly