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DVA - Resolutions of the shareholders of Hepsor AS – adoption of resolutions of the general meeting without calling a meeting

Company: Hepsor Date: 2025-06-13 Language: English Register to download

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 Resolutions of the shareholders of Hepsor AS – adoption of resolutions of the general meeting without calling a meeting

# Resolutions of the shareholders of Hepsor AS – adoption of resolutions of the general meeting without calling a meeting

The   management   board   of Hepsor  AS,  registry  code  12099216 (hereinafter
the Company)  published on 5 June 2025 pursuant to § 299(1) subsections 1, 2 and
3 of the Commercial Code the draft resolutions for the adoption of shareholders'
resolutions without calling a meeting.

The list of shareholders entitled to vote was determined as at seven days before
the  voting term,  i.e. on  5 June 2025 at  the end  of the  business day of the
settlement  system of  Nasdaq CSD  Estonia. The  Company has  a total  of 9,142
shareholders, who own a total of 3,854,701 shares.

The  deadline for shareholders to submit  their positions was on 12 June 2025 at
23:59 Estonian time. Six shareholders of the Company submitted their vote, whose
shares  represent  in  total  2,978,700 votes,  that  forms  77.27% of all votes
determined by shares.

The shareholders of the Company adopted the following resolutions

 1. Approval of the acquisition of a minority shareholding in Hepsor Latvia OÜ

To  approve the  transaction whereby  the Company  acquires the  share of Hepsor
Latvia  OÜ from Hugomon OÜ, which represents  20% of the share capital of Hepsor
Latvia OÜ, on the following main terms and conditions:

 1. The Company will pay 20,000 euros in cash to Hugomon OÜ for the share of
    Hepsor Latvia OÜ and will issue 57,821 shares of the Company to Hugomon OÜ,
    whereas upon the issue of the Company's shares, Hugomon OÜ will pay for the
    shares with the share of Hepsor Latvia OÜ as a non-monetary contribution;
 2. By amending the articles of association, the Supervisory Board of the
    Company is given the right to increase the share capital of the Company and
    to issue new shares to Hugomon OÜ;
 3. The subscription right for the new shares will be given to Hugomon OÜ and
    the pre-emptive subscription right of the existing shareholders will be
    excluded.

2,978,700 votes  were  in  favour  of  the  resolution  i.e. 77.27% of all votes
represented  by shares, 876,001 votes opposed or did not vote i.e. 22.73% of all
votes  represented  by  shares.  Thus,  the  resolution  has been adopted in the
wording above.

 1. Amendment of the articles of association

To  amend the articles of  association of the Company  and adopt the articles of
association  of the  Company in  the new  wording, in  the form presented to the
general meeting.

2,978,700 votes  were  in  favour  of  the  resolution  i.e. 77.27% of all votes
represented  by shares, 876,001 votes opposed or did not vote i.e. 22.73% of all
votes  represented  by  shares.  Thus,  the  resolution  has been adopted in the
wording above.

 1. Exclusion of pre-emptive subscription rights

To  exclude the Company's shareholders' pre-emptive subscription rights upon the
increase  of  the  share  capital  and  the  issuance  of  57,821 new  shares in
connection  with the acquisition of  the share of Hepsor  Latvia OÜ from Hugomon
OÜ.

2,978,700 votes  were  in  favour  of  the  resolution  i.e. 77.27% of all votes
represented  by shares, 876,001 votes opposed or did not vote i.e. 22.73% of all
votes  represented  by  shares.  Thus,  the  resolution  has been adopted in the
wording above.

Additional information:

Henri Laks
Member of the management board
Tel: +372 5693 9114
E-mail: \[email protected\] (mailto:\[email protected\])



Hepsor AS (www.hepsor.ee
(https://www.globenewswire.com/Tracker?data=fE8WYbUnj4aUAIzpFhpaCpotOOq-
RLvkMjOF5mFY1iKJeTvkNqhgoFgY4YdSbGDzMGqMylVSPBVcPmiuw5b-ag==)) is a developer of
residential and commercial real estate. The Group operates in Estonia, Latvia
and Canada. During our fourteen years of operation, we have created 2,076 homes
and nearly 36,300 m(2) of commercial space. As the first developer in the Baltic
countries, Hepsor has implemented several innovative engineering and technical
solutions that make the buildings built by the company more energy-efficient and
thus more environmentally friendly. The company's portfolio includes a total of
25 development projects with a total area of 172,800 m(2).

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