Purcari Wineries Public Company Limited

AGM Information • Dec 10, 2025

Purcari Wineries Public Company Limited

1 Lampousas Street, 1095, Nicosia, Cyprus Tel: +373 22 856 035, Fax: +373 22 856 022

HE201949

Share capital: EUR 410,117.80

www.purcariwineries.com

To: Bucharest Stock Exchange (BVB)

cc: Cyprus Securities & Exchange Commission (CySEC), Romanian Financial

Supervisory Authority (FSA) – Financial Instruments and Investments Sector

Current report

Report date: December 9, 2025

Company name: Purcari Wineries Public Company Limited

Headquarters: 1 Lampousas Street, 1095, Nicosia, Cyprus

Phone/fax no.: +373 22 856 035/ +373 22 856 022

Cyprus Trade Register Registration Number: HE201949 Subscribed and paid in share capital: EUR 410,117.80

Regulated market where the issued securities are traded: Bucharest Stock Exchange,

International shares category

Symbol: WINE

Second Notice of the Extraordinary General Shareholders' Meeting

Purcari Wineries Public Company Limited (the "Company"), further to the Resolution of the Board of Directors dated 19 November 2025, convened the Extraordinary General Shareholders' Meeting (the "EGSM") on November 20, 2025, to be held at Doctor Iacob Felix 17-19, Sector 1, Bucharest, Romania, on 15 December 2025, at 10:00 local time.

The Company hereby issues a second Notice and amended Proxy Form. Following the prospective changes in composition of the board of Directors announced on November 20, 2025, and pursuant to points 4 and 5 of the EGSM Notice published on the same date, the following three persons have expressed their willingness to act as directors and fill the vacancies on the Board: Mr. Krzysztof Grabowski, Ms. Marta Pawinska and Mr. Alin Visan.

The second Notice to the EGSM and the amended Proxy Form are hereby attached. These documents are also available on the Company's website, at https://purcariwineries.com/en/gsm/, from where they may be downloaded.

The Notice will also be published on 10 December 2025, in the Cypriot newspaper "Alithia" and in the Romanian newspaper "National".

The Company encourages all shareholders to participate in the EGSM; the methods of participation are outlined in the second Notice.

__________________ Anatol Belibov Chief Financial Officer

PURCARI WINERIES GROUP

To:

All shareholders of Purcari Wineries Public Company Limited

Date:

December 09, 2025

Subject:

Notice Completion - Extraordinary General Meeting of Shareholders, December 15,

2025

Dear Purcari shareholders,

Following the prospective changes in the composition of the Board of Directors announced on November 20, 2025 and pursuant to points 4 and 5 of the Notice to the Extraordinary General Meeting of Shareholders, published on the same date, the following three persons expressed their willing to act as directors and fill the vacancies on the Board:

Mr. Krzysztof Grabowski

Mr. Krzysztof Grabowski has over 35 years of experience in the FMCG sector across Central and Eastern Europe, with strong expertise in strategy, corporate governance, business development, financial management, and organizational transformation. As Founder and President of Maspex Romania and President of Tymbark Bulgaria, he has played a key role in expanding the Maspex Group's presence in Poland, Romania, Bulgaria and the Republic of Moldova, including leading major acquisitions and anticipating industry trends.

Mr. Grabowski built Maspex Romania into the Group's second-largest business unit, with four production facilities, and significantly advanced the Group's operations in Bulgaria and Moldova. A native Polish speaker, he is fluent in English and Russian, has strong Romanian language skills, and a deep understanding of Romanian culture after more than 30 years in the country. Mr. Grabowski holds a Mechanical Engineering degree from the Warsaw Polytechnic.

Ms. Marta Pawinska

Ms. Marta Pawinska is the M&A Vice Director at Maspex Group, where she leads complex transactions and shapes strategic initiatives across European markets. With a career that bridges mergers and acquisitions, operational transformation, and long-term strategy, Ms. Pawinska has executed cross-border deals and guided businesses through pivotal growth moments. Her earlier experience spans top-tier consulting and private equity roles in London, giving her a comprehensive perspective from diligence through value creation. Ms. Pawinska has a strong academic foundation, holding an MBA from London Business School, as well as an MSc in Applicable Mathematics and a BSc in Mathematics & Economics from the London School of Economics. She is a bilingual Polish and English speaker with conversational German and Russian language skills.

Mr. Alin Visan

Mr. Alin Visan is serving as Director of the Legal & Compliance Department at Maspex Romania (part of Maspex Group) since 2000, becoming Vice President of the company and Board member in 2008. Mr. Visan oversees legal and compliance risk management, provides strategic advisory to senior management, and coordinates corporate governance, contract systems and litigation portfolio. His expertise includes direct involvement in major M&A projects in Romania and abroad, including acquisitions in mineral water, pasta and snacks sectors, as well as the coordination of three internal merger procedures. He also supervises legal operations for the Group's business in Bulgaria and Moldova. Mr. Visan holds board-level roles in relevant professional organizations, including ANBR (soft drink association), and previously served as President of the Board of ARAM (environment and

package). He has an LL.B in Law from the University of Bucharest, Faculty of Law (1999), specializing in corporate and commercial law.

Following the expressed consent of the individuals mentioned above, the Board of Directors has resolved to recommend their election as non-executive directors of the Company to the Extraordinary General Meeting.

The second Notice in relation to the upcoming EGM which also amends certain provisions of the Notice published on 20 November 2025 without changing the substance, is provided below.

We thank you for your continued trust and look forward to your participation at the Extraordinary General Meeting.

Sincerely,

Vasile Tofan Chairman of the Board

PURCARI WINERIES PUBLIC COMPANY LIMITED

1 Lampousas Street, 1095, Nicosia, Cyprus Tel: +373 22 856 035, Fax: +373 22 856 022

HE201949

Share capital: EUR 410,117.80 www.purcariwineries.com

PURCARI WINERIES PUBLIC COMPANY LIMITED (the "Company")

SECOND NOTICE IN RELATION TO THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF 15 DECEMBER 2025

WHICH ALSO AMENDS THE EGM NOTICE OF 20 NOVEMBER 2025

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the "Meeting", "EGM") of the shareholders of the Company will be held at the Doctor Iacob Felix 17 – 19, Sector 1, București, Romania, on December 15, 2025, at 10:00 local time, with the following agenda:

• 1. Pursuant to Regulation 104(c) of the Articles of Association of the Company, which provides that a Director may resign his or her office by notice in writing to the Company, the Board of Directors hereby informs shareholders that Mr. Vasile Tofan, Non-Executive Director, has tendered his voluntary resignation. His resignation will take effect at the conclusion of the Meeting, at which point he will retire from his position on the Board.
• 1. Pursuant to Regulation 104(c) of the Articles of Association of the Company, which provides that a Director may resign his or her office by notice in writing to the Company, the Board of Directors hereby informs shareholders that Mr. Neil McGregor, Non-Executive Director, has tendered his voluntary resignation. His resignation will take effect at the conclusion of the Meeting, at which point he will retire from his position on the Board.
• 1. Pursuant to Regulation 104(c) of the Articles of Association of the Company, which provides that a Director may resign his or her office by notice in writing to the Company, the Board of Directors hereby informs shareholders that Ms. Ana-Maria Mihaescu, Non-Executive Director, has tendered her voluntary resignation. Her resignation will take effect at the conclusion of the Meeting, at which point she will retire from his position on the Board.
• 1. Pursuant to Regulation 110 of the Articles of Association of the Company, which provides that the General Meeting may appoint any person willing to act to fill a vacancy in the office of director, the Board of Directors recommends to the General Shareholders Meeting the election of Mr. Krzysztof Grabowski as a non-executive director, with effect from the conclusion of the Meeting. The proposed appointment is to replace Mr. Vasile Tofan, who will retire from the Board at the conclusion of the Meeting pursuant to Regulation 104(c) of the Articles of Association of the Company.
• 1. Pursuant to Regulation 110 of the Articles of Association of the Company, which provides that the General Meeting may appoint any person willing to act to fill a vacancy in the office of director, the Board of Directors recommends to the General Shareholders Meeting the election of Ms. Marta Pawinska as a non-executive director, with effect from the conclusion of the Meeting. The proposed appointment is to replace Ms. Ana Maria Mihaescu, who will retire from the Board at the conclusion of the Meeting pursuant to Regulation 104(c) of the Articles of Association of the Company.
• 1. Pursuant to Regulation 110 of the Articles of Association of the Company, which provides that the General Meeting may appoint any person willing to act to fill a vacancy in the office of director, the Board of Directors recommends to the General Shareholders Meeting the election of Mr. Alin Visan as a non-executive director, with effect from the conclusion of the Meeting. The proposed appointment is to replace Mr. Neil McGregor, who will retire from the Board at the conclusion of the Meeting pursuant to Regulation 104(c) of the Articles of Association of the Company.
• 1. The Board of Directors proposes the appointment of KPMG Limited as the independent auditors of the Company and of the Group for the financial year ending 31 December 2025, and further proposes that the Board of Directors be authorized to fix their remuneration for the same financial year.
• 1. The empowerment of Mr. Anatol Belibov to fulfil all the legal formalities, to sign all the legal documents necessary for the submission of the decision of the General Shareholders' Meeting to the relevant authorities, to ensure its registration and publication, as well as all the legal acts necessary for the fulfilment of this decision.
• 1. Point 7 of the Notice of 20 November 2025 is deleted and will not be put on a vote.

Dated: December 9, 2025

Eleni Petrou

For and on behalf of INTER JURA CY (SERVICES) LIMITED

Secretary

Notes to the Notice of the Extraordinary General Meeting

ENTITLEMENT TO PARTICIPATE IN THE MEETING

• (1) Any person appearing as a member in the register of members of the Company on the record date (a "Member") is entitled to attend the Meeting. The record date for determining the right to attend the Meeting is December 3, 2025.
• (2) A Member of the Company entitled to attend at the Meeting is entitled to participate in person (by the legal representative or by proxy, or by correspondence). A member can appoint one or more proxies to attend and, where applicable, vote instead of him/her/them. Such proxy need not be a Member of the Company.
• Joint holders may elect one of the joint holders to represent them and to vote whether in person or by proxy in their name. In default of such election, the vote of the senior of such joint holders who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders and for this purpose, seniority shall be determined by the order in which the names of such holders stand in the register of Members.
• (3) A Member wishing to appoint more than one proxy must do so by a single instrument and the presence at the Meeting of the person mentioned first on the instrument, appointing a proxy, shall preclude any other person, mentioned therein, from attending and so on.
• (4) The instruments for appointing a proxy are available on the Company's website (https://purcariwineries.com/). The signed instrument(s) must be deposited (together with the power of attorney or other authority (if any) under which they are signed, or a notarial certified copy of such power of authority) at the registered office of Company (1 Lampousas street, P.C. 1095, Nicosia, Cyprus) or send by facsimile to +357 22 779939 or send by an electronic message to g.ioannou@chrysostomides.com.cy at least 48 hours before the time of the Meeting.

Members are urged to confirm that the proxy form has been received by calling Mr. George loannou on +357 22 777000 or by email at g.ioannou@chrysostomides.com.cy

(5) The proxy can be an individual or a legal person. A legal person, appointed as proxy, shall, by resolution of its directors or other governing body, authorise such natural person(s) as it thinks fit to act as its representative at the Meeting. Such natural persons are required to carry with them a certified copy of the resolution from which they derive their authority.

Correspondence voting

A shareholder may vote by correspondence in the following way: the shareholder should complete and sign the form of proxy indicating his/her/their choices and appoint as his/her/their proxy the Chairman of the Extraordinary General Meeting. In such a case, the Chairman will vote at the poll in accordance with the shareholder's wishes. If, on the other hand, the shareholder completes and signs the form of proxy and appoints as his/her/their proxy the Chairman of the Extraordinary General Meeting but leaves blank in whole or in part the form of proxy in relation to the choices provided, the Chairman may vote on behalf of the shareholder as the Chairman wishes.

The shareholder must send the signed proxy to the Company, as described in note (4) above.

• (6) The instrument, appointing a proxy, must be in writing under the hand of the appointer or of his/her/their attorney duly authorised in writing, or, if the appointer is a corporation, either under seal, or under the hand of an officer or attorney, duly authorised.
• (7) Members and/or their proxies, who will attend the Meeting, are requested to carry with them their identity card or other proof of identification.

• (8) Submission of an instrument, appointing a proxy, does not preclude a Member from attending and voting at the Meeting in person if he/she/they so wish, in place of the proxy or proxies that he/she/they have appointed via instrument.

• (9) Any corporation which is a Member of the Company may by resolution of its directors or other governing body authorise any person, natural or legal, to act as its representative at the Meeting and the person so authorised is entitled to exercise the same powers on behalf of such corporation as that corporation could exercise if it were an individual Member of the Company. If the representative is itself a legal person, it shall, by resolution of its directors or other governing body, authorise such natural person as it thinks fit to act as its representative at the Meeting. Such individuals are required to carry with them a certified copy of the resolution from which they derive their authority.

• (10) No Member shall be entitled to vote at the Meeting unless all calls or other sums presently payable by him/her in respect of shares he/she holds in the Company have been paid.

VOTING PROCEDURES

• (11) Resolutions put to the vote at the Meeting shall be decided by poll.
• (12) A poll demanded by the chairman or on a question of adjournment is taken forthwith. A poll demanded on any other question shall be taken at such time as the chairman of the Meeting directs, and any business other than that upon which a poll has been demanded may proceed, pending the taking of a poll. The demand for a poll may be withdrawn.
• (13) On a poll every Member present in person or by proxy has one vote for each share of which he/she/they are the holder or he/she/they represent. On a poll a Member entitled to more than one vote need not use all of his/her/their votes or cast all the votes he/she/they use in the same way.
• (14) An ordinary resolution is passed by a simple majority of the votes cast by Members entitled to vote at the Meeting who participate in person or by proxy by correspondence vote. The chairman of the Meeting does not have a second or casting vote.

STATUTORY RIGHTS OF MEMBERS

• (15) Pursuant to section 128C of the Companies Law, Members have the right to ask questions relating to items on the agenda and to have such questions answered by the Company, subject to any reasonable measures the Company may take to confirm the identity of the Member concerned. An answer does not have to be given in any of the following circumstances: (a) if it would unduly interfere with preparation for the meeting or confidentiality or business interests of the Company, or (b) if an answer has already been given on the Company's website in the form of "Questions and Answers" or (c) if the chairman of the meeting deems that it is undesirable in the interests of good order of the meeting that the question be answered.
• (16) Members may submit questions to the Company in advance of the Meeting, in writing, by letter or electronic message sent to the addresses specified in paragraphs (17) and (18) above. Questions must be accompanied by evidence of the Member's shareholding and must reach the Company at least 4 working days before the Meeting. Answers to any such questions will be provided during the Meeting, unless one of the above-mentioned circumstances applies so that an answer does not need to be given.

OTHER INFORMATION AND AVAILABILITY OF DOCUMENTS

• (17) As of December 09, 2025, the total issued share capital of the Company is EUR 410,117.80 divided into 41,011,780 ordinary shares of EUR 0.01 each. Ordinary shares carry one voting right each.
• (18) A copy of this Notice setting out the resolutions that will be put to the vote at the Meeting, the form of the instrument to be used for the appointment of a proxy are available on the Company's website at https://purcariwineries.com/en/gsm/ as from November 20, 2025, 18:00 EET. Hard copies may also be collected from the Company's Registered Office.

PURCARI WINERIES PUBLIC COMPANY LIMITED

1 Lampousas Street, 1095, Nicosia, Cyprus Tel: +373 22 856 035, Fax: +373 22 856 022

HE201949

Share capital: EUR 410,117.80 www.purcariwineries.com

PURCARI WINERIES PUBLIC COMPANY LIMITED (the "Company")

FORM OF PROXY

Το: PURCARI WINERIES PUBLIC COMPANY LIMITED Address: 1 Lampousas Street, 1095 Nicosia, Cyprus

I/We
,
of,
with I.D. No. / Registration No, being a member/s of PURCARI
WINERIES PUBLIC COMPANY LIMITED,
hereby appoint
,
of
,
with I.D. No. / Registration No.
,
or failing him/her/it,
,
of
,
with I.D. No. / Registration No.
,

as my/our proxy to vote on my/our behalf at the Extraordinary General Meeting of PURCARI WINERIES PUBLIC COMPANY LIMITED, to be held at the Doctor Iacob Felix 17 – 19, Sector 1, București, Romania, on December 15, 2025, at 10:00 local time local time, and at any adjournment thereof.

My/our proxy is authorized to vote as such proxy thinks fit, unless the method of voting is indicated below.

	Indication of manner of voting
--	--------------------------------	--	--	--	--

1	Election of Mr. Krzysztof Grabowski as non-independent, non-executive Director of the Company. [Item 4 on AGM Notice].	For: Against: Abstain:
2.	Election of Ms. Marta Pawinska as non-independent, non-executive Director of the Company. [Item 5 on EGSM Notice].	For: Against: Abstain:
3.	Election of Mr. Alin Visan as non-independent, non-executive Director of the Company. [Item 6 on AGM Notice].	For: Against: Abstain:
4.	Appointment of the independent auditors KPMG Limited as the auditors of the Group and of the Company for the financial year ending 31 December 2025 and authorization to the Board of Directors to fix their remuneration for the same financial year. [Item 7 on EGSM Notice].	For: Against: Abstain:

Please note that in case more than one option (For, Against, Abstain) is selected in respect of each item to be voted for, that vote will be null and void.

Date
Shareholder's Signature
Communication details of shareholder: Fax	Tel
Communication details of proxy: Fax	Tel

• A member entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote on his/her behalf. The proxy need not be a member of PURCARI WINERIES PUBLIC COMPANY LIMITED and it can be a natural or legal person. A legal person appointed as proxy shall, by resolution of its directors or other governing body, authorise such natural person as it thinks fit to act as its representative at the meeting. Members and/or their proxies who will attend the Meeting are requested to carry with them their identity card or other proof of identification.
• The Instrument appointing a proxy shall be in writing under the hand of the appointee or of his attorney duly authorised in writing, or, if the appointee is a corporation, it must be under seal or signed by an officer or a duly authorised attorney of the corporation.
• The signed form of proxy (and the power of attorney or other authority, if any, under which it is signed, or a notarial certified copy thereof) must be received at the Registered Office of PURCARI WINERIES PUBLIC COMPANY LIMITED, at 1 Lampousas Street, 1095 Nicosia, Cyprus, not later than 48 hours before the time appointed for holding the meeting.
• The record date for determining the right to attend and vote at the meeting is December 3 rd, 2025.

• Members are urged to confirm that proxy forms sent to the Company have been duly received by calling + 357 22 777000 or emailing g.ioannou@chrysostomides.com.cy.

• Individuals appointed as representatives of proxies who are legal persons are required to carry with them a certified copy of the resolution from which they derive their authority.

• Correspondence voting: A shareholder may vote by correspondence in the following way: The shareholder should complete and sign the form of proxy indicating his choices and appoint as his/her proxy the Chairman of the Extraordinary General Meeting. In such a case, the Chairman will vote at the poll in accordance with the shareholder's wishes. If, on the other hand, the shareholder completes and signs the form of proxy and appoints as his/her proxy the Chairman of the Extraordinary General Meeting but leaves blank in whole or in part the form of proxy in relation to the choices provided, the Chairman may vote on behalf of the shareholder as the Chairman wishes. The signed proxy, notarised or legalised by apostille, must be deposited at the registered office of Company (1 Lampousas street, P.C. 1095, Nicosia, Cyprus) or send by facsimile to +357 22 779939 or send by an electronic message to g.ioannou@chrysostomides.com.cy at least 48 hours before the time of the Meeting.
• Members are urged to confirm that the proxy form has been received by calling Mr. George Ioannou on +357 22 777000 or by email at g.ioannou@chrysostomides.com.cy.
• In the case of joint holders, they may elect one of the joint holders to represent them and to vote whether in person or by proxy in their name. In default of such election, the vote of the senior of such joint holders who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders and for this purpose, seniority shall be determined by the order in which the names of such holders stand in the register of Members.