Astarta Holding PLC

AGM Information • Jun 13, 2025

Current report No. 23/2025 Date: 13 June 2025

Resolutions adopted at the Annual General Meeting of Shareholders of ASTARTA HOLDING PLC

The Board of Directors of ASTARTA HOLDING PLC with its corporate seat in Nicosia, Cyprus (the "Company") informs that the following resolutions were adopted at the Annual General Meeting of the Company's Shareholders held on June 12th, 2025, at: 1, Lampousas Street, 1095, Nicosia, Cyprus, at 15:00 P.M. of local time.

Resolution No. 1

of the Annual General Meeting of Shareholders of the Company

regarding advisory vote in relation to the Annual Remuneration Report 2024

§1

The Annual General Meeting of Shareholders of the Company casted a favorable advisory vote and approved the Remuneration report 2024.

§2

This resolution comes into force on the day of its adoption.

Resolution No. 2

of the Annual General Meeting of Shareholders of the Company

regarding confirmation of the appointment of Kreston Ioannou & Theodoulou as Company's external auditor for the year 2024

§1

The Annual General Meeting of Shareholders of the Company resolved to confirm the appointment of Kreston Ioannou & Theodoulou as Company's external auditor for the year 2024.

§2

This resolution comes into force on the day of its adoption.

Resolution No. 3

of the Annual General Meeting of Shareholders of the Company

regarding authorisation of the Board of Directors for selection and appointment of the External auditor for the year 2025.

§1

The Annual General Meeting of Shareholders of the Company resolved to authorize and instruct the Board of Directors to enter into negotiations with reputable auditor firms, and depending on the results of such negotiations, upon the recommendation from the Audit Committee of the Company, to appoint one of these firms as the Company's external auditor for audit services for the financial year 2025.

§2

This resolution comes into force on the day of its adoption.

Resolution No. 4

of the Annual General Meeting of Shareholders of the Company

regarding adoption of the profit appropriation for the financial year 2024, and approval of the distribution of dividends in the amount of EUR 0.50 per ordinary share to all shareholders of the Company, and authorization to the Board of Directors to define and determine the record date and the payment date for such payment

§1

The Annual General Meeting of Shareholders of the Company approved the distribution of dividends in the amount of EUR 0.50 per share out of the profits of the Company for 2024, and authorized the Board of Directors of the Company to define and determine the record date and the payment date for the payment of dividends.

§2

This resolution comes into force on the day of its adoption.

Resolution No. 5

of the Annual General Meeting of Shareholders of the Company

regarding the approval of the changes to the Remuneration Policy of the Company

§1

The Annual General Meeting of Shareholders of the Company resolved to approve changes to the Remuneration Policy of the Company, which has been revised adding a new long-term incentive ("LTI") mechanism to remunerate executive management through the allotment or transfer of the Company's shares, by means of allocating them to a dedicated employee benefit trust (or any other similar vehicle) to be established by the Board of Directors for the benefit of such eligible persons.

§2

This resolution comes into force on the day of its adoption.

Resolution No. 6

of the Annual General Meeting of Shareholders of the Company

regarding delegation to the Board of Directors of the authority to issue shares up to Five Percent (5%) of its Issued Share Capital and/or to grant options and other rights to acquire such shares for the Sole Purpose of Implementing the Group Employee Incentive Plan and cancel, waive or limit pre-emptive rights

§1

The Annual General Meeting of Shareholders of the Company approved the issuance of new ordinary shares in the Company of up to five percent (5%) of its currently issued share capital and resolved to delegate to the Board of Directors of the authority to issue such shares.

The Annual General Meeting of Shareholders of the Company also approved to disapply, pursuant to section 60B(5) of the Cyprus Companies Law, Cap. 113, any pre-emption rights otherwise applicable to the allotment of the new shares under the Law and the Articles of Association of the Company, provided that such allotment is made exclusively for the purpose of implementing an employee incentive arrangement

§2

This resolution comes into force on the day of its adoption.

Legal grounds: art. 56 Section 1 and 6 of the Polish Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading and Public Companies of July 29th

2005 (Dz.U. of 2005, No 184, item 1539)

SIGNATURES OF INDIVIDUALS AUTHORIZED TO REPRESENT THE COMPANY:

Date:	Name:	Title:	Signature:
13-06-2025	Viktor Ivanchyk	Proxy	Viktor Ivanchyk