Atlantic Grupa d.d. — AGM Information 2015

Jun 18, 2015

ATLANTIC GRUPA d.d. Miramarska 23 10 000 Zagreb

SECURITY: ATGR-R-A / ISIN:HRATGRRA0003 ATGR-O-169A / ISIN:HRATGRO169A0 LISTING: Zagreb Stock Exchange

Zagreb, June 18th, 2015

Notice on the Decisions adopted at the General Assembly

The General Assembly of Atlantic Grupa d.d. was held on June 18th, 2015, at the Headquarters of the Company, Miramarska 23, Zagreb. The Chairman of the General Assembly was Prof.Ph.D. Nina Tepeš and the General Assembly was attended by 2.885.325 votes or 86.53 % of the total share capital. According to the announced Agenda of the Assembly of Atlantic Grupa d.d.:

• 1. Opening of the General Assembly, establishing the present and represented shareholders;
• 1. Annual financial statements and consolidated financial statements of Atlantic Grupa for 2014, Annual Report on the Status and Business Operations of the Company for FY 2014 and the Supervisory Board's Report on the Performed Supervision of Business Operations Management of the Company in FY 2014;
• 1. Decision on use of retained earnings realized in the previous business years;
• 1. Decision on issuing the note of release to the members of the Supervisory Board for FY 2014;
• 1. Decision on issuing the note of release to the members of the Management Board for FY 2014;
• 1. Decision on the amendment to the Articles of Association of Atlantic Grupa d.d.;
• 1. Decision on the appointment of an independent Auditor of the Company for the year 2015;

The General Assembly of Atlantic Grupa d.d., adopted the following decisions:

Ad 3:

• 1. In the business year ending on December 31, 2014 Atlantic Grupa has realized a consolidated net profit after minority shares in the amount of HRK 200,012,202.00, while Atlantic Grupa d.d. has realized the net loss of HRK 2,135,168.00.
• 1. The net loss of the Company in the amount of HRK 2,135,168.00 shall be covered from the part of the retained earnings of the Company realized in the business year 2010.
• 1. The amount of HRK 40,009,260.00 shall be distributed as dividends, i.e. HRK 12.00 per share, to the shareholders of the Company in proportion to the number of shares held by each shareholder. The dividend shall be paid from the part of the retained earnings of the Company realized in the business year 2010.
• 1. The dividends shall be paid to all shareholders registered as such in the Central Depository and Clearing Company Inc. on June 26th, 2015 (record date). Date on which security of Atlantic Grupa d.d. will be traided without dividend payment right is June 24th, 2015 (ex date). The claim for dividend payment is due on July 15th , 2015 (payment date).

Ad 4:

1. The note of release has been given to Zdenko Adrović, the member and the President of the Supervisory Board of Atlantic Grupa d.d. for business year 2014;

2. The note of release has been given to Lada Tedeschi Fiorio, the member and the Vice President of the Supervisory Board of Atlantic Grupa d.d. for business year 2014;

3. The note of release has been given to Siniša Petrović, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2014;

4. The note of release has been given to Aleksandar Pekeč, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2014;

5. The note of release has been given to Vedrana Jelušić Kašić, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2014;

6. The note of release has been given to Franz Josef Flosbach, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2014;

7. The note of release has been given to Željko Perić, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2014

8. The note of release has been given to Lars Peter Elam Håkansson, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2014.

Ad 5:

1. The note of release has been given to Emil Tedeschi, the member and the President of the Management Board of Atlantic Grupa d.d. for business year 2014;

2. The note of release has been given to Mladen Veber, the member of the Management Board of Atlantic Grupa d.d for business year 2014;

3. The note of release has been given to Neven Vranković, the member of the Management Board of Atlantic Grupa d.d. for business year 2014;

4. The note of release has been given to Zoran Stanković, the member of the Management Board of Atlantic Grupa d.d. for business year 2014.

Ad 6:

1. The following provision shall be stricken out of Article 6, paragraph 3: "The Management Board shall be authorised to increase the Company's share capital for the nominal value of up to 49,000,000.00 kuna (fourty nine million kuna) (approved share capital) in one or more instalments within a period of five years from the entry into the court register of these Articles of Association." and the following provision is inserted instead: "The Management Board shall be authorised to increase the Company's share capital for the nominal value of up to 66,686,000.00 kuna (sixtysix million sixhundredeightysix thousand kuna) (approved share capital) in one or more instalments within a period of five years from the entry into the court register of these Articles of Association."

The following provision shall be stricken out of Article 25, paragraph 2 "Each member of the Management Board shall be appointed by the Supervisory Board for a term of two (2) years with the possibility of reappointment." and the following provision is inserted instead: "Each member of the Management Board shall be appointed by the Supervisory Board for a term of up to three (3) years with the possibility of reappointment."

• 1. All other provisions of the Articles of Association remain unchanged.
• 1. This decision on amendment to the Articles of Association shall enter into force and be applicable as of the date of entry into the Court Registry.
• 1. The Supervisory Board is hereby authorised to establish the consolidated version of the Articles of Association in accordance with this Decision on the amendment to the Articles of Association.

Ad 7:

For the purposes of auditing the financial reports of Atlantic Grupa d.d. and the affiliated companies and for the audit of consolidated financial report in year 2015, the Company appoints the certified auditors' company: PricewaterhouseCoopers d.o.o. Zagreb, with the official seat of the company in Zagreb, Ulica kneza Ljudevita Posavskog 31/VI.

Atlantic Grupa d.d.