CEZ A.S.

Pre-Annual General Meeting Information • May 23, 2024

Notice of General Meeting

The Board of Directors of ČEZ, a. s., a joint-stock company with its registered office at Duhová 2/1444, 140 53 Prague 4, Company Reg. No.: 45274649, registered in the Commercial Register kept by the Municipal Court in Prague, Section B, File 1581, hereby convenes an Annual General Meeting, which will be held at the Prague Congress Center, 5. května 65, Prague 4, on June 24, 2024, from 9:00 a.m.

Agenda of the Annual General Meeting:

• 1. Company Bodies Reports
• 1. Approval of the Financial Statements of ČEZ, a. s., and the Consolidated Financial Statements of CEZ Group for the Year 2023
• 1. Decision on the Distribution of Profit of ČEZ, a. s.
• 1. Decision on Appointment of an Independent Auditor
• 1. Decision on Donations Budget
• 1. Approval of the Remuneration Report of the Body Members of ČEZ, a. s., for the Accounting Period of 2023
• 1. Approval of the Remuneration Policy of ČEZ, a. s.
• 1. Approval of Template Service Contract of a Supervisory Board Member
• 1. Removal and Election of Supervisory Board Members
• 1. Removal and Election of Audit Committee Members

Record Date for Attendance at the General Meeting and Explanation of Its Significance

The record date for attending the General Meeting is June 17, 2024 (the "Record Date"). The significance of the Record Date is that the right to attend the General Meeting and to exercise the rights of a shareholder, including voting, is vested in each person recorded as a shareholder in the statutory register of investment instruments (Central Securities Depository) on the Record Date, unless it is proven that the record does not correspond to facts at the Record Date. The extract from the register is to be obtained by the Company.

Attendance at the General Meeting

1. Registration and Representation of Shareholders at the General Meeting

Registration of the shareholders will start at the General Meeting's venue at 7:30 a.m. on the day the General Meeting is held. Shareholders attend a General Meeting in person or by proxy. In compliance with the Company's Articles of Association and with Section 399(2) of Act No. 90/2012 Coll., on Business Companies and Cooperatives (Business Corporations Act), as amended (the "Business Corporations Act"), only the participation of a person providing assistance to a disabled shareholder is permitted. Personal data of individuals that may attend the General Meeting as shareholders or their proxies will be processed in connection with the General Meeting; details are provided on the Company's website at www.cez.cz under the "Investors" link, in the subsection concerning the 2024 General Meeting in the "General Meetings" section.

A power of attorney must be made in writing, must indicate whether it has been granted for representation at one or several General Meetings, and the signature of the principal must be officially certified. A shareholder may grant a power of attorney by completing the form that the Company has made available along with this

Notice in hard copy at the Company's registered office and in electronic form on the Company's website and which contains the basic required details of a power of attorney. For more details on obtaining the form, refer to Section 2.e of this Notice.

A shareholder may also notify the Company of the granting or revocation of a power of attorney electronically at valna.hromada@cez.cz. Such a notification must be signed with an advanced electronic signature based on a qualified certificate for electronic signature or a qualified electronic signature pursuant to Act No. 297/2016 Coll., on trust services for electronic transactions, as amended. A shareholder may also send a notification pursuant to the first sentence of this paragraph signed by the shareholder from their data box to the Company's data box at: yqkcds6. A notification of the granting of a power of attorney must also contain, in particular: the name, date of birth and address of residence of the principal and the representative, if they are individuals; the business name, identification number, and registered office of the principal and the representative, if they are legal entities; whether the power of attorney is granted to the proxy for representation at the Company's Annual General Meeting held on June 24, 2024, or at several General Meetings; whether the representative may grant a substitute power of attorney and the date of granting the power of attorney. A notification of the revocation of a power of attorney must contain, in addition to the identification of the principal and the representative as above, a detailed specification of the revoked power of attorney (in particular, a sufficiently specific description of the scope of authorization granted and the granting date of the power of attorney) and the effective date of the revocation of the power of attorney. If a notification of the granting or revocation of a power of attorney does not allow the Company to assess the compliance of the power of attorney or its revocation with legal requirements or unambiguous identification of the signatory (in particular, if it is not signed with an advanced electronic signature based on a qualified certificate for electronic signature or a qualified electronic signature pursuant to Act No. 297/2016 Coll., on trust services for electronic transactions, as amended, in email communication), the Company is entitled, but not obliged, to request additional information to prove the shareholder's representation or its revocation. If a shareholder's notification of the granting of a power of attorney to represent the shareholder at the General Meeting meets all specified requirements, the Company will not request that the power of attorney be handed over during shareholder registration.

A shareholder may also be represented at the General Meeting or for the exercise of other rights attached to shares by a person registered in a register of investment instruments or a register of book-entry securities as an administrator and/or as a person authorized to exercise rights attached to a share. The authority of such an administrator or a person to represent the shareholder at the General Meeting is evidenced by an extract from statutory register (Central Securities Depository), which is to be obtained by the Company. This is without prejudice to the obligations of an administrator or person authorized to exercise the shareholders' rights or their representative during registration at the General Meeting pursuant to the following paragraphs of this Section 1.

If a representative or an administrator represents more than three shareholders under powers of attorney at the General Meeting, we recommend contacting the Company at valna.hromada@cez.cz sufficiently in advance regarding the specification of a procedure for presenting such powers of attorney to the Company and the specification of the number of ballot sets that will be required by the representative (with respect to possibly different instructions for voting by the shareholders represented by them) in order to ensure seamless shareholder registration on the date of the General Meeting.

A shareholder, who is an individual, proves his/her identity on registration by presenting his/her identity card. A member of the statutory body of a shareholder that is a legal entity proves his/her identity on registration by presenting his/her identity card and submits an original or an authenticated copy of an extract from the commercial register or other document certifying the existence of the legal entity and the manner in which the statutory body acts on behalf of the legal entity. In addition, a shareholder's representative (other than an administrator and/or person authorized to exercise rights attached to a share registered in a register of investment instruments or a register of book-entry securities) is required to submit a written power of attorney with an officially certified signature of the principal unless the Company was duly notified of the authorization in advance in electronic form in accordance with the rules indicated above. A representative whose right to represent a shareholder is based on a fact other than authorization is required to present documents attesting such right. We encourage all participants of the General Meeting (especially if they act in more than one role as described in this paragraph) to arrive at the General Meeting to register sufficiently in advance of the commencement to ensure they use the time available for registration.

Documents authenticated by foreign authorities by virtue of which a shareholder or their representative proves their identity are to be superlegalized or provided with a stamp of apostille (certification), unless an agreement on legal assistance exists between Czechia and the country where the document was authenticated. If the aforementioned documents or authentication certificates are executed in a foreign language, they must also bear a certified translation into Czech.

During registration, electronic versions of identity cards (presented, for example, through the eDoklady application) will not be accepted.

2. Rights of Shareholders Associated with Attendance at the General Meeting and the Manner of Exercising Such Rights

Shareholders may exercise their rights at the General Meeting under the conditions stipulated by law and outlined below, i.e., to vote, request and receive explanations about matters relating to the Company or entities controlled by the Company if such an explanation is necessary for assessing the matters on the General Meeting agenda or for exercising shareholder rights at the General Meeting, submit proposals and counterproposals and to file protests. Shareholders may exercise such rights in person or by proxy. Shareholders bear their own expenses for attending and participating in the General Meeting.

The rules specified in the General Meeting's rules of procedure will be applied at the General Meeting in accordance with Article 13 of the Company's Articles of Association. The Company's Board of Directors has further adopted technical measures necessary to ensure due course of the General Meeting compliant with the rules of procedure. Main principles of the rules of procedure and related technical measures are described below.

Duration of the General Meeting: Each General Meeting shall, as a general rule, last for a maximum of 10 hours from its opening, whereas this maximum duration shall not include the time when (i) the Board of Directors (or other elected body) submits its proposals, reports, or other communications to the General Meeting; (ii) a break is declared in order to prepare responses to the submitted requests for explanation; and (iii) the General Meeting is suspended due to a fact preventing the continuation of its regular course. In this context, the Company would like to point out that the presented documents (such as reports of the Company's bodies submitted under item 1 of the General Meeting's agenda) may not be read in full during the course of the General Meeting itself, except for cases where the laws require so. In the same way, the text on the manner of dividend payment shall not be presented at this General Meeting, as it is no longer part of the justification for a resolution of the General Meeting, but is published in its complete and current version on the Company's website www.cez.cz under the "Investors" link in the "General Meetings" section, in the part relating to the 2024 General Meeting.

If during the General Meeting it becomes clear that it is not possible to discuss all matters on its agenda without exceeding the specified maximum duration, the Board of Directors is entitled (even repeatedly, or after exceeding this maximum duration) to propose to the General Meeting either (i) suspension of the discussion and the transfer of the outstanding matters to another specified date, time, and place (but not later than the fifth business day following the commencement day of the General Meeting), or (ii) transfer of unresolved matters to the next General Meeting pursuant to Section 409 of the Business Corporations Act. The Board of Directors is obliged to submit to the General Meeting a proposal for any of the above-mentioned decisions whenever it receives an appropriate initiative from the Chairman of the General Meeting. If the General Meeting fails to adopt any of the above decisions, the General Meeting shall continue to be held beyond this maximum duration.

Discussion on requests for explanation: Requests for explanation shall be discussed separately for each relevant item on the General Meeting's agenda, unless otherwise specified for the relevant agenda item in this Notice, in two rounds.

Requests for explanation are preferred (but not mandatory) in written form. A shareholder is obliged to submit written submissions containing a request for explanation either before the commencement of the General Meeting by delivering it to the Company, or at the General Meeting via the information center. A shareholder is not entitled to read a written submission containing a request for explanation during their oral address; this is without prejudice to the possibility of using written notes for their oral addresses.

A shareholder is obliged to deliver any extensive submissions with requests for explanation (containing more than 10 requests for explanation or clearly exceeding 4 standard pages of text for each individual item on the General Meeting's agenda; the "Extensive Submissions") to the Company in writing at least two business days before the date of commencement of the General Meeting (i.e., until June 20, 2024). Other written requests for explanation to all first rounds of the individual items on the General Meeting's agenda may be delivered no later than one hour from the commencement of the General Meeting. Written requests for explanation, which will be submitted to the Company before the commencement of the course of the General Meeting (including Extensive Submissions), may be delivered by one of the following means: (i) via the Company's data box, (ii) via email to valna.hromada@cez.cz, (iii) in person to the registry at the Company's registered office at Duhová 2/1444, 140 53 Prague 4 (in case of Extensive Submissions no later than on June 20, 2024, and in case of other written submissions no later than on June 21, 2024, always no later than by 5:00 p.m.), or (iv) by mail or other delivery services to the same address (in such a case the consignment must be delivered in case of Extensive Submission no later than on June 20, 2024, and in case of other written submission no later than on June 21, 2024, always by 5:00 p.m.).

A shareholder is further entitled to submit their request for explanation as a part of their oral address, during the first or second round of discussions of the requests for explanation, provided that they apply for the relevant round in time and observe other rules set out for individual rounds during their address.

In each first round of individual items on the General Meeting's agenda, each shareholder may speak only once with their address, whereas the address is limited in time (maximum 10 minutes), and they may submit a maximum of 5 requests for explanation during the address. In addition, they shall be entitled to add an oral rationale or explanation to their requests for explanation submitted in their written submissions. It shall be possible to apply for the first rounds of the individual items on the General Meeting's agenda no later than one hour from the commencement of the General Meeting.

In second rounds of individual General Meeting's agenda items, the number of addresses by one shareholder is not limited, but the total duration of all their addresses within an individual General Meeting's agenda item may not exceed 10 minutes. It shall be possible to apply for the oral address always until the given second round of the relevant General Meeting's agenda is terminated (on condition that the shareholder did not use up the total time for oral addresses). The second round of the particular agenda item ends with the submission of an explanation to all submitted requests for explanation, provided that no other shareholders have applied for their address.

The above stated restrictions apply for a representative of several shareholders as if he was a representative of single shareholder.

Providing explanations: The Company will provide the shareholder with an explanation unless no response needs to be given under the law. Explanations may be provided as a summary response to multiple questions with similar contents. The Company will provide to the shareholder explanation on matters relating to the current General Meeting directly at that General Meeting. If that is not possible due to the complexity of the explanation, the Company will provide the explanation to the shareholder within 15 days following the date of the General Meeting. An explanation is deemed as provided to the shareholder even if the information was published on the Company's website no later than on the day preceding the course of the General Meeting and is available to the shareholder at the venue of the General Meeting.

Technical measures: During the registration the respective shareholder (or its representative) shall receive a card, which shall serve for their identification when executing their shareholder rights, in particular for submitting written requests for explanation, applying for oral addresses and identifying themselves during oral addresses. Such shareholder's card is non-transferable and may be used solely by the shareholder (or their representative respectively) to whom it was issued. The Company uses a technical solution during the course of the General Meeting, which enables the monitoring of the number of written requests for explanation submitted and the transparent monitoring of the duration of oral addressed of individual shareholders, to ensure the compliance with condition stipulated by the General Meeting's rules of procedure. Basic information on how to use the shareholder's card and an overview of main rules for submitting requests for explanation in accordance with the General Meeting's rules of procedure will be available on the Company's website www.cez.cz under the "Investors" link, in the subsection concerning the 2024 General Meeting in the "General Meetings" section, and also in printed form in the venue of the General Meeting.

Further information and instructions for shareholders related to the General Meeting may be continuously published on the Company's website www.cez.cz under the "Investors" link, in the subsection concerning the 2024 General Meeting in the "General Meetings" section. Shareholders are therefore advised to keep this section of the Company's website under continuous review, particularly during the last five business days prior to the General Meeting. Shareholders are also advised to consult the content of the information website located on the Company's website www.cez.cz under the "Investors" link in the "General Meetings" section for answers to frequently asked questions related to the proceedings of the General Meeting.

a. Number of Shares and Voting Rights

The Company's registered capital is CZK 53,798,975,900 (in words: fifty-three billion seven hundred ninety-eight million nine hundred seventy-five thousand nine hundred Czech crowns) and is divided into 537,989,759 shares (in words: five hundred thirty-seven million nine hundred eighty-nine thousand seven hundred fifty-nine shares), each with a nominal value of CZK 100 (in words: one hundred Czech crowns). One vote is attached to each Company share with a nominal value of CZK 100 (in words: one hundred Czech crowns); the total number of votes attached to Company shares thus amounts to 537,989,759 votes (in words: five hundred thirty-seven million nine hundred eighty-nine thousand seven hundred fifty-nine votes). All the shares of the Company are issued as book-entry bearer shares and have been admitted to trading on a European regulated market.

b. Attendance and Voting at the General Meeting

Attending shareholders are registered in an attendance list, specifying the business name or the name and the registered office of the legal entity or the name and the place of residence of the individual that is a shareholder, and/or a representative of the same, the number and nominal value of shares entitling the shareholder to vote or, as the case may be, information that such a share does not entitle its holder to vote. Shareholders – legal entities with registered office in Czechia and legal arrangements that are obliged to register the beneficial owner in accordance with Act No. 37/2021 Coll., on the registration of beneficial owners, and that will have no beneficial owner in accordance with the above act registered as at the date of the General Meeting, shall not be entitled to exercise at the General Meeting the voting rights attached to their shares. The Company shall also take appropriate measures if the shareholder is an entity against whom the Czech Republic applies international sanctions pursuant to Act No. 69/2006 Coll., on the implementation of international sanctions, as amended, or pursuant to other legislation, and the relevant legislation restricts or prohibits such entity from participating in the General Meeting or exercising voting or other rights at the General Meeting.

Voting at the General Meeting takes place after the General Meeting has been informed of all shareholder proposals and counterproposals duly and timely submitted for the item on the General Meeting agenda that is to be voted on; firstly, the Board of Directors' proposal is voted on; secondly, the Supervisory Board's proposal is voted on; thirdly, proposals and counterproposals submitted by shareholders are voted on in the order of submission. Once a submitted proposal is approved, no other proposals or counterproposals contradicting the approved proposal are voted on. Debate and/or voting on other matters proceed in compliance with the Articles of Association and the Business Corporations Act.

Voting is executed by ballot according to instructions given by the chairperson of the General Meeting. In their ballot, each shareholder makes their choice for a proposed resolution that is voted on by crossing through "FOR" or "AGAINST" and signing the ballot. If a shareholder wishes to abstain from voting, they do not submit their ballot. Unsigned ballots are invalid. Ballots that do not allow identifying the shareholder's will are also invalid. If a shareholder submits an invalid ballot or a ballot other than the one that should have been used for voting on the given item, the shareholder is deemed to abstain from voting.

The General Meeting decides by a simple majority of votes of attending shareholders, unless the law or the Company's Articles of Association require a different majority.

c. Right to Submit Proposals and Counterproposals

A shareholder may submit proposals and counterproposals on matters included in the General Meeting agenda unless the impossibility to submit a proposal or counterproposal by the shareholder arises from the nature of the matter in question. If a shareholder wishes to submit a proposal or counterproposal to the matters on the General Meeting agenda, such proposal or counterproposal must be delivered to the Company in writing no later than 10 days before the General Meeting is held by one of the following means: (i) via the Company's data box, (ii) via email to valna.hromada@cez.cz, (iii) in person to the registry at the Company's registered office at Duhová 2/1444, 140 53 Prague 4, or (iv) by mail or other delivery services to the same address, always no later than on Friday, June 14, 2024; the registry accepts filings pursuant to points (iii) and (iv) above on business days until 5:00 p.m. The 10-day deadline prior to the General Meeting will not be applied to proposals to elect or remove particular individuals to/from the Company's bodies or related proposals and counterproposals concerning such persons. The Board of Directors will publish the proposals and counterproposal (including their rationale, if any) delivered within the above deadline together with the Board of Director's position on the Company's website www.cez.cz under the "Investors" link, in the subsection concerning the 2024 General Meeting in the "General Meetings" section. Proposals and counterproposals received after the above deadline will not be discussed at the General Meeting; this is without prejudice to Section 362 of the Business Corporations Act.

d. Right to Request that a Particular Matter Be Included in the General Meeting Agenda

If so requested by a Company shareholder or shareholders holding shares whose total nominal value is at least 1% of the Company's registered capital, the Board of Directors will include a matter requested by them in the General Meeting agenda provided that each such matter is supplied with a draft resolution or a rationale for inclusion. The request must be delivered to the Company no later than 10 days before the record date by one of the following means: (i) via the Company's data box, (ii) via email to valna.hromada@cez.cz, (iii) in person to the registry at the Company's registered office at Duhová 2/1444, 140 53 Prague 4, or (iv) by mail or other delivery services to the same address, always no later than on Friday, June 7, 2024; the registry accepts filings pursuant to points (iii) and (iv) above on business days until 5:00 p.m.

e. Manner and Place for Obtaining Documents

From the publication of this Notice until the date of the General Meeting (inclusive), shareholders may:

• inspect and familiarize themselves with the text of the Notice of the Annual General Meeting, including draft resolutions of the General Meeting and their rationale, or statements of the Board of Directors on individual points on the agenda of the General Meeting, including annexes and related documents and including shareholders' relevant proposals and counterproposals (if duly delivered to the Company), in the Company's registered office at Duhová 2/1444, 140 53 Prague 4, as well as in the Company building at Duhová 1/425, 140 00 Prague 4, on business days from 8:00 a.m. to 4:00 p.m.;
• obtain a printed form of a power of attorney to represent a shareholder at the General Meeting in the Company's registered office at Duhová 2/1444, 140 53 Prague 4, as well as in the Company building at Duhová 1/425, 140 00 Prague 4, on business days from 8:00 a.m. to 4:00 p.m., or, as the case may be, request in person at the addresses given above or in writing at the Company's registered office that a printed copy of the form be sent to them at their own expense and at their own risk;
• Download the following documents in electronic form from the Company's website https://www.cez.cz/generalmeeting2024:
• Notice of the Annual General Meeting including also draft resolutions of the General Meeting and their rationale, or statements of the Board of Directors on individual items on the agenda of the General Meeting, including annexes and related documents and including relevant proposals or counterproposals of shareholders (if duly delivered to the Company);
• Form of the power of attorney, or have the form sent electronically at the email address: valna.hromada@cez.cz;
• Familiarize themselves with the text of the Notice of the Annual General Meeting in the Commercial Bulletin and, where appropriate, in other information sources.

The email address valna.hromada@cez.cz is reserved solely for the purposes listed herein.

Information for shareholders will also be provided at the General Meeting venue on the date of the General Meeting as follows:

• Documents regarding the General Meeting agenda, including CEZ Group's 2023 Annual Financial Report and the Company's Articles of Association, will be available in electronic form on several PC stations;
• CEZ Group's 2023 Annual Financial Report will also be available in printed form in a limited number of copies at the venue of the General Meeting;
• The Company's Articles of Association will be available for review in a printed form in the information center of the General Meeting;
• Procedural information related to the course of the General Meeting, including the basic information on how to use the shareholder's card and an overview of main rules for submitting requests for explanation in accordance with the General Meeting's rules of procedure, will be provided to shareholders through the information center.

The Company has complied with its publication obligation in relation to the documents regarding the General Meeting agenda, in particular, electronically via the Company's website www.cez.cz under the "Investors" link, in the subsection concerning the 2024 General Meeting in the "General Meetings" section (see also the third bullet in this section). The Company advises the shareholders that they arrange in advance access to such published documents for the duration of the General Meeting, if they consider it necessary for the exercise of their shareholder rights, by own print or, as the case may be, on their own electronic equipment (tablets, mobile phones, laptops, etc.).

General Meeting draft resolutions and the rationales thereof or comments of the Board of Directors on the individual items on the General Meeting agenda:

Item 1: Company Bodies Reports

Board of Directors' comment:

The Board of Directors' Report on the Company's Business Activities is presented to the General Meeting in compliance with the Company's Articles of Association. Further the Summary Report pursuant to Section 118(6) of Act No. 256/2004 Coll., Capital Market Undertakings Act, as amended (hereinafter referred to as the "CMUA" or the "Capital Market Undertakings Act") and Conclusions of the Related Parties Report are presented to the General Meeting in compliance with the law and the Company's Articles of Association.

Furthermore, the Supervisory Board Report is presented to the General Meeting in compliance with the law and the Company's Articles of Association. The Supervisory Board Report includes comments on the Company's annual financial statements, consolidated financial statements for 2023, and on the proposal for the distribution of the Company's profit pursuant to Section 447(3) of the Business Corporations Act and Article 18(5)(c) of the Company's Articles of Association and on the Related Parties Report pursuant to Section 83(1) of the Business Corporations Act and Article 18(5)(c) of the Company's Articles of Association.

In accordance with the Company's Articles of Association, the Audit Committee's Report on the Results of Activities is also presented to the General Meeting.

There is no draft resolution submitted within this agenda item, as this agenda item is not voted on.

Item 2: Approval of the Financial Statements of ČEZ, a. s., and the Consolidated Financial Statements of CEZ Group for the Year 2023

Draft resolution (1):

The General Meeting of ČEZ, a. s., approves the financial statements of ČEZ, a. s., prepared as of December 31, 2023.

Draft resolution (2):

The General Meeting of ČEZ, a. s., approves the consolidated financial statements of CEZ Group prepared as of December 31, 2023.

Rationale:

In accordance with the relevant provisions of the law and the Company's Articles of Association, the Board of Directors submits to the General Meeting the financial statements of ČEZ, a. s., and the consolidated financial statements of CEZ Group as of December 31, 2023.

Pursuant to Sec. 19a and Sec. 23a of the Act No. 563/1991 Coll., on accounting, as amended (hereinafter the "Accounting Act"), the financial statements of ČEZ, a. s., and the consolidated financial statements of CEZ Group as of December 31, 2023, were prepared in accordance with IFRS Accounting Standards as adopted by European Union. Both sets of prepared financial statements comprise, respectively, the following financial statements, or the consolidated financial statements: a balance sheet, a statement of income, a statement of comprehensive income, a statement of changes in equity, and a statement of cash flows and notes to the financial statements, or notes to the consolidated financial statements. In accordance with the relevant provisions of the Accounting Act, the financial statements and the consolidated financial statements have been audited by an independent auditor. The audit was performed by the company Deloitte Audit s.r.o. According to the independent auditor's opinion dated March 20, 2024, the financial statements give a true and fair view of the financial position of ČEZ, a. s., as at December 31, 2023, and of its financial performance and its cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by European Union. According to the independent auditor's opinion dated March 20, 2024, the consolidated financial statements give a true and fair view of the consolidated financial position of CEZ Group as at December 31, 2023, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by European Union.

The financial statements of ČEZ, a. s., and the consolidated financial statements of CEZ Group are part of the CEZ Group's Annual Financial Report in their entirety, available to shareholders at the General Meeting and on the Company's website. The data from the financial statements and the consolidated financial statements, i.e., the balance sheet, statement of income, statement of comprehensive income, statement of changes in equity, and statement of cash flows, are also presented within the documents on this agenda item of the General Meeting of the Company published on the Company's website www.cez.cz under the link "Investors" in the section of "General Meetings" concerning the General Meeting of 2024.

Financial statements were discussed by the Board of Directors of ČEZ, a. s., audited by an independent auditor giving the opinions cited above, and reviewed by the Company's Supervisory Board concluding that it recommends their approval to the General Meeting. Based on the independent auditor's reports, the Board of Directors proposes that the General Meeting approve the financial statements of ČEZ, a. s., as of December 31, 2023, and the consolidated financial statements of CEZ Group as of December 31, 2023.

Item 3: Decision on the Distribution of Profit of ČEZ, a. s.

Draft resolution:

The General Meeting of ČEZ, a. s., approves the distribution of the 2023 profit of ČEZ, a. s., in the amount of CZK 28,093,591,921.40 as follows:

• Share in profit to be distributed to shareholders ("dividend"). . CZK 27,975,467,468.00
• Transfer to the retained earnings account . CZK 118,124,453.40

The dividend is CZK 52 per share before tax.

The record date for entitlement to the dividend is June 28, 2024. Entities that will be shareholders of the Company as at the record date for entitlement to the dividend will be entitled to the dividend.

The above-mentioned amount of the dividend is calculated from the total number of Company shares issued. The dividend allocated to treasury shares held by the Company as at the record date for entitlement to the dividend will not be paid. The amount corresponding to the dividend on treasury shares held by the Company as at the record date for entitlement to the dividend will be transferred to the retained earnings account.

The dividend is payable on August 1, 2024. The dividend will be paid through Česká spořitelna, a.s., Company Reg. No. 45244782, with its registered office at Olbrachtova 1929/62, 140 00 Praha 4, in the manner published on the Company's website www.cez.cz under the "Investors" link, in the subsection concerning the 2024 General Meeting in the "General Meetings" section. The right to the dividend shall not expire before July 31, 2028.

Rationale:

Pursuant to the applicable provisions of law and the Company's Articles of Association, decisions on the distribution of profit are within the powers of the General Meeting. The proposal for the distribution of profit of ČEZ, a. s., as presented by the Board of Directors to the General Meeting for approval, is in compliance with the applicable provisions of the law and the Company's Articles of Association.

The submitted proposal for the distribution of profit to shareholders (hereinafter the "dividend") is based on the dividend policy in force, defining the dividend payment in the amount derived from CEZ Group's consolidated net profit for the past year. The Company's current dividend policy assumes a dividend of 60-80% of CEZ Group's consolidated net income adjusted for extraordinary effects. CEZ Group's adjusted consolidated net income for 2023 amounted to CZK 34,826 million. The proposed dividend constitutes 80% of the adjusted consolidated net income for 2023.

The Board of Directors' proposal for the distribution of profit of ČEZ, a. s., complies with the legal requirements and reflects the current strategy and accounts for the current outlook for and stability of estimated cash flows with the aim of maintaining CEZ Group's medium-term financial stability.

The Supervisory Board reviewed the Board of Directors' presented proposal for the distribution of profit of ČEZ, a. s., recommending that the General Meeting approve it.

The detailed conditions for the manner of dividend payment are available on the Company's website www.cez.cz under the "Investors" link, in the subsection concerning the 2024 General Meeting in the "General Meetings" section.

Item 4: Decision on Appointment of an Independent Auditor

Draft resolution (1):

The General Meeting of ČEZ, a. s., appoints Deloitte Audit s.r.o., Company Reg. No. 49620592, having its registered office at Italská 2581/67, Vinohrady, 120 00 Praha 2, as the auditor to perform the statutory audit for the accounting period of the calendar years of 2025 and 2026;

Draft resolution (2):

The General Meeting of ČEZ, a. s., appoints Deloitte Audit s.r.o., Company Reg. No. 49620592, having its registered office at Italská 2581/67, Vinohrady, 120 00 Praha 2, as the auditor to verify the Sustainability Report for 2024, 2025, and 2026.

Rationale:

Act No. 93/2009 Coll., on auditors, as amended (hereinafter the "Act on Auditors"), requires, in Sections 17(1) and 17(6), an accounting entity that is a legal person and that is required to have its financial statements or consolidated financial statements audited to have the auditor for performing the statutory audit and verifying the Sustainability Report appointed by its supreme governing body; for ČEZ, a. s., this is the Company's General Meeting.

An amendment to the Act on Auditors, effective from January 1, 2024, created a new obligation for ČEZ, a. s., to have a Sustainability Report verified by an auditor, for the first time in 2024.

In accordance with Article 18(5)(i) of the Company's Articles of Association and with the provisions of Section 43 of the Act on Auditors, the Supervisory Board shall propose the auditor to the General Meeting, taking into account the recommendations of the Audit Committee.

The Audit Committee, in accordance with its mandate under Section 44a of the Act on Auditors, discussed and on May 2, 2024 recommended to the Supervisory Board of ČEZ, a. s., that it propose to the General Meeting to appoint Deloitte Audit s.r.o. as an auditor to perform the statutory audit for 2025 and 2026 and to verify the Sustainability Report for 2024, 2025, and 2026.

Deloitte Audit s.r.o. won the tender for the provision of auditing services in accordance with EU Regulation No. 537/2014, on specific requirements regarding statutory audit of public-interest entities, in accordance with the Act on Auditors and Act No. 134/2016 Coll., on public procurement, as amended, and a framework agreement for the provision of auditing services for ČEZ, a. s., has been concluded with it, starting on May 1, 2023.

At the General Meeting on June 28, 2021, Deloitte Audit s.r.o. was appointed as an auditor to perform the statutory audit for 2023 and 2024.

In accordance with the recommendation of the Audit Committee, the Supervisory Board submits a proposal to the General Meeting to appoint Deloitte Audit s.r.o. as an auditor to perform the statutory audit for 2025 and 2026 and to verify the Sustainability Report for 2024, 2025, and 2026.

Item 5: Decision on Donations Budget

Draft resolution:

The General Meeting of ČEZ, a. s., approves the 2025 donations budget of CZK 220 million.

Rationale:

The proposal made by the Board of Directors is a follow-up to CEZ Group's long-term philanthropic activities. Donation activities reflect CEZ Group's social responsibility, while also being a means for promoting the Company's positive image.

Donations Strategy for 2025

In the area of donations, CEZ Group has long been guided by the motto "We help where we operate". For the regions in the immediate vicinity of our generating and distribution facilities and other plants, we want to be a reliable and good neighbor that contributes to improving the quality of everyday life of the local residents and local communities. Through direct financial donations, we contribute in particular to the development of local infrastructure. In 2023, almost 90% of direct financial donations from ČEZ, a. s., went into this area. We also support the fields of education (schools, science, youth care), culture, sports, and the environment. A portion of direct financial donations also reaches people in need and people with specific needs.

CEZ Group is also one of the few companies to support a wide range of nonprofit organizations, including contributions to cover their operating expenses and their own professional development. In doing so, it contributes to the cultivation and professionalization of the entire nonprofit sector in Czechia. We also play an important role in supporting community and social life even in the smallest of municipalities.

CEZ Group is gradually meeting its ambitious goals set in its long-term strategy Vision 2030 – Clean Energy for Tomorrow. In the area of social relations, one of the publicly stated goals is to continue to be a good corporate citizen that develops good relationships with communities. A thoughtful and strategic donor program makes a significant contribution to this goal.

At the same time, it is one of the ways in which CEZ Group helps Czechia meet the global UN Sustainable Development Goals (SDGs). These include Goal 3 (Good health and well-being – we support local hospitals, social and health care facilities, sports and leisure clubs), Goal 4 (Quality education – we support nurseries, primary and secondary schools, colleges, local libraries, cultural facilities, and social and cultural events), Goal 8 (Decent work and economic growth – we support skills and retraining programs, sheltered workshops), Goal 10 (Reduced inequalities – we support the inclusion of people with disabilities into mainstream life, reduction of educational gaps for children from disadvantaged families), Goal 11 (Sustainable cities and communities – we support the introduction of energy saving measures in public buildings, better transport, modernization of public lighting), Goal 13 (Climate action – we support, for example, tree planting, landscape water retention projects and other climate change mitigation activities), and Goal 15 (Life on land – we support environmental associations and organizations, various events and activities to improve the environment, etc.). In 2023, Czechia placed 8th out of 166 evaluated countries in the Sustainable Development Report, published by the Sustainable Development Solutions Network (SDSN) every year.

ČEZ Foundation

The ČEZ Foundation, as one of the earliest and largest corporate foundations, has provided help throughout Czechia for 21 years. For municipalities, hospitals, schools and nursery schools, as well as nonprofit organizations and other entities, the ČEZ Foundation has been a vital partner in their operations and development. Every year it makes calls for grant applications to respond to society's current needs and make people's lives better. A total of 1,725 projects with a total value of CZK 270.97 million were supported through the ČEZ Foundation in 2023. Information about all supported projects is published in ČEZ Foundation annual reports every year. The non-financial evaluation of companies in terms of ESG (Environment, Social, Governance) criteria emphasizes, among other things, the development of community relations, which the ČEZ Foundation has been taking care of through its donor program for two decades.

Since its launch in 2015, the EPP – Help with Movement mobile app has already gained over 670,000 users from the public. It is these users who have control over where the ČEZ Foundation's support will be directed. In 2023, the Foundation supported 384 local projects with over CZK 31 million thanks to the mobile app's supporters.

ČEZ also actively involves its employees in donation activities. Two employee fundraisers were held in 2023. The first took place in February, when Turkey and Syria were hit by a strong earthquake.

Employees of Akenerji, a joint venture with CEZ Group, were also severely affected. Employee donations were doubled to CZK 2.76 million by the ČEZ Foundation and handed over to 72 colleagues in Turkey through ADRA. The traditional autumn fundraising campaign, Fulfilling Wishes, reached a record-high number of registered wishes and amount donated. ČEZ employees collected CZK 4.7 million for 131 people in difficult life situations, such as those with various types of disabilities, incurable illnesses, physical or mental handicaps. The ČEZ Foundation doubled the amount raised by employees to a total of CZK 9.4 million.

In 2023, the ČEZ Foundation's Board of Trustees approved an increase in the maximum contribution for the Employee Grants procedure, aimed at supporting employees who are involved in nonprofit organizations in their free time. Employees can now receive up to CZK 50,000 (formerly CZK 30,000) for projects concerning support for public benefit activities focusing on children and young people, health, social care, people with disabilities, science and research, education, culture, amateur sport, and the environment (e.g., sports clubs, volunteer fire brigades, hobby groups, etc.). This step further strengthens local community development and also develops employee engagement, which is an integral part of the social factor in pursuing ESG criteria.

CEZ Group's 2023 Annual Financial Report includes a link to the website https://www.cez.cz/cs/o-cez/ udrzitelnost-a-etika/energie-pro-budoucnost/byt-dobrym-partnerem/podporujeme-darcovske-partnerstvi/ dary on page 130. The website shows a list of all beneficiaries of donations made by the Company in 2023, including donation purposes. The list does not show the donation amounts. This is to prevent the discrimination of beneficiaries that apply for donations or subsidies from other donors and institutions.

Proposed terms for donations in 2025:

• The total amount of funds that the Company can use to give donations in 2025 will be CZK 220 million. This fund amount includes the value of any non-monetary donations provided.
• We estimate that approximately CZK 90 to 110 million of that amount will be transferred to the ČEZ Foundation's account in 2025 in connection with projects undertaken through the ČEZ Foundation.
• In connection with the operation, construction and renewal of ČEZ's generating facilities and distribution grids, we anticipate that, in order to maintain a favorable relationship with the regions concerned, or for ad-hoc projects where the need is greatest, a portion of the approved volume of funds of approx. CZK 110 to 130 million will be provided to selected entities directly by ČEZ, a. s., not through the ČEZ Foundation.

Item 6: Approval of the Remuneration Report ČEZ, a. s., for the Accounting Period of 2023

Draft resolution:

The General Meeting of ČEZ, a. s., approves the Remuneration Report of the Body Members of ČEZ, a. s., for the Accounting Period of 2023 (report pursuant to Section 121o et seq. of Act No. 256/2004 Coll., on capital market undertakings, as amended), submitted to the General Meeting by the Company's Board of Directors.

Rationale:

Pursuant to the provisions of Sections 121o to 121q of Act No. 256/2004 Coll., on capital market undertakings, as amended (hereinafter the "CMUA"), it falls within the exclusive competence of the General Meeting of the Company which is the issuer pursuant to Section 118(1)(a) of the CMUA, to approve a report providing a full summary of remuneration, including all benefits in any form, granted or payable during the last completed accounting period to Body Members of ČEZ, a. s. (hereinafter the "Report").

The Report is submitted to the General Meeting by the Board of Directors in accordance with the provisions of Section 121o(3) of the Act.

In this context, the Board of Directors submits the Report for the accounting period of 2023 to this General Meeting for approval.

The submitted Report follows the Remuneration Policy of ČEZ, a. s., which was approved by the Company's General Meeting on June 29, 2020, and which was the first Remuneration Policy submitted to the General Meeting after Act No. 204/2019 Coll., which amended the CMUA in this respect, became effective. The Report is prepared for the 2023 accounting period and includes the total income of the current members of the Board of Directors and the Supervisory Board. The Company has not deviated from the Remuneration Policy of ČEZ, a. s., approved by the Company's General Meeting on June 29, 2020,

in remunerating the members of the Board of Directors and the Supervisory Board in 2023. The Remuneration Report has been audited by Deloitte Audit s.r.o., in accordance with Section 121q of the CMUA, and the certificate of verification is attached to the Report.

After approval by the General Meeting, the 2023 Report will be published on the Company's website in accordance with the CMUA.

Item 7: Approval of the Remuneration Policy of ČEZ, a. s.

Draft resolution:

The General Meeting of ČEZ, a. s., approves the Remuneration Policy of ČEZ, a. s., as presented to the General Meeting by the Company's Board of Directors.

Rationale:

In compliance with the provisions of Section 121k(1) of Act No. 256/2004 Coll., on capital market undertakings, as amended (hereinafter the "Capital Market Undertakings Act"), the General Meeting of a company that issues shares pursuant to Section 118(1)(a) of the Capital Market Undertakings Act has exclusive authority to approve the company's remuneration policy. Remuneration policy pursuant to the quoted provision of the Act is presented to the General Meeting by the Board of Directors.

Pursuant to Section 121k(2) of the Capital Market Undertakings Act, the Board of Directors shall present the Remuneration Policy to the General Meeting for approval in case of each substantial change or at least once every 4 years. In this regard, the Board of Directors presents the Remuneration Policy of ČEZ, a. s., which follows up on the existing Remuneration Policy, approved at the General Meeting of ČEZ, a. s., on June 29, 2020, for approval by this General Meeting.

The presented wording of the Remuneration Policy complies with all material requirements stipulated in the Act on Capital Market Undertakings and is based on the current conditions and principles of remuneration of members of the Company's Board of Directors and Supervisory Board.

The changes compared to the current Remuneration Policy are mainly as follows:

• addition of provisions on verification of whether the amount and structure of remuneration for members of the Company's bodies fulfill the objectives of the Remuneration Policy, to be carried out at least once every four years;
• deletion of parts of the text related to the stock option program, which was terminated at the end of 2019, the rights arising from it have been settled and no option rights can be exercised on its basis anymore now or in the future;
• clarification of the text on the provision of mobile phones as well as SIM cards for the performance of the office of a member of the Board of Directors or the Supervisory Board;
• modification of the text in the area of benefits and pension schemes provided to members of the Board of Directors following legislative changes in the area of catering and support for retirement savings products;
• modification of the text in the area of annual bonus provided to members of the Board of Directors related to the specification of the evaluated period in the determination and evaluation of performance indicators, addition of the term "task", used in practice, to the policy text and addition or clarification of the wording of performance indicators, especially in the areas of ESG, decarbonization and climate neutrality;
• modification of the text in the area of long-term performance bonus provided to members of the Board of Directors related to the specification of the evaluated period in the determination and evaluation of performance indicators and the specification of the payment date for the long-term performance bonus;
• modification of the text in the area of benefits provided to members of the Supervisory Board, reflecting the possibility of providing a car allowance in the event that a member of the Supervisory Board does not use the provided vehicle;

deletion of the parts of the text relating to the severance pay and the 12-month non-competition clause for members of the Board of Directors upon termination of their service, as even the current Remuneration Policy did not allow for the provision of these benefits for contracts concluded after January 1, 2020.

After approval by the General Meeting, the Remuneration Policy of ČEZ, a. s., will be published on the Company's website, where it will be accessible for the entire term of its application.

Item 8: Approval of Template Service Contract of a Supervisory Board Member

Draft resolution:

The General Meeting of ČEZ, a. s., approves the template service contract of a Supervisory Board member of ČEZ, a. s., as presented to the General Meeting by the Company's Board of Directors.

Rationale:

In accordance with Section 421(2)(p) in conjunction with Section 59(2) of Act No. 90/2012 Coll., on business corporations and cooperatives (Business Corporations Act), as amended (hereinafter referred to as the "Business Corporations Act"), and Article 8(1)(d) of the Company's Articles of Association, the General Meeting is presented with a template service contract of a Supervisory Board member for approval.

The reason for presenting the updated template service contract of a Supervisory Board member is that the amount of monthly remuneration has not been adjusted for more than 20 years. There has been a significant increase in inflation during this period, in particular in the last two years. The new template service contract of a Supervisory Board member is based on the template approved by the Company's General Meeting on June 29, 2022, with the following changes reflected in it:

• (a) adjustment of the monthly remuneration for the performance of office of a member of the Supervisory Board;
• (b) change of the limit on the acquisition value of the provided company car and specification of the possibility of providing a car allowance in the event that the member of the Supervisory Board does not take the opportunity to use a company car for the performance of their office;
• (c) terminology adjustment detailed specification of statutory deductions.

Service contracts concluded with newly elected members of the Supervisory Board will use the respective contract template wording approved by the General Meeting (amended to include specific identification data). The newly approved service contract template will also be reflected in the contents of contractual relations between the Company and previously elected members of the Supervisory Board in the form of novation (replacement of the existing obligation with a new obligation).

The new template service contract of a Supervisory Board member is published on the Company's website at www.cez.cz under the link "Investors" in the section "General Meetings", in the part related to the 2024 General Meeting.

Item 9: Removal and Election of Supervisory Board Members

Board of Directors' comment:

This item will be discussed depending on proposals possibly submitted by shareholders. Service contracts will be concluded with newly elected members of the Supervisory Board using the template wording approved by the Company's General Meeting.

The Board of Directors would also like to point out that this item on the General Meeting's agenda anticipates potentially voting on two relatively independent sets of issues, namely the removal of current members of the Supervisory Board and the election of new members. The two sets will be debated

separately, meaning that if proposals are submitted on this item, any proposals to remove members of the Supervisory Board will be voted on first (in the order specified by the Company's Articles of Association) and only then will any proposals for the election of new members of the Supervisory Board be voted on in the appropriate order. It is therefore needed that shareholders submit any proposals to elect or remove members of the Supervisory Board separately.

The foregoing procedure will ensure, among other things, that it is clear in advance how many vacancies on the Supervisory Board, arisen after the potential removal of existing members, can be filled by electing new members.

Item 10: Removal and Election of Audit Committee Members

Board of Directors' comment:

This item will be discussed depending on proposals possibly submitted by shareholders. Service contracts will be concluded with newly elected members of the Audit Committee using the template wording approved by the Company's General Meeting.

The Board of Directors would also like to point out that this item on the General Meeting's agenda anticipates potentially voting on two relatively independent sets of issues, namely the removal of current members of the Audit Committee and the election of new members. The two sets will be debated separately, meaning that if proposals are submitted on this item, any proposals to remove members of the Audit Committee will be voted on first (in the order specified by the Company's Articles of Association) and only then will any proposals for the election of new members of the Audit Committee be voted on in the appropriate order. It is therefore needed that shareholders submit any proposals to elect or remove members of the Audit Committee separately.

The foregoing procedure will ensure, among other things, that it is clear in advance how many vacancies on the Audit Committee, arisen after the potential removal of existing members, can be filled by electing new members.

Board of Directors of ČEZ, a. s.