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Croatia osiguranje d.d.

AGM Information Jun 5, 2025

2087_agm-r_2025-06-05_0c5ae3ef-f55c-4627-9a65-e367b7a8444f.pdf

AGM Information

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SECURITIES: CROS / CROS-R-A / HRCROSRA0002 CROS2 / CROS-P-A / HRCROSPA0004 LISTING: Official market of the Zagreb Stock Exchange (Zagrebačka burza d.d.) LEI: 74780000M0GHQ1VXJU20 HOME MEMBER STATE: Republic of Croatia

CROATIAN FINANCIAL SERVICES SUPERVISORY AGENCY Franje Račkoga 6 10 000 Zagreb

ZAGREB STOCK EXCHANGE Ivana Lučića 2a 10 000 Zagreb

CROATIAN NEWS AGENCY (HINA – OTS) [email protected]

In Zagreb, on 05 June 2025

Notice on decisions of the 57th General Assembly of CROATIA osiguranje d.d.

(Regulated information: General Assembly-decisions)

Pursuant to the provisions of the Capital Market Act and to the Rules of the Zagreb Stock Exchange, we hereby announce that CROATIA osiguranje d.d., Vatroslava Jagića 33, Zagreb, held its General Assembly on 05 June 2025.

Shareholders who hold a total of 419,304 votes from a total of 429,697 voting shares, i.e. who hold 97.58 % of total share capital of the Company participated in the work of the General Assembly, which was sufficient for the Assembly to adopt valid decisions.

In accordance with the published Agenda, the General Assembly of CROATIA osiguranje d.d. adopted following decisions:

  • Decision on the Utilization of Profit of CROATIA osiguranje d.d. realized in 2024
  • Decision on Granting Discharge to Members of the Management Board of CROATIA osiguranje d.d.
  • Decision on Granting Discharge to Members of the Supervisory Board of CROATIA osiguranje d.d.
  • Decision on approval of the Remuneration Report for 2024
  • Decision on Appointment of Auditor of CROATIA osiguranje d.d. for the audit of financial statements and verification of the sustainability report for the business year 2025 and 2026

Sincerely, CROATIA osiguranje d.d. Pursuant to the provision of Article 275, paragraph 1, item 2 of the Companies Act (Official Gazette No. 111/93, 34/99, 121/99, 52/00, 118/03, 107/07, 146/08, 137/09, 125/11, 152/11, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23, 130/23, 136/24) and Article 32 of the Articles of Association of CROATIA osiguranje d.d. as of 31 May 2023, the 57th General Assembly of CROATIA osiguranje d.d., held on 5 June 2025, issued the following

DECISION

on the Utilization of the Profit of CROATIA osiguranje d.d. realized in 2024

Article 1

It is established that CROATIA osiguranje d.d. realized a profit (after taxation) in the amount of 65.572.773,04 euro for the year ending on 31 December 2024.

Article 2

Realized profit after taxation shall be allocated to:

2. Dividend 45.641.124,44 eura
3. Retained earnings 19.931.648,60 eura

Article 3

On the basis of the rights belonging to the shareholders of the preference shares, CROATIA osiguranje d.d. has reserved the amount of 130,200.00 euro for the payment of the preference shares dividend in the Statement of comprehensive income for the year ended 31 December 2024.

Article 4

Total amount for dividend payment to Company's shareholders who are holders of ordinary shares marked CROS-R-A (CROS) and preference shares marked CROS-P-A (CROS2) is 45.771.324,44 euro or 106,52 euro per share. The right to dividend payout (claim) belongs to all shareholders of the shares marked as CROS-R-A and CROS-P-A inscribed on their accounts of dematerialized securities that are registered in computational system of The Central Depository and Clearing Company Inc. as of 2 July 2025 (record date). The date from which shares will be traded without the right to dividend payments is 1 July 2025 (ex date). The dividend will be paid on 31 July 2025 (payment date).

Article 5

This Decision enter into force on the day of its issuance.

_________________________________________________________________________

Pursuant to the provision of Article 275, paragraph 1, item 4 and Article 276 of the Companies Act (Official Gazette No. 111/93, 34/99, 121/99, 52/00, 118/03, 107/07, 146/08, 137/09, 125/11, 152/11, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23, 130/23, 136/24) and Article 32 of the Articles of Association of CROATIA osiguranje d.d. as of 31 May 2023, the 57th General Assembly of CROATIA osiguranje d.d., held on 5 June 2025, issued the following

DECISION

on Granting Discharge to Members of the Management Board of CROATIA osiguranje d.d.

It is determined that the Management Board of CROATIA osiguranje d.d. had the following members in 2024:

    1. Davor Tomašković, Chairman of the Management Board in the period between 1 January 2024 and 31 December 2024
    1. Robert Vučković, Member of the Management Board in the period between 1 January 2024 and 31 December 2024
    1. Luka Babić, Member of the Management Board in the period between 1 January 2024 and 31 December 2024
    1. Vančo Balen, Member of the Management Board in the period between 1 January 2024 and 30 April 2024
    1. Vesna Sanjković, Member of the Management Board in the period between 11 October 2024 and 31 December 2024

The 57th General Assembly approves the work of the Management Board in 2024 and grants discharge to the members of the Management Board of CROATIA osiguranje d.d.

_________________________________________________________________________

Pursuant to the provision of Article 275, paragraph 1, item 4 and Article 276 of the Companies Act (Official Gazette No. 111/93, 34/99, 121/99, 52/00, 118/03, 107/07, 146/08, 137/09, 125/11, 152/11, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23, 130/23, 136/24) and Article 32 of the Articles of Association of CROATIA osiguranje d.d. as of 31 May 2023, the 57th General Assembly of CROATIA osiguranje d.d., held on 5 June 2025, issued the following

DECISION

on Granting Discharge to Members of the Supervisory Board of CROATIA osiguranje d.d.

It is determined that the Supervisory Board of CROATIA osiguranje d.d. had the following members in 2024:

    1. Roberto Škopac, Chairman of the Supervisory Board in the period between 1 January 2024 and 31 December 2024,
    1. Željko Lovrinčević, Vice Chairman of the Supervisory Board in the period between 1 January 2024 and 31 December 2024,
    1. Vitomir Palinec, Member of the Supervisory Board in the period between 1 January 2024 and 31 December 2024,
    1. Hrvoje Patajac, Member of the Supervisory Board in the period between 1 January 2024 and 31 December 2024,
    1. Zoran Barac, Member of the Supervisory Board in the period between 1 January 2024 and 31 December 2024,
    1. Hrvoje Šimović, Member of the Supervisory Board in the period between 1 January 2024 and 31 December 2024,
    1. Pero Kovačić, Member of the Supervisory Board in the period between 1 January 2024 and 31 December 2024.

The 57th General Assembly approves the work of the Supervisory Board in 2024 and grants discharge to the members of the Supervisory Board of CROATIA osiguranje d.d.

_________________________________________________________________________

Pursuant to the provision of Article 275, paragraph 1, item 3 and Article 276.a of the Companies Act (Official Gazette No. 111/93, 34/99, 121/99, 52/00, 118/03, 107/07, 146/08, 137/09, 125/11, 152/11, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23, 130/23, 136/24), and Article 32 of the Articles of Association of CROATIA osiguranje d.d. as of 31 May 2023, the 57th General Assembly of CROATIA osiguranje d.d. held on 5 June 2025, issued the following

DECISION on approval of the Remuneration Report for 2024

Article 1

Remuneration Report for 2024 is approved in the text that was published as the Attachment to the Invitation to this General Assembly, together with Auditor Report, and which make an integral part of this Decision.

Article 2

This Decision enters into force on the day of its issuance.

_________________________________________________________________________

Pursuant to the provision of Article 275, paragraph 1, item 5 of the Companies Act (Official Gazette, No. 111/93, 34/99, 121/99, 52/00, 118/03, 107/07, 146/08, 137/09, 125/11, 152/11, 111/12, 68/13, 110/15, 40/2019, 34/22, 114/22, 18/23, 130/23, 136/24) and Article 32 of the Articles of Association of CROATIA osiguranje d.d., at the proposal of the Supervisory Board, the 57th General Assembly of CROATIA osiguranje d.d., held on June 5, 2025, issued the following

DECISION

on the appointment of the auditor of CROATIA osiguranje d.d. for the audit of the financial reports and verification of the sustainability report of CROATIA osiguranje d.d. for the business year 2025 and 2026.

Article 1.

Deloitte d.o.o., Radnička cesta 80, Zagreb, OIB: 11686457780, is appointed as the auditor of CROATIA osiguranje d.d. for the years 2025 and 2026, for the audit of the financial reports and verification of the sustainability report of CROATIA osiguranje d.d. for business year 2025 and 2026.

Article 2

This Decision enters into force on the day of its issuance.

_________________________________________________________________________

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