Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Dalekovod d.d. AGM Information 2026

Apr 30, 2026

2088_agm-r_2026-04-30_52af1f0b-ba21-4d85-9d44-8810ae8684af.pdf

AGM Information

Open in viewer

Opens in your device viewer

Dalekovod, d.d.
LEI: 74780000W0KHNRDW7I05
Regulated Market: Zagreb Stock Exchange (Official Market)
ISIN: HRDLKVRA0006
Stock Symbol: DLKV
Country of origin: Hrvatska
Address: Ulica Marijana Čavića 4, Zagreb

Management Bord

Pursuant to Article 277, paragraphs 2 and 3 of the Companies Act (Official Gazette 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 21 of the Articles of Association of Dalekovod, d.d. (hereinafter: the Company), the Management Board of the Company, at its session held on 30 April 2026, passed the following

Decision on Convening the Regular General Assembly
of Dalekovod, d.d.

which will be held on 10 June 2026 at 12:00 p.m. at the Company's headquarters, in Zagreb, Ulica Marijana Čavića 4 for which the opening of the General Assembly and verification of shareholders present have been determined, as well as the following

Agenda:

  1. Report of the Management Board on the status of the Company and the Dalekovod Group in 2025
  2. Report of the Supervisory Board on the supervision performed in 2025
  3. Information on the annual financial statements for 2025 with the auditor's report, after being determined by the Management Board and Supervisory Board
  4. Decision on the allocation of profit for 2025
  5. Decision on granting discharge to the members of the Management Board for 2025
  6. Decision on granting discharge to the members of the Supervisory Board for 2025
  7. Report of the Management Board on relations with affiliated companies for 2025 and Report on related party transactions for 2025
  8. Decision on the appointment of the Company's auditor for 2027 and 2028
  9. Report on the remuneration of members of the Management Board and Supervisory Board
  10. Decision on the recall of members of the Supervisory Board
  11. Decision on the election of members of the Supervisory Board

Proposed Resolutions:

The Management Board and Supervisory Board jointly propose to the General Assembly the adoption of the resolutions under items 4, 5 and 6, while the Supervisory Board proposes resolutions under items 8, 9, 10 and 11. The General Assembly does not pass resolutions under items 1, 2, 3 and 7 but acknowledges them.


Item 1 – Report of the Management Board on the status of the Company and the Dalekovod Group in 2025

The General Assembly acknowledges the report of the Management Board on the status and operations of the Company and the Dalekovod Group in 2025.

Item 2 – Report of the Supervisory Board on the supervision performed in 2025

The General Assembly acknowledges the report of the Supervisory Board on the supervision performed in 2025.

Item 3 – Information on the annual financial statements for 2025 with the auditor’s report, after being determined by the Management Board and Supervisory Bord

The General Assembly acknowledges the information on the Company’s financial statements for 2025 and the consolidated annual report of the Dalekovod Group as adopted on 15 April 2026 by the Management Board and Supervisory Board, together with the auditor’s reports on the audit of the financial statements.

In 2025, the Company achieved the following key figures:

  • Total revenue: EUR 213,671,526.69
  • Total expenses: EUR 202,135,903.48
  • Profit before tax: EUR 11,535,623.21
  • Profit tax in the amount of: EUR (275,326.98)
  • Profit after tax in the amount of: EUR 11,810,950.19
  • Total assets as of 31/12/2025: EUR 178,099,197.86
  • Capital, reserves and retained earnings: EUR 72,814,461.73
  • Total liabilities: EUR 105,284,736.13

In 2025, the Dalekovod Group achieved the following key figures:

  • Total revenue: EUR 280,380,499.90
  • Total expenses: EUR 268,441,377.39
  • Profit before tax: EUR 11,939,122.51
  • Profit tax in the amount of: EUR 275,180.15
  • Profit after tax in the amount of: EUR 11,663,942.36
  • Total assets as of 31/12/2025: EUR 202,227,330.60
  • Capital, reserves and retained earnings: EUR 82,956,677.17
  • Total liabilities: EUR 119,270,653.43

Item 4 – Decision on the allocation of profit for 2025

Pursuant to Article 220 of the Companies Act and Article 16 of the Articles of Association, the General Assembly of the Company on 10 June 2026 adopts the following

Resolution on the allocation of profit for 2025

I. In 2025, the Company achieved a net profit in the amount of EUR 11,810,950.19.
II. A portion of the net profit in the amount of EUR 2,130,428.02 will be used to cover losses carried forward from previous years.


III. A portion of the net profit in the amount of EUR 484,026.11 will be allocated to statutory reserves.
IV. A portion of the net profit in the amount of EUR 4,537,191.23 will be used for the payment of dividends, amounting to EUR 0.11 per share.
V. Dividends shall be paid to shareholders who are registered as holders of shares in the depository of the Central Depository and Clearing Company Inc. on the 30th day following the date of the General Assembly, i.e. 10 July 2026 (record date).
VI. Dividend payment shall be made no later than within 30 days from the record date, i.e. by 10 August 2026.
VII. The remaining distributable profit shall be allocated to retained earnings.

Item 5 – Decision on granting discharge to members of the Management Board for 2025

Pursuant to Article 275, paragraph 1, item 4 and Article 276 of the Companies Act, the General Assembly of the Company on 10 June 2026 adopts the following

Resolution

Discharge is granted to the members of the Management Board for their management of the Company in 2025.

Item 6 – Decision on granting discharge to members of the Supervisory Board for 2025

Pursuant to Article 275, paragraph 1, item 4 and Article 276 of the Companies Act, the General Assembly of the Company on 10 June 2026 adopts the following

Resolution

Discharge is granted to the members of the Supervisory Board for their supervision of the Company's operations in 2025.

Item 7 – Report of the Management Board on relations with affiliated companies for 2025 and Report on related party transactions for 2025

The General Assembly acknowledges that the Report of the dependent Company's Management Board on relations with affiliated companies for 2025 has been reviewed and approved by the Supervisory Board, that the Report has been audited and that the auditor issued a reasonable assurance conclusion stating that:

  1. The statements made in the Report are, in all material respects, accurate; and
  2. In the legal transactions stated in the Report, the value of the Company's performance was not, in all material respects, unreasonably high, given the circumstances known at the time the transactions were undertaken.

Item 8 – Decision on the appointment of the Company's auditor for 2027 and 2028

Pursuant to Article 275 paragraph 1, item 5 of the Companies Act, the General Assembly of the Company on 10 June 2026 adopts the following


4

Decision

Deloitte d.o.o., PIN: 11686457780, with registered office in Zagreb, Radnička cesta 80, registered with the Court Register of the Commercial Court in Zagreb under registration number (MBS): 030022053, is appointed as the auditor of the Company's annual financial statements for 2027 and 2028.

Item 9 – Report on the remuneration of members of the Management Board and Supervisory Bord

Pursuant to Article 275, paragraph 1, item 3 and Article 276.a, paragraph 4 of the Companies Act, the General Assembly of the Company on 10 June 2026 adopts the following

Decision

The Report on the remuneration of the members of the Management Board and the Supervisory Board paid in 2025, or which the Company has committed to pay to each member who held office during 2025, is hereby approved. The Remuneration Report for 2025 was audited in accordance with Article 272.r of the Companies Act, and the auditor issued a limited assurance opinion on the examination of the Remuneration Report.

Item 10 – Decision on the recall of members of the Supervisory Bord

Pursuant to Article 259 and Article 275 of the Companies Act, the General Assembly of the Company on 10 June 2026 adopts the following

Decision

I. Mario Radaković, Member and Deputy Chairman of the Supervisory Board of the Company, PIN: 98163346902, Zagreb, Palinovečka ulica 19G, and Miki Huljić, Member of the Supervisory Board of the Company, PIN: 01484100312, Zagreb, Vranovinski ogranić I. 4, are hereby recalled.

II. This Decision shall enter into force on the date of its adoption.

Item 11 – Decision on the election of members of the Supervisory Board

Pursuant to Article 256 and Article 275 of the Companies Act, the General Assembly of the Company on 10 June 2026 adopts the following

Decision

I. The following persons are elected as members of the Supervisory Board of the Company:

  • Martina Pejić, PIN: 42002338391, Zagreb, Horvaćanska cesta 164, Director of the Legal Affairs and Compliance Sector at KONČAR d.d., and
  • Vlatka Kamenić Jagodić, PIN: 40469856318, Samobor, Lešće 31D, Director of the Marketing and Corporate Communications Sector at KONČAR d.d., for the period from the date of adoption of this Decision until 18 June 2028.

II. This Decision shall enter into force on the date of its adoption.

Conditions for participation in the General Assembly:

Shareholders are entitled to participate in the General Assembly if they notify the Company's Management Board of their participation at least six days prior to the date of the General Assembly. The last day for the Company to receive such notification is 3 June 2026. For the purpose of participating in the General Assembly, a shareholder is considered to be any person in whose securities account held with the Central Depository and Clearing Company Inc. (hereinafter: CDCC) the Company's shares are recorded on the last day for notification of participation in the General Assembly (3 June 2026).

In order to participate in the General Assembly and exercise voting rights in respect of share fractions recorded in a nominee account held by CDCC, shareholders whose share fractions are recorded in such account, and who jointly hold one or more full shares of the Company, must request the Company to transfer those shares to their individual account or, in the case of multiple shareholders, to a jointly held securities account, which must be previously opened with CDCC for this purpose. Upon such request, the Company will instruct CDCC to transfer the corresponding number of shares from the nominee account to the shareholder's or joint account. For shares recorded in a joint securities account, the shareholders must appoint a joint representative in accordance with Article 228 of the Companies Act, who will represent them at the General Assembly. For this purpose, a proxy form for registration may be used, which must be signed by all entitled shareholders. The notification of participation based on such shares must be received by the Company within the above-mentioned deadline (no later than 3 June 2026).

Shareholders may be represented by proxies, either natural or legal persons, on the basis of a valid written power of attorney issued by the shareholder or, in the case of a legal entity, by a person authorized to represent such entity. The power of attorney must include the personal data of the shareholder granting the proxy, the number of shares or votes held, details of the proxy holder, explicit authorization for the proxy to participate and vote at the General Assembly, as well as the date of issuance and the validity period of the power of attorney.

The power of attorney may be sent by post or delivered in person to the Company's registered office on working days until the start of the General Assembly or submitted during identification at the General Assembly. Proxy forms are available on the Company's website: www.dalekovod.hr.

Shareholders holding shares representing at least one-twentieth of the Company's share capital may request that an item be added to the agenda of the General Assembly and published accordingly. Such requests must be received by the Company at least 30 days prior to the General Assembly and must include an explanation and a proposed resolution.

Shareholders and their proxies may review and obtain written materials for the General Assembly at the Company's headquarters on working days from 10:00 a.m. to 2:00 p.m. or on the Company's website: www.dalekovod.hr.


6

In the event that the General Assembly cannot be held on 10 June 2026 due to a lack of quorum as defined by the Articles of Association, the General Assembly will be held on 11 June 2026 at 12:00 p.m. at the same location.

President of the Management Board

img-0.jpeg

Member of the Management Board

img-1.jpeg

Eugen Paić-Karega