Dalekovod d.d.

Regulatory Filings • Jun 10, 2024

www.dalekovod.hr, Ulica Marijana Čavića 4, Zagreb (MBS) 080010093, (EUID) HRSR.080010093, (OIB) 47911242222 Zagreb, June 10th , 2024

CROATIAN FINANCIAL SERVICES SUPERVISORY AGENCY Zagreb, Franje Račkog 6

ZAGREB STOCK EXCANGE Zagreb, Ivana Lučića 2a

OTS HINA (Croatian News Agency)

Decisions of the General Assembly

General Assembly of Dalekovod d.d. Zagreb was held on June 10, 2024, in the company's premises. According to the announced agenda:

• 1. Opening of the General Assembly, verification of applications and powers of attorney and determination of share capital representation, compilation of the list of present and represented shareholders and confirmation that the General Assembly has been properly convened and may pass valid decisions;
• 2. Annual Company reports for 2023:
  • a) Consolidated and unconsolidated audited annual financial statement for 2023;
  • b) Report of the Company's auditor for 2023;

c) Report of the Management Board on the status of the Company and of the Dalekovod Group for 2023;

d) Supervisory board report on the performed supervision over the management of the Company's operations for 2023, including the Report on the relations with associated companies for 2023;

• 3. Decision on the coverage of loss for 2023
• 4. Decision on approval of actions to the members of the Management Board for 2023
• 5. Decision on approval of actions to the members of the Supervisory Board for 2023
• 6. The Decision on the election of the Company's auditor for 2024
• 7. Report on the remuneration to the members of the Management Board and the Supervisory Board
• 8. Decision on the approval of the Remuneration Policy for the members of the Management Board
• 9. Decision on the amendments to the Company's Articles of Association

The General Assembly of Dalekovod d.d. adopted following Decisions:

Ad 3) Decision on the coverage of loss for 2023

Item 1

Based on the Company's annual financial reports that have been revised and adopted, loss after taxes for 2023 is HRK 4,745,587.58.

Item 2

The Company's loss referred to in item 1 of this Decision will be covered from the loss planned for realization in the next periods.

Ad 4) Decision on approval of actions to the Company's Management Board

Item 1

Approval of actions is given to the members of the Company's Management Board for managing company operations in 2023.

Ad 5) Decision on approval of actions to the Company's Supervisory Board

Item 1

Approval of actions is given to the members of the Company's Supervisory Board for supervising company operations in 2023.

Ad 6) Decision on the election of the Company's auditor for 2023

Item 1

KPMG Croatia d.o.o., Ivana Lučića 2/a, Zagreb is appointed auditor of the Company's operations for 2024.

Ad 7) Decision on the remuneration to the members of the Management Board and the Supervisory Board

Item 1

The Report on the remunerations in 2023 the Company undertook to pay to each member of the Management Board and the Supervisory Board who performed this duty in 2023, which Report on the remunerations in 2023 was revised in accordance with the provision of Article 272.r of the Companies Act, is approved.

Item 2

This decision does not impose any obligation on the Company nor grant any rights to the members of the Management Board and the Supervisory Board who performed this duty in 2023.

Ad 8) Decision on the approval of the Remuneration Policy for the members of the Management Board

Item 1

Remuneration Policy for the members of the Management Board was established by the Company's Supervisory Board of 12 April 2024.

Item 2

It is established that the Remuneration Policy for the members of the Management Board of 10 May 2022 is repealed.

Ad 9) Decision on the adoption of the completely new Company's Articles of Incorporation

Item 1

The Company's Articles of Association (complete text) of 12 June 2023 are amended in their entirety and replaced with the new text of the Articles of Association as follows:

Articles of Association Dalekovod d.d.

COMPANY, SEAT AND ACTIVITY

Article 1

The Company's name shall be: Dalekovod, dioničko društvo za inženjering, proizvodnju i izgradnju (Dalekovod joint stock company for engineering, production and construction).

The abbreviated company name shall be: Dalekovod d.d.

The Company's name in English shall be: Dalekovod JSC

The Company's name in German shall be: Dalekovod AG

Article 2

The Company's seat shall be in Zagreb.

The decision on the change of the Company's seat shall be made by the Company's General Assembly.

The decision on the change of the Company's business address in the Company's seat shall be adopted by the Company's Management Board with prior consent of the Company's Supervisory Board.

Article 3

The Company may have branch offices outside of its seat. A branch office shall be established by a decision of the Management Board with prior consent of the Supervisory Board.

Article 4

The shape, content and size of the seal and how it is used and kept shall be defined by the Company's Management Board.

Article 5

The Company is the owner of the DALEKOVOD trademark registered with the State Intellectual Property Office under number Z20112264 (for the figurative mark: ).

Article 6

The Company's scope of activity includes:

31.20 Production of equipment for distribution and control of electrical energy

* manufacture of suspension and connection equipment for power lines of all voltages, and substations and switchyards

• * manufacture of equipment for the self-supporting cable harness
• * manufacture of equipment and contact network for electrification of railway tracks
• 31.62 Manufacture of other electrical equipment, not mentioned elsewhere
• 28.11 Manufacture of metal structures and parts
• * manufacture of transmission towers, lighting columns, antenna pylons, signal poles, transformer plant constructions and road fences
• 27.53 Casting light (non-ferrous) metals
• 28.40 Forging, pressing metal and similar; powder metallurgy
• * forging and pressing steel forgings and forgings from non-ferrous metals
• 28.51 Metal treating and coating
• * metal treating and coating by galvanization

Ordinary share DLKV-R-A Listed on the Zagreb Stock Exchange official market Issuing country of origin Croatia

ISIN: HRDLKVRA0006, LEI 74780000W0KHNRDW7I05

• 28.62 Tool production
• * manufacture of forging tools (die) and casting tools (ingot mould)

29.21 Manufacture of industrial stoves and burners

• * manufacture and servicing of induction stoves
• 29.56 Manufacture of other special-purpose machinery, not mentioned elsewhere

20.40 Manufacture of wood packaging

* construction and installation of facilities (plants and lines) for generation, management, transmission and distribution of electric energy

* construction of transmission lines of all voltages including the execution of all types of construction, construction-installation and electrical-installation works

* execution of all construction, construction-installation and electrical-installation works on electrotechnical, power, industrial and traffic facilities and especially including complex and specific facilities

* substations and switchyards of all voltages

* execution of electrical-installation works on roadway lighting facilities, industrial and sports facilities

* electrification of railway tracks with the pertaining facilities and plants, cableways for public transport

* laying underwater and underground cables of all types and voltages

45.1 Preparatory works on the construction site

45.2 Construction of buildings and parts of buildings

45.3 Installation works

22.22 Printing, not mentioned elsewhere

• 72.10 Providing advice on computer equipment (hardware)
• 72.20 Consulting and supply of program equipment (software)

72.30 Data processing

72.40 Creating databases

• 72.60 Other related computer activities
• 73.10.2 Research and development in technical and technological sciences
• 74.14 Consultations regarding business operations and management
• 74.30 Technical testing and analysis
• 74.40 Promotion (advertising and propaganda)
• 74.84 Various business activities, not mentioned elsewhere

51.19 Mediation in trade in various products

51.52 Wholesale trade in metals and metal ores

51.54 Wholesale trade in ironware and similar products, installation material and plumbing

and heating equipment

51.70 Other wholesale trade

55.30 Restaurants

• * preparation of food and provision of food services
• * preparation and serving of drinks and beverages
• 60.23 Other transport of passengers by road
• 60.24 Transport of goods (cargo) by road
• 63.12 Warehousing of goods
• 74.15 Management of holding companies
• * architectural and engineering activities and technical consultations
• * translation services
  • * repair and maintenance of electric pneumatic hammers
  • * provision of services and consulting for ISO 9000
  • * services of goods quality and quantity control
  • * performance of investment works abroad

Ordinary share DLKV-R-A Listed on the Zagreb Stock Exchange official market Issuing country of origin Croatia

ISIN: HRDLKVRA0006, LEI 74780000W0KHNRDW7I05

* international transport of cargo and passengers in road transport

* international forwarding

* representing foreign companies and agency in foreign trading activities

* performing professional spatial planning works related to preparing: expert documents for issuing location permits

* certification of high-risk devices for own needs

* Designing distribution and transmission lines of all voltages, substations of all voltages and lighting

* Designing steel structures and foundations for power lines, substations, switchyards, lighting, antennas and overhead contact lines

* Testing indirect contact protection, continuity of the protective conductor and potential equalisation conductor, lightning protection installation, low-voltage electric installations, and commissioning

* Testing and tuning relay protection of substations and switchyards of all voltages

* Functional testing of the control, regulation, signalization, alarm and registration of substations and switchyards of all voltages, and commissioning, testing and measurement on optical cables

* Testing aeolian conductor vibrations

* Measuring the current, voltage, voltage drops, resistance, frequency, power, energy and power factors, specific soil resistance, earthing resistance, touch and step voltage, loop resistance, conductor insulation resistance and cables of all types and voltages, lighting measurements

• * engineering and geological research works
• * hydrogeological research works
• * geomechanical research works (probing)
• * geomechanical supervision

* Performing works of citizen training for the implementation of preventive measures regarding fire protection, fire extinguishing and rescuing of people and property endangered by fire

* Authorisations for the validation for the construction area of the design (for construction projects for building construction, projects for engineering structures, projects for water supply and sewage systems for buildings and projects for outdoor water supply and sewage systems

* projects for roads, projects in plumbing, foundation projects and other construction projects)

* Authorisation for validation for the electrical engineering area of the design (for electrical installation projects in structures, electric power projects in structures, projects for information and telecommunication technology

* services of inspection and testing of fire extinguishers

* quality control and issuing quality certification documents acc. to the standards: HRN.EN.ISO 1461, B.S.EN ISO 2178, B.S.EN.ISO 1460, HRN C.A6.020, HRN C.A6.021, IEC 61284, B.S. 3288 Part 1, HRN.N.F2 010

* cutting down trees and other vegetation for the purpose of constructing road, electric power and other infrastructural activities

• * bookkeeping and accounting services
• * provision of personnel services and storing personnel documentation
• * measuring and estimating high-frequency electromagnetic fields from 100 kHz to 3 GHz
• * measuring and estimating low-frequency electromagnetic fields of 50 Hz
• * noise measurement and estimation
• * creating expert documents and environment protection studies
• * professional preparation and creation of environmental impact studies
• * lighting estimation and measurements

Ordinary share DLKV-R-A Listed on the Zagreb Stock Exchange official market Issuing country of origin Croatia

ISIN: HRDLKVRA0006, LEI 74780000W0KHNRDW7I05

* designing metal and other structures and foundations for power, signalization, management and protection of roads and motorways

• * production of electric energy
• * distribution and trade in electric energy
• * drafting the risk assessment
• * training employees for safe work
• * testing in the work environment: testing physical factors, testing chemical factors
• * performing civil-engineering works
• * installation of protection, tunnel equipment
• * temporary construction works requiring special execution and equipment
• * supervision over plants, equipment, installations and devices in explosive atmospheres
• * performing works in explosive atmospheres

* technical testing, routing, certification, analysis, repair and calibration of power meters including the issuing of required certificates

* constructing plants for generating electricity from renewable energy sources and cogeneration

* using plants for generating electricity from renewable energy sources and cogeneration

* collection, recovery and/or disposal (processing, burning and other manners of waste

disposal), that is, activity of management of special categories of waste * transport of waste for others' needs

• * collection of waste for others' needs
• * mediation in organizing recovery and/or disposal of waste on behalf of others
• * rental of vehicles
• * casting iron
• * manufacture of finished metal products

* constructing structures for public water supply - accumulations, water stations, water conditioning devices, water reservoirs, pumping stations, main supply lines and water supply network; public sewage structures - wastewater collection and drainage canals, mixed canals for wastewater and rainfall water drainage, collectors, pumping stations, wastewater treatment devices, sludge treatment devices

• * constructing structures for basic and detailed melioration drainage
• * surveying activity
• * passenger transport in domestic road traffic
• * cargo transport in domestic road traffic
• * transport of persons and cargo for private needs

In addition to the activities from paragraph 1 of this Article, the Company may also perform other activities aimed at performing the activities registered in the companies register, if these are performed to a minor extent or customarily along with the registered activity.

Article 7

The decision on the change of the Company's activities shall be made by the Company's General Assembly.

Article 8

In performing its activity, the Company's priority goals are:

• customer satisfaction,
• achieving profit,
• Company growth and development,
• ensuring the quality of workers' lives and of the work environment.

Ordinary share DLKV-R-A Listed on the Zagreb Stock Exchange official market Issuing country of origin Croatia

ISIN: HRDLKVRA0006, LEI 74780000W0KHNRDW7I05

INTERNAL ORGANIZATION

Article 9

The Company's basic organizational structure shall be determined by the Company's Management Board with prior consent of the Supervisory Board.

RIGHTS, OBLIGATIONS AND RESPONSIBILITIES OF THE COMPANY IN LEGAL TRANSACTIONS

Article 10

In legal transactions, the Company shall act independently and without restrictions within the framework of its activity.

Article 11

The Company shall guarantee its liability with its assets.

REPRESENTATION

Article 12

The Management Board shall represent the Company at home and abroad.

The members of the Management Board shall represent the Company jointly, in a manner determined by the decision on the appointment of the members of the Management Board adopted by the Supervisory Board.

Article 13

With the consent of the Supervisory Board, the Management Board may provide the power of attorney under the conditions provided by the Law.

The Management Board may issue a written power of attorney for representation within the scope of its authorities.

SHARE CAPITAL

Article 14

The Company's share capital amounts to EUR 41,247,193.00 (in words: forty-one million two hundred and forty-seven thousand one hundred and ninety-three euros).

The Company's share capital is divided into 41,247,193 (in words: forty-one million two hundred and forty-seven thousand one hundred and ninety-three) ordinary registered shares in the nominal value of 1.00 euro (in words: one euro) each, designated DLKV-R-A in the depository of book-entry securities managed by the Central Depository and Clearing Company.

Article 15

The Company's shares shall be book-entry securities which only exist in the form of electronic entries in the computer system of the Central Depository and Clearing Company (hereinafter: CDCC).

Shares may be transferred completely freely, without any limitations.

Share transfer, offset and settlement as well as any other change in the status shall be recorded in the shareholder's account in CDCC pursuant to the regulations and the rules of CDCC.

In relation to the Company, a shareholder shall only be considered a person recorded in CDCC's depository of book-entry securities.

Ordinary shares imply the right to participate in profit management and distribution.

The Company may also manage a book of shares as auxiliary records.

USE OF PROFIT

Article 16

The General Assembly may adopt a decision to disburse profit to shareholders in Company shares.

After establishing annual financial statements, the Company's Management Board and Supervisory Board may decide to use the profit, after settlement of the purposes set by the Law, for entry into other Company's reserves. For such purposes, the Company's Management Board may use up to 5 % (in words: five percent) of the available profit referred to in paragraph 2 of this Article, until the other reserves reach the amount of 1/2 of the Company's share capital.

After settlement of the purposes determined by the Law, at the proposal of the Company's Management Board, the General Assembly shall adopt the decision on the distribution of the Company's profit, amount and manner of disbursement of the dividend.

The deadline for dividend disbursement shall be 30 (in words: thirty) days from the day of adoption of the decision on the disbursement, unless decided otherwise by the General Assembly.

COMPANY BODIES

Article 17

The Company's bodies shall be:

• General Assembly
• Supervisory Board
• Management Board

General Assembly

Article 18

The General Assembly shall consist of the Company's shareholders.

Shareholders may participate at the General Assembly and exercise their right to vote if they announce their participation at the General Assembly in writing in advance, within the prescribed deadline.

The participation at the General Assembly is conditioned upon the status in CDCC's depository of book-entry securities on the last day for registering to participate at the General Assembly.

Shareholders may be represented by proxies based on a valid written power of attorney issued by the shareholder, that is, the persons authorised for representation if the shareholder is a legal entity.

The power of attorney shall identify the proxy, the shareholder granting the power of attorney, the total number of shares, the authorization to participate and vote on behalf of the shareholder at the Company's General Assembly as well as the date of issue and the expiry date of the power of attorney.

The decision on the withdrawal of the Company's shares from listing on the regulated market shall be brought by a qualified majority, that is, votes which represent at least three quarters of the share capital present at the General Assembly when the decision is being adopted.

Article 19

In general, the General Assembly shall be held in the Company's seat.

Each ordinary share grants the right to one vote.

The General Assembly may adopt valid decisions if shareholders with more than 50 % of the Company's ordinary shares are present.

The General Assembly shall adopt decisions by public voting, by the majority of cast votes, unless the Law prescribes a larger, qualified majority for adopting certain decisions.

At the General Assembly, participants vote "FOR" or "AGAINST" using plates containing the number of votes, ballot papers, an electronic voting device or in another appropriate manner which ensures proper and transparent voting.

Article 20

When convening the General Assembly, the date of the next General Assembly shall be set under the presumption that due to a lack of quorum the General Assembly may not be held.

The General Assembly held in this manner shall adopt a valid decision regardless of the number of attending shareholders.

Article 21

The General Assembly shall be convened in the cases determined by the Law and these Articles of Incorporation as well as doing so is in the Company's interest.

The General Assembly shall be held in the first eight months of the business year.

The General Assembly shall be convened by the Company's Management Board who shall decide thereon by the majority of votes.

The General Assembly may also be convened by the Company's Supervisory Board under the conditions and in the manner prescribed by the Law.

The Company's Management Board shall convene the General Assembly when so requested by the Supervisory Board or in writing by the shareholders jointly holding shares in the amount of a twentieth part of the Company's share capital, indicating the purpose and reason for the convening of such General Assembly. The request for convening the General Assembly shall be sent to the Company's Management Board in writing.

The General Assembly shall be convened by public announcement.

Article 22

The General Assembly shall be presided by the chairperson of the General Assembly.

The chairperson of the General Assembly shall be the chairman of the Supervisory Board if he/she is present at the General Assembly. If the chairperson of the Supervisory Board is prevented from attending, the General Assembly shall be presided by the deputy chairperson of the Supervisory Board.

The chairperson of the General Assembly shall:

• lead the sessions of the General Assembly;
• determine the order of discussing certain items of the agenda;

• decide on the order of voting on certain proposal of decisions;

• decide on all less significant procedural matters which are not determined by the Law and these Articles of Incorporation, while in case of significant procedural matters, he/she shall refer the procedural question for prior decision making at the General Assembly to the attending shareholders who shall decide thereon by a simple majority of votes;

• sign minutes and decisions of the General Assembly;

• perform other works under his/her jurisdiction based on the Law and these Articles.

Shareholders or their proxies shall be allowed to speak by the chairperson of the General Assembly.

The attending shareholders and their proxies shall act in such manner that allows the General Assembly to proceed in accordance with the provisions of these Articles and the Law.

Supervisory Board

Article 23

The Supervisory Board shall consist of 5 (five) members, 4 (four) of which shall be elected and dismissed by the Company's General Assembly, while the workers are entitled to appoint 1 (one) member pursuant to the provisions of the Labour Act.

Article 24

The members of the Supervisory Board shall be elected by the General Assembly for a 4 (four) year term, with the possibility of re-election. If certain members of the Supervisory Board are elected during the term of the existing Supervisory Board, their term shall last only until the end of the term of that Supervisory Board in its entirety.

Article 25

The members of the Supervisory Board shall elect the chairman of the Supervisory Board and his/her deputy from their ranks.

The Supervisory Board shall make and adopt decisions at the sessions, and it may make decisions if at least half of the total prescribed number of its members are present at the session.

The Supervisory Board shall adopt its decision by the majority of the cast votes, and each member of the Supervisory Board is entitled to one vote. If the votes are distributed evenly, the vote of the chairman of the Supervisory Board shall be decisive.

An absent member of the Supervisory Board may participate in the decision making by voting by phone or in writing (letter, e-mail message or fax message).

The Supervisory Board may adopt decisions without holding sessions, by correspondence (letter, phone, fax, e-mail messages or another appropriate manner) if none of the members insist on holding the session or if a force majeure prevents the holding of the session (for example, but not limited to: declared epidemic or natural disaster, etc.)

Article 26

The Supervisory Board may examine and investigate all of the Company's business books and documentation.

The manner of work of the Supervisory Board shall be determined in more detail by the Supervisory Board's Rules of Procedure adopted and changed by the Company's Supervisory Board.

The Supervisory Board and each of its members shall protect the Company's interests.

The Supervisory Board may appoint commissions to prepare the Supervisory Board's decisions and supervise their implementation.

Article 27

The Supervisory Board's competences include:

• supervising the Company's business management,
• appointing and dismissing the Management Board,
• concluding contracts with members of the Management Board laying down mutual rights and obligations and the Management Board's salary,
• submitting to the General Assembly the written report on the performed supervision,
• investigating and establishing annual financial statements,
• convening the General Assembly,
• instruct the auditor regarding the investigation of the annual financial statements,
• adopt the rules of procedure on its work,

• aligning the text of the Articles of Incorporation in an editorial fashion,

• deciding on other matters entrusted to it based on these Articles or the decision of the General Assembly.

Article 28

The Supervisory Board shall give prior consent to the Company's Management Board for:

• the Company's annual business plan and amendments thereto,

• investment plan and investment projects worth more than 30 % of last year's revalued depreciation or more than 100,000.00 EUR and all investments into shares, stocks or securities.

• concluding commercial contracts in the amount of 2 % of last year's annual income, but not for less than 3,000,000.00 EUR,

• availing of fixed assets (real estate, machinery...) in the value of more than 100,000.00 EUR,

• concluding commercial contracts including significant deviation from the usual commercial conditions, indicating reasons for such deviations, and exclusive agency contracts,

• depositing financial means in the amount of more than 700,000.00 EUR,

• any real estate encumbrances (pledge, mortgage, trust),
• granting and taking long-term loans and all types of guarantees for others,
• giving and taking short-term loans above the amount established by the annual plan,

• Management Board's rules of procedure,

• appointing and dismissing the first associates of the Management Board's members and concluding special contracts on the rights, obligations and salary,

Ordinary share DLKV-R-A Listed on the Zagreb Stock Exchange official market Issuing country of origin Croatia

ISIN: HRDLKVRA0006, LEI 74780000W0KHNRDW7I05

• Company's participation in fairs pursuant to KONČAR Group's plan,

• concluding contracts related to technology transfer, industrial ownership and long-term production cooperation,

• significant changes in the production and marketing strategy including price policy,

• founding new companies, branch offices and changes in the Company's status,

• annual donation and sponsorship plan and each particular donation and sponsorship exceeding EUR 1,500.00.

Management Board

Article 29

The Company's Management Board shall consist of not less than one (1) and not more than five (5) members. The term of the members of the Management Board shall last not more than 5 (in words: five) years, with the possibility of reappointment. The decision on the appointment and dismissal, number of the members of the Management Board and the duration of their term shall be made by the Supervisory Board. If the Company's Management Board consists of more members, one of them shall be appointed president of the Management Board by the Supervisory Board.

Article 30

A person who meets the following conditions may be appointed member of the Company's Management Board:

• legal conditions
• university degree,
• fluent in a foreign language determined by the Supervisory Board.

The Management Board is responsible for conducting the Company's business with the care of a prudent businessman, pursuant to positive regulations and aligned business policy of the KONČAR Group.

Article 31

The members of the Management Board shall conduct the Company's business based on the division of works among the members of the Management Board for certain areas of activity or for a certain group of works.

The manner of work of the Management Board and the division of works among the members of the Management Board for the purpose of the previous paragraph of this Article shall be regulated by the Management Board's Rules of Procedure which shall be adopted unanimously by the Management Board, with prior consent of the Supervisory Board.

The Management Board shall meet as necessary.

If the Management Board consists of more members, the quorum for the Management Board's sessions shall be more than half of the members of the Management Board, and the Management Board shall adopt decisions by public voting, by the majority of the present or represented members of the Management Board. If the votes are distributed evenly, the vote of the chairman of the Supervisory Board shall be decisive in adopting the decision. The Management Board and each of its members shall be individually responsible to the Supervisory Board and the Company for performing the works from the Management Board's scope of competences.

BUSINESS SECRET

Article 32

A business secret shall be any data whose discovery by third persons can inflict damage to the business interest and reputation of the Company, Končar d.d. and/or companies with majority shares/interests of Končar d.d., i.e. Končar Group, especially:

• work and business plan if designated as a business secret,
• data on business policy if designated as a business secret,
• data on salaries,
• personnel data,
• materials for the Supervisory Board,

• underlying documents for commercial offers and offers declared a business secret,

• any documents designated as: confidential, for internal use, official secret, business secret, etc.

Article 33

To preserve safety and successful management, certain documents, that is, data considered a business secret, may be communicated to third persons only in the manner determined by the Law, that is, with the special approval of the Management Board.

Article 34

Communicating documents or data considered a business secret shall not be considered a violation of the business secret if such documents or data are communicated to persons, organisations or bodies to whom these can or must be communicated based on regulations or authorisations arising from the function they perform or their positions.

Communicating data considered a business secret at the sessions of the General Assembly or the Company's Supervisory Board shall also not be considered a violation of the business secret if such communication is necessary for the purpose of performing the management and administration function.

In the case from paragraph 2 of this Article, the persons present shall be warned that the matter at hand is a business secret.

Article 35

Material which is considered a business secret shall be kept separately from other documents in a manner which ensures its secrecy is maintained.

Article 36

A business secret shall be kept by all the workers who find out in any manner about documents or data considered a business secret.

The obligation of keeping a business secret shall not cease after the employment ends.

Revealing a business secret shall constitute a serious violation of the work obligation which normally triggers the termination of the employment relationship.

OBLIGATIONS AND RESPONSIBILITIES TOWARD KONČAR D.D.

Article 37 The Company's obligations toward KONČAR d.d. are the following:

• act in accordance with the defined unique presentation of KONČAR's entire program

• implementing information systems based on the unique system defined by KONČAR d.d., especially the Human Resources Management System and MIS

• applying Accounting Policies of the Končar Group

• ensuring the implementation of internal regulations of the Končar Group

• acting according to the agreement of the KONČAR Group companies on the regulation of mutual relations in business operations and market appearance

• participating in the joint market appearance and promoting the KONČAR Group on the market

• preventing competition between KONČAR Group companies

• implementing the established quality, environment protection and workers' health and safety policy.

The Company's obligations referred to in the previous paragraph are the responsibility of the Company's Management Board and each member of the Management Board individually.

COMPANY COMMUNICATION, TERM AND TERMINATION

Article 38

The Company is established for an indefinite period of time.

Article 39

The Company may end in the manner determined by the Law.

Article 40

Company's data and communications shall be published on the web site hosting the court register and on the Company's web site.

THE PROCEDURE FOR THE AMENDMENT OF THE COMPANY'S ARTICLES OF INCORPORATION

Article 41

Amendments to the Articles of Incorporation shall be adopted by the Company's General Assembly in the manner determined by the Law.

The Supervisory Board is authorised to amend the Articles of Association if the amendments are of editorial nature and concern the alignment of the text of the Articles of Association.

TRANSITIONAL AND FINAL PROVISIONS

Article 42

The Articles of Association shall come into force on the day of their entry into the court register of the Commercial Court in Zagreb.

Ad 10) Decision on the dismissal of the members of the Supervisory Board

Item 1

The following members of the Company's Supervisory Board shall be dismissed:

• 1. Josip Lasić, OIB: 95348594512, Zagreb, Opatička ulica 4,
• 1. Božidar Poldrugač, OIB: 45389940467, Sveti Ivan Zelina, Ulica Mate Žigrovića 14,

Item 2

Dismissal of the members of the Supervisory Board referred to in item 1 of the Decision shall apply from the moment of coming into force of the Articles of Incorporation referred to in Ad 9).

• The decision was made on the counter-proposal of the company Napredna energetska rješenja d.o.o.

Ad 11) Decision on the election of the members of the Supervisory Board

Item 1

The following members of the Company's Supervisory Board are elected:

1. Gordan Kolak, OIB: 49911432231, Zagreb, Kuzminečka ulica 18, Master of Science, Bachelor of Mechanical Engineering,

2. Josip Lasić, OIB: 95348594512, Zagreb, Opatička ulica 4, Bachelor of Economics, expert in accounting affairs,

3. Petar Bobek, OIB: 11062932087, Zagreb, Perjavica 21B, Bachelor of Mechanical Engineering, production affiliation

4. Ivan Paić, OIB: 10829317456, Zagreb, Zelenjak 13A, Bachelor of Electrical Engineering.

Item 2

The term of the members of the Supervisory Board referred to in item 1 of the Decision shall start elapsing from the moment of coming into force of the Articles of Incorporation referred to in Ad 9) and it shall last 4 years.

DALEKOVOD JSC