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ENEFI Asset Management Plc Proxy Solicitation & Information Statement 2025

Sep 30, 2025

2032_rns_2025-09-30_2158f6aa-1aa1-4c66-8e64-ad3a2c82d94d.pdf

Proxy Solicitation & Information Statement

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ENEFI Asset Management Plc.

NOTICE OF THE GENERAL MEETING

ENEFI Asset Management Plc. (registered office: 1015 Budapest, Csalogány utca 40. 3. emelet 6., company registration No.: 01-10-045428) hereby invites the shareholders of the Company to participate in the Company's extraordinary general meeting.

Date and time of the general meeting: 2025. 10. 31. 11:00 hours
Venue of the general meeting: Síaréna Vibe Park Eplény (hrsz. 0233)
8413 Eplény, külterület Malomvölgyi
utca 1.
Manner of holding the general meeting: By way of the shareholders' personal
attendance

Lack of a quorum:

If the general meeting fails to have quorum, the reconvened general meeting shall have a quorum on the issues of the original agenda irrespective of the number of those present. Such re-convened general meeting may be reconvened for the same day as the general meeting having no quorum, however, the period between the two general meeting cannot be longer than 21 days.

Date and time of the repeated general meeting: 2025. 10. 31. 12:00 hours
Venue of the repeated general meeting: Síaréna Vibe Park Eplény (hrsz. 0233)
8413 Eplény, külterület Malomvölgyi
utca 1.
Manner of holding the general meeting: By way of the shareholders' personal
attendance

Agenda of the general meeting:

    1. Decision on election and renumeration of Board Member
    1. Decision on election and renumeration of Auditor

The Company will publish proposals for resolutions and motions in respect of the agenda items at least 21 days prior to the general meeting, (2025. 10. 09.) electronically, on the website of the Budapest Stock Exchange (www.bet.hu) and the Hungarian National Bank (www.kozzetetelek.hu) as well as on its website (www.enefi.hu) in order to provide appropriate information to the shareholders. The original copies proposals and decision proposals related to the items on the agenda are available after publication at the registered seat of the Company between 9:00 am. and 5:00 pm. on workdays.

Exercising of shareholders' rights:

The name of those shareholders or shareholders' representatives who intend participating at the Shareholders' Meeting shall be registered in Share Register at least until the second business day (2025. 10. 29., in case of repeated general meeting: 2025. 10. 29.) prior to the starting day of the Shareholders' Meeting. Those shareholders may exercise their right to participate in the Shareholders' Meeting, as well as the other rights associated with the share, whose name is contained in the share register by 6 p.m. on the second (2nd) (2025. 10. 29., in case of repeated general meeting: 2025. 10. 29.) working day before the starting

day of the Shareholders' Meeting (Closure of the Share Register) if by this date the company has received the original copy of the ownership certificate issued by the securities account manager. In addition to the above, the ownership certificate will also be considered to have been duly handed over to the company if the shareholder forwarded it by fax or in any other certifiable manner by the Closure of the Share Register and also hands over the original copy no later than by the start of the Shareholders' Meeting. In the absence of the above, the shareholder cannot participate in the Shareholders' Meeting and cannot exercise the voting and other rights. With respect to the handover to the Company of the ownership certificate, the burden of proof rests with the shareholder.

The securities account manager must issue an ownership certificate for the share upon the shareholder's request. The ownership certificate must include the name of the company limited by shares, the type of shares, the number of shares, the company name and official signature of the securities account manager, and the name (company name) and residence (registered office) of the shareholder. The ownership certificate is valid until the day of the Shareholders' Meeting or of the reconvened Shareholders' Meeting. The ownership certificate must contain the actual number of shares that are held by the shareholder after the stock exchange closes.

The effective date of the ownership certificate may not be earlier than the fifth (5th) working day before the Shareholders' Meeting (2025. 10. 24., in case of repeated general meeting: 2025. 10. 24.).

Following the issuance of the ownership certificate the securities account keeper may only record any change on the securities account in respect of the share subject to the simultaneous withdrawal of the ownership certificate. The data contained in the ownership certificate sent to the company has to be identical with the real data at the time of the Closure of the Share Register. If there had been any changes in the number of shares owned by the shareholder or in any other data after presenting the ownership certificate but before the Closure of the Share Register, the shareholder has to present its new ownership certificate to the company pursuant to sub-section VIII/4.1 of the Articles of Association.

The Company shall assume no liability for any consequences of negligence on the part of the securities account keepers.

If the shareholder is not a natural person or is represented by proxy, then the person acting as its proxy shall certify his right of representation either in Hungarian or in English language. (Certificate of incorporation not older than 30 days, specimen signature)

The shareholder may exercise his rights associated with the share in person or by proxy.

The authorisation shall be submitted to the Company in the form of a notarial deed or private document of full probative force, by 6 p.m. the 2nd day preceding the shareholders' meeting at the latest. If such authorisation is not adequate in terms of form or substance, or it is submitted late, the authorised person shall not be permitted to participate in the shareholders' meeting or to exercise voting and other rights.

The proxy may not be limited to one general meeting and is valid until revoked by a notarial deed or a private document with full probative value. If the proxy holder has already submitted the original of his proxy to the company at a previous general meeting, it will be sufficient to submit a copy of it to the company at subsequent general meetings in the manner and at the time specified in the articles of association.

If called on by the Board of Directors, the shareholder (custodian, shareholder's proxy, and in the case of jointly owned shares, the common representative) shall state immediately who is the beneficial owner of the shares. If the shareholder does not make the above statement when called upon to do so, his voting right shall be suspended within the prescribed deadline until he has fulfilled his obligation in respect of providing information.

Conduct of the shareholders' meeting, adoption of resolutions:

The registration of the shareholders shall begin one hour prior to the start time of the shareholders' meeting. In the course of registration the shareholder, after providing evidence of his identity, residential address and right of proxy and after signing the list of attendees, shall collect the voting sheet containing the number of votes to which that shareholder is entitled, according to the number of shares indicated in the closed share resister.

Voting at the shareholders' meeting shall take place by a show of voting slips. The shareholders' meeting shall elect a vote counter (or vote-counting committee) at the proposal of the chairperson of the shareholders' meeting, to conduct the voting. The meeting of the supreme body is chaired by the chairperson elected by the shareholders' meeting.

Every share shall entitle its holder to one vote, and thus the shareholder shall have one vote for each share of a par value of HUF 10. The dividend-preference convertible shares shall hold no voting right.

The shareholders' meeting shall adopt its resolutions by way of a simple majority of the votes cast, unless a provision of the law or, based on an authorisation granted by the law, the articles of association, or a stock-exchange regulation obligatorily applicable in respect of the Company's operation, make a higher ratio of votes obligatory.

Other information on shareholders' rights:

The closing of the share register prior to the shareholders' meeting shall not restrict the right of the person recorded in the share register with respect to the transfer of his shares after the closing of the share register. Any transfer of the share prior to the initial date of the shareholders' meeting shall not preclude the right of persons recorded in the share register to participate in the shareholders' meeting and exercise their rights as shareholders.

Shareholders are entitled, in a written application submitted no later than 8 days prior to the date of the general meeting, to request information from the Board of Directors on any matter included in the agenda of the general meeting. The Board of Directors may refuse to provide information if, in its opinion, doing so would interfere with a business secret of the Company.

Shareholders holding at least 1% of the votes may, in writing, request the Board of Directors to include an issue in the agenda, provided that reasons are given, and may put forward a proposal for resolution in relation to the agenda items. Shareholders may exercise this right within eight days following the publication of the notice convening the general meeting.

We look forward to seeing all of the Company's shareholders at the meeting.

ENEFI Asset Management Plc.