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Institut IGH d.d. AGM Information 2011

Jul 5, 2011

2091_iss_2011-07-05_69db427e-9a6d-4d8e-a3ae-51a268d7884b.pdf

AGM Information

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IGH-R-A Regular Share, ISIN HRIGH0RA0006 Offered at the official market of the Zagreb Stock Exchange Notice placed in accordance with Article 459 of the Capital Market Act

10000 Zagreb 10000 Zagreb

HANFA ZAGREBAČKA BURZA Miramarska 24b Ivana Lučića 2a Odjel uvrštenja

Zagreb, 30 June 2011

Pursuant to relevant provisions of the Capital Market Act, appropriate Zagreb Stock Exchange Rules, and Articles of Association of the company INSTITUT IGH, joint stock company for research and development in civil engineering, with the head office in Zagreb, Janka Rakuše 1, registered with the Commercial Court - Zagreb, entry No. MBS: 080000959, OIB: 79766124714, we are providing below the decisions reached during the Company's General Assembly Meeting held on 30 June 2011 in Zagreb.

The following decisions were reached at the General Assembly of shareholders:

Ad 4

The note of release is given to General Manager of the Company for the business year of 2010. This decision takes effect as of the day of its proclamation.

Ad 5

The note of release is given to the Company's Supervisory Board members for the business year of 2010. This decision takes effect as of the day of its proclamation.

Ad 6

The following Supervisory Board members are revoked due to expiry of their term of office:

    1. Aleksandar Čaklović, B.Sc. CE Member and Vice President OIB 58957267546, Zagreb, Zeleni trg 3, and
    1. Slavko Kojić, B.Econ. Member, OIB 86979610883, Zagreb, 2. Maksimirsko naselje 11.

This decision takes effect as of the day of its proclamation.

Activity: 73102 Reg. No.: 3750272 Bank: Zagrebačka banka d.d. Zagreb, Paromlinska 2

National currency bank account 2360000-1101243767 Foreign currency bank account at Zagrebačka banka d.d. Zagreb: 2100085026 Personal Identification No. OIB: 79766124714

Competent court: Commercial Court, Zagreb Entity identification No. MBS 080000959

Equity capital: 63,432,000.00 paid up in full Number of issued shares: 158,580, nominal value of a share HRK 400

Ad 7

The Company's Supervisory Board is composed of 5 (five) members. This decision takes effect as of the day of its proclamation.

Ad 8

The Article 5, Paragraph 1, of the Company's Articles of Association is modified by extending the scope of activities with new activities, namely:

  • environmental protection activities,
  • noise protection activities.

II

The Article 11, Paragraph 1, of the Company's Articles of Association is modified by replacing it with the new text that reads as follows:

The Company's shares exist in form of electronic records kept at the securities account of the computer system owned by the Central Depository & Clearing Company Inc."

III

The Article 11, Paragraph 4, of the Company's Articles of Association is modified by replacing it with the new text that reads as follows:

The issuer or the Central Depository & Clearing Company Inc is required to allow each shareholder, at such shareholder's request, to view the share register information relating to shareholders and shares of such issuer. The information about shareholders and shares as specified in this Paragraph must not be disclosed or made available to other persons..

IV

Other provisions of the Articles of Association of 9 March 2009 (consolidated text) shall remain unchanged.

These amendments to the Articles of Association shall take effect as of the date of their entry in the court register.

V

Activity: 73102 Reg. No.: 3750272 Bank: Zagrebačka banka d.d. Zagreb, Paromlinska 2

National currency bank account 2360000-1101243767 Foreign currency bank account at Zagrebačka banka d.d. Zagreb: 2100085026 Personal Identification No. OIB: 79766124714

Competent court: Commercial Court, Zagreb Entity identification No. MBS 080000959

Equity capital: 63,432,000.00 paid up in full Number of issued shares: 158,580, nominal value of a share HRK 400

VI

The Supervisory Board is herewith authorized to define the consolidated text of the Articles of Association.

Ad 9

I

It is herewith established that INSTITUT IGH, d.d. realized in the year ending 31 December 2010 the after-tax profit amounting to: HRK 12,985,385.70.

II

The profit realized by the company INSTITUT IGH, d.d., as defined in Article 1 of this Decision, shall be used as follows:

a) retained profit ………………………………………………………… HRK 12,985,385.70

Ad 10

The company LIST d.o.o. from Split, Hrvojeva 12/II, OIB: 01008232760 is herewith appointed as the Company's auditor for the business year of 2011.

With reference to and in compliance with Article 275, Paragraph 1, Subparagraph 7, of the Companies Act, it is herewith determined that the auditor's fee will amount to HRK 250,000.00 + VAT. This fee can be increased by the amount of the auditor's lodging and travel costs.

This decision takes effect as of the day of its proclamation.

Ad 11

The supervisory Board members are entitled to a monthly fee as a recompense for their work in the Supervisory Board of INSTITUT IGH, d.d. This fee shall be equal to the amounts defined by the General Assembly's decision reached on 24 June 1996, provided always that the Supervisory Board members employed by INSTITUT IGH, d.d., who have concluded a manager's contract or an annex to the employment contract, are not entitled to any recompense for their work in the Supervisory Board.

I

Activity: 73102 Reg. No.: 3750272 Bank: Zagrebačka banka d.d. Zagreb, Paromlinska 2

National currency bank account 2360000-1101243767 Foreign currency bank account at Zagrebačka banka d.d. Zagreb: 2100085026 Personal Identification No. OIB: 79766124714

Competent court: Commercial Court, Zagreb Entity identification No. MBS 080000959

Equity capital: 63,432,000.00 paid up in full Number of issued shares: 158,580, nominal value of a share HRK 400

II

The above amounts shall be revised monthly to take into account variations in the €/HRK exchange rate, if such variations are greater than ± 5%. This fee shall be paid at the time regular salaries are paid by the Company.

III

The net monthly salary of the President of Supervisory Board shall be equal to an average net salary paid by the Company in the month preceding the month during which the Company's General Assembly is held.

INSTITUT IGH, d.d.

Investor Relations

Activity: 73102 Reg. No.: 3750272 Bank: Zagrebačka banka d.d. Zagreb, Paromlinska 2

National currency bank account 2360000-1101243767 Foreign currency bank account at Zagrebačka banka d.d. Zagreb: 2100085026 Personal Identification No. OIB: 79766124714

Competent court: Commercial Court, Zagreb Entity identification No. MBS 080000959

Equity capital: 63,432,000.00 paid up in full Number of issued shares: 158,580, nominal value of a share HRK 400