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Intereuropa AGM Information 2020

Aug 31, 2020

1982_rns_2020-08-31_0c0babd2-9b42-438d-bec0-2baffaa13c3b.pdf

AGM Information

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MANAGEMENT BOARD Koper, 27 August 2020

The Managing Board of the Company INTEREUROPA d.d., Koper is publishing pursuant to the provisions of the Market in Financial Instruments Act /ZTFI, the Ljubljana Stock Exchange Rules (Pravila Ljubljanske borze d.d.), and the Corporate Governance Code of Public Limited Companies, the

Resolutions of the 34 th General Meeting of INTEREUROPA d.d., held on 27 August 2020

There were 25,876,806 shares represented at the General Meeting of Shareholders, accounting for 94.20% of shares with voting rights.

The five biggest shareholders attending the General Meeting:

    1. Pošta Slovenije d.o.o.: with 22,235,236 shares with voting rights, or 80.94% of all voting rights;
    1. Luka Koper, d.d.: with 1,344,783 shares with voting rights, or 4.90% of all voting rights;
    1. Kapitalska družba d.d.: with 719,797 shares with voting rights, or 2.62% of all voting rights;
    1. Luka Koper INPO d.o.o.: with 615,730 shares with voting rights, or 2.24% of all voting rights;
    1. SDH d.d.: with 474,926 shares with voting rights, or 1.73% of all voting rights;

As at the day of the General Meeting, the company held 18,135 treasury shares.

The following Resolutions were proposed to the General Meeting:

1. Opening, establishing the quorum, electing the working bodies of the General Meeting

  • Mr Matjaž Ujčič be elected Chairman of the General Meeting;
  • To establish the quorum and exercise the voting after each item of the agenda, two tellers are appointed, Mrs Mateja Tevž and Mrs Jana Flego.

The General Meeting was attended by the Notary Mrs. Nana Povšič Ružić.

Result of the Vote

The Resolution put to vote was supported by 25,876,806 shares in favour, which represents 94.14% of the share capital.

In favour of the Resolution voted 25,876,806 of shares or 100.00%, against the Resolution were 0 shares or 0.00% of the votes cast.

There were no abstentions.

Resolution was adopted.

2. Briefing on the annual report of Intereuropa and the Intereuropa Group for 2019, with the auditor's opinion and the written report of the Supervisory Board on the verification and approval of the annual report in accordance with Article 282 of the ZGD-1, information regarding the remuneration of members of management and supervisory bodies, adoption of a decision regarding the use of distributable profit, adoption of a decision regarding the conferral of official approval, and briefing on the remuneration policy for members of Intereuropa, d. d.'s Management Board.

Resolution under agenda item 2.1 submitted by Management Board and Supervisory Board

Resolution no. 2.1

The distributable profit of Intereuropa, d. d. in the amount of EUR 7,908,105.27 shall remain undistributed in its entirety.

Result of the Vote

The Resolution put to vote was supported by 25,876,738 shares in favour, which represents 94.14% of the share capital.

In favour of the Resolution voted 23,435,059 of shares or 90.56%, against the Resolution were 2,441,679 shares or 9.44% of the votes cast.

There were 68 abstentions.

Resolution was adopted.

Given that the resolution submitted by Management Board and Supervisory Board was accepted, the counterproposals were not put to vote. The shareholder Pan-Slovenian Shareholders' Association has announced a challenging action against the resolution on the use of distributable profit.

Resolution no. 2.2

The General Meeting of Shareholders hereby confirms and approves the work of Intereuropa, d. d.'s Management Board during the 2019 financial year, and confers official approval on the latter for its work in 2019.

Result of the Vote

The Resolution put to vote was supported by 25,870,985 shares in favour, which represents 94.12% of the share capital.

In favour of the Resolution voted 25,794,044 of shares or 99.70%, against the Resolution were 76,941 shares or 0.30% of the votes cast. There were 5,821 abstentions. Resolution was adopted.

Resolution no. 2.3

The General Meeting of Shareholders hereby confirms and approves the work of Intereuropa, d. d.'s Supervisory Board during the 2019 financial year, and confers official approval on the latter for its work in 2019.

Result of the Vote

The Resolution put to vote was supported by 25,870,985 shares in favour, which represents 94.12% of the share capital.

In favour of the Resolution voted 25,794,112 of shares or 99.70%, against the Resolution were 76,873 shares or 0.30% of the votes cast.

There were 5,821 abstentions. Resolution was adopted.

Resolution no. 2.4

The General Meeting of Shareholders is hereby briefed on the remuneration policy for members of Intereuropa, d. d.'s Management Board.

Result of the Vote

The Resolution put to vote was supported by 25,876,806 shares in favour, which represents 94.14% of the share capital.

In favour of the Resolution voted 25,876,806 of shares or 100.00%, against the Resolution were 0 shares or 0.00% of the votes cast.

There were no abstentions.

Resolution was adopted.

Management Board