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Intereuropa

AGM Information Jan 12, 2023

1982_rns_2023-01-12_395c70cd-fc72-41b7-9e82-2a96562e410c.pdf

AGM Information

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Pošta Slovenije, d. o. o. Office of the Executive Management Slomškov trg 10 2500 MARIBOR T: +386 02 449 2110 E: [email protected] www.posta.si

Our ref.: SP1 147 /2023-2 Your ref.: Date: 6 January 2023

Intereuropa, d. d. Management Board Koper, Vojkovo nabrežje 32 6000 Koper-Capodistria

Subject: Request for the convening of the General Meeting of Shareholders of Intereuropa, d. d.

To Whom It May Concern,

Pursuant to the third paragraph of Article 295 of the Companies Act, in connection with point 6.30 of the company's Articles of Association, Pošta Slovenije, d. o. o., as the holder of more than 87% of all shares of Intereuropa, d. d., hereby submits to the Management Board of Intereuropa, d. d., Vojkovo nabrežje 32, Koper-Capodistria, the following

request

to convene or organise the General Meeting of Shareholders of Intereuropa, d. d. with the agenda set out in the attached enclosure, whereby it requests that the company's Management Board convene the General Meeting of Shareholders at least 30 days prior to the date thereof, and to publish the convening of the General Meeting of Shareholders as soon as possible in accordance with valid regulations.

The shareholder Pošta Slovenije, d. o. o. hereby encloses the following to its request to convene the General Meeting of Shareholders:

  • the agenda, including draft resolutions and the associated justification, and the relevant enclosures.

Best regards,

Pošta Slovenije, d. o. o.

Marko Cegnar General Manager

Janez Zidar, MSc Member of the Executive Management Workers' Director

Send to:

Our ref.: SP1- /2023-3 Your ref.: Date: 6 January 2023

Pošta Slovenije, d. o. o. Office of the Executive Management Slomškov trg 10 2500 MARIBOR T: +386 02 449 2110 E: [email protected] www.posta.si

Subject: Proposal for the agenda of the General Meeting of Shareholders of Intereuropa, d. d., Vojkovo nabrežje 32, Koper-Capodistria

1. Opening of the General Meeting of Shareholders, establishment of quorum and appointment of the working bodies of the General Meeting of Shareholders

The shareholder Pošta Slovenije, d. o. o. hereby proposes that the General Meeting of Shareholders adopt the following Resolution no. 1:

"The person proposed by the Management Board of Intereuropa, d. d. is hereby elected chair of the General Meeting of Shareholders.

The persons proposed by the Management Board of Intereuropa, d. d. are hereby elected vote-counters for the purpose of establishing quorum and conducting voting on the individual items on the agenda.

The notary public proposed by the Management Board of Intereuropa, d. d. will be present at the General Meeting of Shareholders."

2. Recall of members of the company's Supervisory Board

The shareholder Pošta Slovenije, d. o. o. hereby proposes that the General Meeting of Shareholders adopt the following Resolution no. 2.1:

"On the day of the General Meeting of Shareholders, i.e. _______________, Mr Gregor Korene, member of the Supervisory Board and shareholder representative of Intereuropa, d. d., is hereby recalled."

The shareholder Pošta Slovenije, d. o. o. hereby proposes that the General Meeting of Shareholders adopt the following Resolution no. 2.2:

"On the day of the General Meeting of Shareholders, i.e. _______________, Ms Karmen Lebe Grajf, MSc, member of the Supervisory Board and shareholder representative of Intereuropa, d. d., is hereby recalled."

3. Appointment of members of the company's Supervisory Board

The shareholder Pošta Slovenije, d. o. o. hereby proposes that the General Meeting of Shareholders adopt the following Resolution no. 3.1:

Pošta Slovenije, d. o. o. Office of the Executive Management Slomškov trg 10 2500 MARIBOR T: +386 02 449 2110 E: [email protected] www.posta.si

"Mr Marko Cegnar is hereby appointed to a four-year term of office as member of the Supervisory Board and shareholder representative, beginning on the day following his election by the company's General Meeting of Shareholders, i.e. on _________________."

The shareholder Pošta Slovenije, d. o. o. hereby proposes that the General Meeting of Shareholders adopt the following Resolution no. 3.2:

"Ms Ivana Vrviščar is hereby appointed to a four-year term of office as member of the Supervisory Board and shareholder representative, beginning on the day following her election by the company's General Meeting of Shareholders, i.e. on _________________."

The shareholder Pošta Slovenije, d. o. o. hereby proposes that the General Meeting of Shareholders adopt the following Resolution no. 3.3:

"Mr Slavko Ovčina is hereby appointed to a four-year term of office as member of the Supervisory Board and shareholder representative, beginning on the day following his election by the company's General Meeting of Shareholders, i.e. on _________________."

Pošta Slovenije, d. o. o. Office of the Executive Management Slomškov trg 10 2500 MARIBOR T: +386 02 449 2110 E: [email protected] www.posta.si

Grounds:

The shareholder Pošta Slovenije, d. o. o. hereby proposes that the General Meeting of Shareholders of Intereuropa, d. d. be convened to adopt a resolution on the recall of the members of the Supervisory Board, Ms Karmen Lebe Grajf, MSc and Mr Gregor Korene, and on the appointment of Mr Marko Cegnar, Ms Ivana Vrviščar and Mr Slavko Ovčina.

The candidate for member of the Supervisory Board, Mr Marko Cegnar, is an expert in the management and supervision of companies, and has the knowledge and experience necessary to perform the duties of Supervisory Board member, which is demonstrated by the fact that he has held management and supervisory positions at several companies for a number of years, as detailed in the attached CV. The candidate is currently the General Manager of the shareholder Pošta Slovenije, d. o. o.

The candidate for member of the Supervisory Board, Ms Ivana Vrviščar, has more than twenty years of experience in corporate and international environments in various industries, and in sales, the development and efficiency of operations, procurement, distribution and logistics. The candidate is currently Sales Director at the insurance company Generali Slovenija d. d., while her term of office as a member of the Executive Management of the shareholder Pošta Slovenije, d. o. o. will begin on 1 February 2023.

The candidate for member of the Supervisory Board, Mr Slavko Ovčina, has many years of experience in senior positions in the area of information and communication technology in several economic sectors, and has experience as an external member of the supervisory board of a public limited company.

The shareholder Pošta Slovenije, d. o. o. hereby attaches to the proposed agenda the CVs of the aforementioned candidates, which should be published together with the convening of the General Meeting of Shareholders.

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