Jadran d.d.

AGM Information • Jun 23, 2021

Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: uprava@jadran-crikvenica.hr www.jadran-crikvenica.hr PIN: 56994999963

Pursuant to Article 277 of the Companies Act (OG 152/11 - consolidated text, 111/12, 68/13, 110/15, 40/19) and in accordance with the Articles of Association of JADRAN d.d., Crikvenica, Bana Jelačića 16 (hereinafter: "Company"), the Management Board of the Company convenes the General Assembly and announces the invitation for

REGULAR GENERAL ASSEMBLY OF JADRAN d.d.

• I. The General Assembly of JADRAN d.d. with its registered office in Crikvenica, Bana Jelačića 16 (hereinafter: Company) will take place on July 30, 2021, at 11.00 a.m. in the congress hall of the Omorika Hotel in Crikvenica, Milovana Muževića 20.
• II. The following is determined and announced for the session of the General Assembly.

Agenda:

• 1. Opening of the General Assembly and establishment of the quorum, compilation of the list of those present and represented shareholders with the appointment of the Chairman of the Assembly
• 1. Annual financial statements of the Company and annual consolidated financial statements of the Group for 2020 with reports of certified auditors, Annual Report of the Management Board on the condition of the Company and its subsidiaries for 2020 and Report of the Supervisory Board on the Company's operations in 2020
• 1. Adoption of the Decision on coverage of losses for 2020
• 1. Adoption of the Decision approving the work (discharge is given) to the members of the Management Board in the management of the Company for 2020
• 1. Adoption of the Decision approving the work (discharge is given) to the members of the Supervisory Board for 2020
• 1. Adoption of the Decision on the election of a member of the Supervisory Board
• 1. Adoption of the Decision on approval of the Remuneration Policy
• 1. Adoption of the Decision on approval of the Report on remuneration of members of the Management Board and the Supervisory Board of the Company in 2020
• 1. Adoption of the Decision on the appointment of the Company's auditor for 2021

Proposals of decisions of the Assembly on the following items on the agenda:

Ad 1. The General Assembly is proposed to accept the proposal of the Invitation and the decision of the regular General Assembly.

The General Assembly will be chaired by lawyer Hrvoje Vukić from Rijeka.

Ad 2. Annual financial statements of the Company and annual consolidated financial statements of the Group for 2020 with reports of certified auditors and Annual Report of the Management Board on the condition of the Company and its subsidiaries for 2020 based on article 300.d of the Companies Act have been determined by the Management Board and the Supervisory Board of the Company, and they are not voted on. These reports were published on the Zagreb Stock Exchange, HANFA, HINA and on the Company's website.

Ad 3. Adoption of the Decision on coverage of losses for 2020

The Decision on coverage of losses for 2020 is adopted.

It is determined that in the business year that ended on December 31, 2020, the Company realized an operating loss in the amount of HRK 107,483,113, which loss will be covered from the future expected profit.

Ad 4. Adoption of the Decision approving the work (discharge is given) to the members of the Management Board in the management of the Company for 2020

A discharge is given to the Management Board of the Company for the 2020 business year.

Ad 5. Adoption of the Decision approving the work (discharge is given) to the members of the Supervisory Board for 2020

A discharge is given to the members of the Supervisory Board of the Company for the 2020 business year.

Ad 6. Adoption of the Decision on the election of a member of the Supervisory Board

I

It is established that the membership of the Supervisory Board member Tomislav Kitonić in the Supervisory Board of JADRAN d.d. ceases pursuant to the resignation dated July 29, 2021.

II

Appointed as a member of the Supervisory Board of JADRAN d.d. is:

Goran Hanžek, OIB: 29396230460, Zagreb, Vrtlarska 41.

Ad 7. Adoption of the Decision on approval of the Remuneration Policy

The Renumeration Policy is approved and is attached to this Decision as an integral part thereof.

Temeljni kapital Društva iznosi 482.507.730,00 kn uplaćen u cijelosti, podijeljen i sadržan u 27.971.463 redovnih nematerijaliziranih dionica koje glase na ime, bez nominalnog iznosa i svaka s pravom na jedan glas. Društvo je upisano u Sudski registar Trgovačkog suda u Rijeci pri Trgovačkom sudu u Rijeci pod MBS: 040000817. Predsjednik Uprave: Goran Fabris, član Uprave Ivan Safundžić, predsjednik Nadzornog odbora: Tomislav Kitonić. Poslovne banke i računi: PRIVREDNA BANKA ZAGREB d.d., IBAN: HR4323400091110722690, SWIFT: PBZGHR2X te ERSTE & STEIERMÄRKISCHE BANK d.d., IBAN: HR3924020061100620496, SWIFT: ESBCHR22

Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: uprava@jadran-crikvenica.hr www.jadran-crikvenica.hr PIN: 56994999963

Ad 8. Adoption of the Decision on approval of the Report on remuneration of members of the Management Board and the Supervisory Board of the Company in 2020

Approved is the Report on remuneration of members of the Management Board and the Supervisory Board of the Company in 2020 and is attached to this Decision as an integral part thereof.

Ad 9. Adoption of the Decision on the appointment of the Company's auditor for 2021

The audit and consulting company PricewaterhouseCoopers d.o.o. from Zagreb, Heinzelova 70 is appointed to perform auditing activities in 2021.

**********************************************

Instructions to shareholders for participation in the General Assembly and shareholders' rights:

Shareholders have the right to participate in the General Assembly, in person or through a proxy, who, in accordance with the provisions of Article 279 of the Companies Act (hereinafter: ZTD), no later than six days before the General Assembly notify in writing the Company of the intention to participate in the General Assembly or the application for participation in the General Assembly arrives at the Company's headquarters in Crikvenica, Bana Jelačića 16, no later than July 23, 2021.

The number of votes that belongs to an individual shareholder at the General Assembly, and the person who is considered a shareholder, is determined by the situation in the register of the Central Depository and Clearing Company d.d. on the last day of the deadline for the receipt of applications for participation in the General Assembly.

If a shareholder exercises their right to vote at the General Assembly through a proxy, they are obliged to enclose a written power of attorney with the application. The power of attorney must state who issued the power of attorney and to whom, the total number of shares or votes at its disposal, and the power of attorney to vote at the General Assembly, as well as the signature of the shareholder issuing the power of attorney. If the shareholder is a legal entity, the power of attorney shall be accompanied by an excerpt from the court or other register in which the legal entity is entered, or a copy thereof, which shows that the power of attorney was signed by a person authorized to represent that legal entity.

A shareholder who has not fulfilled the obligation to register for participation in the work of the General Assembly within the time limit may not participate in the work of the General Assembly.

Materials for the General Assembly, as well as the invitation with the agenda and proposals for Decisions, and the application form and power of attorney are available to shareholders on the Company's website www.jadran-crikvenica.hr, and are available for inspection at the Company's

Temeljni kapital Društva iznosi 482.507.730,00 kn uplaćen u cijelosti, podijeljen i sadržan u 27.971.463 redovnih nematerijaliziranih dionica koje glase na ime, bez nominalnog iznosa i svaka s pravom na jedan glas. Društvo je upisano u Sudski registar Trgovačkog suda u Rijeci pri Trgovačkom sudu u Rijeci pod MBS: 040000817. Predsjednik Uprave: Goran Fabris, član Uprave Ivan Safundžić, predsjednik Nadzornog odbora: Tomislav Kitonić. Poslovne banke i računi: PRIVREDNA BANKA ZAGREB d.d., IBAN: HR4323400091110722690, SWIFT: PBZGHR2X te ERSTE & STEIERMÄRKISCHE BANK d.d., IBAN: HR3924020061100620496, SWIFT: ESBCHR22

Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: uprava@jadran-crikvenica.hr www.jadran-crikvenica.hr PIN: 56994999963

headquarters, in the Secretariat of the Management Board from July 1, 2021 between 10 a.m. and 12.00 p.m. noon.

The shareholders of the Company who together have shares in the amount of one twentieth of the share capital of the Company have the right to request that an item be placed on the agenda of the General Assembly and that their request be published. Such a request must include an explanation and a proposed decision and must be delivered to the Company at least 30 days before the General Assembly, which does not include the day of receipt of the request by the Company.

Each shareholder of the Company has the right to submit a counterproposal to the proposal of the decision given to the General Assembly by the Management Board and/or the Supervisory Board, including the proposal of the shareholders to elect a member of the Supervisory Board or appoint an auditor. Such a request must be delivered to the Company at least 14 days before the day of the General Assembly (where the non-exercise of this right does not result in the loss of the right to submit a counterproposal at the General Assembly of the Company). If the request is submitted within the specified deadline, the Management Board of the Company shall deliver such request to all persons listed in article 281 of the Companies Act, except in cases from article 282, paragraph 2 and article 283 of the Companies Act.

Each shareholder of the Company has the right to request that the Management Board of the Company at the General Assembly provide information on the activities of the Company if necessary to assess the issues on the agenda of the General Assembly, except in cases provided in article 287, paragraph 2 of the Companies Act.

Notices from article 280a of the Companies Act will be available on the Company's website (www.jadran-crikvenica.hr/)

The public is excluded from the work of the General Assembly.

If the General Assembly convened for July 30, 2021 does not have the quorum specified in article 31 of the Company's Articles of Association, the next General Assembly will take place on August 6, 2021 at 11.00 a.m. at the same place and with the same agenda. This General Assembly will take place and valid decisions will be made regardless of the number of shareholders represented.

JADRAN d.d. Crikvenica