Based on Article 277 of the Companies Act (Official Gazette - OG 152/11 – consolidated text, 111/12, 68/13, 110/15, 40/19, 34/22) and in accordance with the Statute of the company JADRAN d.d., Crikvenica, Bana Jelačića 16 (hereinafter: "the Company"), the Management Board of the Company convenes the General Assembly and announces the invitation for the

REGULAR GENERAL ASSEMBLY OF THE COMPANY JADRAN d.d.

I. The General Assembly of the Company JADRAN d.d. with its registered seat in Crikvenica, Bana Jelačića 16 (hereinafter: the Company) will be held on July 8, 2024, at 11:00 a.m. in the congress hall of the Omorika Hotel in Crikvenica, Milovana Muževića 20.

II. The following agenda is established and announced for the General Assembly meeting:
- 1. Opening of the General Assembly and determination of the quorum, compilation of the list of present and represented shareholders, and appointment of the Chairman of the Assembly
- 1. Annual Financial Statements of the Company and Consolidated Financial Statements of the Group for 2023 with reports from certified auditors, Annual Report of the Management Board on the state of the Company and its subsidiaries for 2023, and the Supervisory Board's Report on the supervision of the Company's operations in 2023
- 1. Adoption of the Resolutions on the use of profit for 2023
- 1. Adoption of the Resolution approving the work (granting discharge) of the Management Board members in managing the Company for 2023
- 1. Adoption of the Resolution approving the work (granting discharge) of the Supervisory Board members for 2023
- 1. Adoption of the Resolution on the election of Supervisory Board' members
- 1. Adoption of the Resolution approving the Report on the remuneration of the Management Board and Supervisory Board members of the Company for 2023
- 1. Adoption of the Resolution on the appointment of the Company's auditor for 2024

Proposals for the Assembly's decisions on the stated agenda items:

Ad 1. It is proposed that the General Assembly accept the proposal of the Invitation and decisions of the regular general assembly. The General Assembly will be chaired by lawyer Hrvoje Vukić from Rijeka.

Temeljni kapital Društva iznosi 64.039.780,00 euro 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. Uprava Društva: Irina Tomić predsjednica Uprave, Ivan Safundžić član Uprave, Miroslav Pelko član Uprave, predsjednik Nadzornog odbora: Goran Hanžek. Poslovne banke i računi: PRIVREDNA BANKA ZAGREB d.d., IBAN: HR4323400091110722690, SWIFT: PBZGHR2X te ERSTE & STEIERMÄRKISCHE BANK d.d., IBAN: HR3924020061100620496, SWIFT: ESBCHR22.

Ad 2. The Annual Financial Statements of the Company and the Consolidated Financial Statements of the Group for 2023, with the reports of certified auditors and the Annual Report of the Management Board on the state of the Company and its subsidiaries for 2023, have been determined by the Company's Management Board and the Supervisory Board of the Company based on Article 300.d of the Companies Act, and no vote is taken on them. These reports have been published on the Zagreb Stock Exchange, HANFA, HINA, and the Company's website. The Supervisory Board's Report on the supervision of the Company's operations is acknowledged.

Ad 3. Adoption of the Resolution on the use of profit for 2023.

It is accepted that the profit from the business year ending December 31, 2023, in the amount of EUR 2,728,967, is to be used to cover losses from previous years.

Ad 4. Adoption of the Resolution approving the work (granting discharge) of the Management Board members in managing the Company for 2023.

Discharge is granted to the Management Board for the business year 2023.

Ad 5. Adoption of the Resolution approving the work (granting discharge) of the Supervisory Board members for 2023

Discharge is granted to the Supervisory Board members for the business year 2023.

Ad 6. Adoption of the Resolution on the election of Supervisory Board members

Based on Article 275 of the Companies Act, the General Assembly adopts the following

RESOLUTION

I. It is determined that the term of office for Supervisory Board members:

Mirko Herceg from Zagreb, Nike Grškovića 39
Sandra Janković from Opatija, Giuseppea Verdia 6, expires on July 8, 2024.

II. The following members are elected to the Supervisory Board:

Mirko Herceg iz Zagreba, Nike Grškovića 39
Sandra Janković iz Opatije, Giuseppea Verdia 6

The appointed members are elected for a term of 4 years. The new term of office for the Supervisory Board members starts on July 8, 2024.

Ad 7. Adoption of the Resolution approving the Report on the remuneration of the Management Board and Supervisory Board members of the Company for 2023.

The Report on the remuneration of the Management Board and Supervisory Board members for 2023, which is attached to this Resolution and is an integral part thereof, is approved.

Ad 8. Adoption of the Resolution on the appointment of the Company's auditor for 2024

PricewaterhouseCoopers d.o.o. for audit and consulting from Zagreb, Heinzelova 70, is appointed as the Company's auditor for 2024.

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

Shareholders, either in person or through a proxy, who, in accordance with the provision of Article 279 of the Companies Act (hereinafter: CA), notify the Company in writing of their intention to participate in the General Assembly no later than six days before the date of the General Assembly, have the right to participate. The notification must arrive at the Company's registered seat in Crikvenica, Bana Jelačića 16, by June 28, 2024, at the latest.

The number of votes each shareholder is entitled to at the General Assembly and the person considered to be a shareholder is determined by the state in the Central Depository and Clearing Company register on the last day of the notification period.

If a shareholder exercises their voting right at the General Assembly through a proxy, they must attach a written proxy to the notification. The proxy must state who issued it, to whom it was given, the total number of shares or votes the shareholder holds, the authorization of the proxy to vote at the General Assembly, and the signature of the shareholder issuing the proxy. If the shareholder is a legal entity, an extract from the court or other register in which the legal entity is registered, or its copy, must be attached, showing that the proxy was signed by a person authorized to represent that legal entity.

Shareholders who have not fulfilled the obligation to notify their participation in the General Assembly within the deadline cannot participate in the General Assembly.

Materials for the General Assembly, including the invitation with the agenda and proposed decisions, as well as the registration and proxy forms, are available to shareholders on the Company's website www.jadran-crikvenica.hr and can be reviewed at the Company's headquarters, in the Management Board's Secretariat from June 12, 2024, from 10:00 a.m. to 12:00 p.m.

Shareholders of the Company who together hold shares amounting to one-twentieth of the Company's share capital have the right to request that an item be added to the agenda of the General Assembly and that their request be published. Such a request must include an explanation and a proposal for a decision and must be received by the Company at least 30 days before the General Assembly, not counting the day of receipt.

Each shareholder of the Company has the right to submit a counter-proposal to a decision proposed by the Management Board and/or Supervisory Board, including a shareholder's proposal for the election of a Supervisory Board member or the appointment of the Company's auditor. Such a request must be received by the Company at least 14 days before the General Assembly (not using this right does not result in losing the right to submit a counter-proposal at the General Assembly). If the request is submitted within the specified period, the Management Board will deliver such a request to all persons listed in Article 281 of the Companies Act, except in cases provided for in Article 282, paragraph 2, and Article 283 of the Companies Act.

Each shareholder has the right to request information from the Management Board at the General Assembly about the Company's affairs if necessary for the assessment of items on the agenda, except in cases provided for in Article 287, paragraph 2, of the Companies Act.

Information from Article 280.a of the Companies Act will be available on the Company's website (www.jadran-crikvenica.hr/). The public is excluded from the General Assembly. If there is no quorum determined by Article 31 of the Company's Statute at the General Assembly convened for July 5, 2024, the next General Assembly will be held on July 12, 2024, at 11:00 a.m. at the same place and with the same agenda.

This General Assembly will be held and will validly make decisions regardless of the number of represented shareholders.

JADRAN d.d.

Crikvenica

AI Terminal

Jadran d.d.

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