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Jadran d.d.

AGM Information Jul 17, 2025

2094_agm-r_2025-07-17_2e695488-b3f6-4d94-818c-bf5483df098d.pdf

AGM Information

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Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: [email protected] www.jadran-crikvenica.hr OIB: 56994999963

JADRAN D.D. Bana Jelačića 16, 51260 Crikvenica, Hrvatska PIN:56994999963 ISIN: HRJDRNRB0002 Security: JDRN-R-B LEI: 74780030Q33IX8LEE969 Home Member State: Croatia

CROATIAN FINANCIAL SERVICES SUPERVISORY AGENCY Franje Račkog 6 10 000 Zagreb

ZAGREB STOCK EXCHANGE d.d. Ivana Lučića 2a 10 000 Zagreb HINA – OTS

Crikvenica, 17 July 2025

SUBJECT: General Assembly – convening, invitation to shareholders

The Management Board of Jadran d. d., with registered office in Crikvenica, Bana Jelačića 16, personal identification number (PIN) 56994999963 (hereinafter: the Company) pursuant to the provisions of the Companies Act, rendered on July 17, 2025 the decision to convoke the Company's General Assembly which will be held on August 29, 2025 at the hotel Omorika, Crikvenica, Milovana Muževića 20 at 11:00. Pursuant to the provisions of the Capital Market Act and the Zagreb Stock Exchange Rules, the Management Board hereby submits for announcement the Invitation to the shareholders of the Company in its prescribed form, containing decision proposals. We hereby also announce that the Invitation to the shareholders will be submitted for publication on the Court Register's website. The full prescribed form of the Invitation to the shareholders, including the documents for the General Assembly will also be released on the Company's websites (www.jadran-crikvenica.hr/) to existing regulations.

Sincerely,

JADRAN d.d.

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: Vladimir Bunić predsjednik 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.

Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: [email protected] www.jadran-crikvenica.hr OIB: 56994999963

JADRAN d.d.Based on Article 277 of the Companies Act (Official Gazette 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 August 29, 2025, 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:

Agenda

    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 2024 with reports from certified auditors, Annual Report of the Management Board on the state of the Company and its subsidiaries for 2024, and the Supervisory Board's Report on the supervision of the Company's operations in 2024
    1. Adoption of the Resolutions on the loss coverage for 2024
    1. Adoption of the Resolution approving the work (granting discharge) of the Management Board members in managing the Company for 2024
    1. Adoption of the Resolution approving the work (granting discharge) of the Supervisory Board members for 2024
    1. Adoption of the Resolution approving the Report on the remuneration of the Management Board and Supervisory Board members of the Company for 2024
    1. Adoption of the Resolution on the appointment of the Company's auditor for 2025 and 2026

Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: [email protected] www.jadran-crikvenica.hr OIB: 56994999963

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

Ad 1. The Management Board and the Supervisory Board propose the following decision to the General Assembly:

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

Ad 2. The Annual Financial Statements of the Company and the Consolidated Financial Statements of the Group for 2024, with the reports of certified auditors and the Annual Report of the Management Board on the state of the Company and its subsidiaries for 2024, 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 loss coverage for 2024

It is accepted that the loss from the business year ending December 31, 2024, in the amount of EUR 2.678.614, will be covered from the future gains.

Ad 4. Adoption of the Resolution approving the work (granting discharge) of the Management Board members in managing the Company for 2024.

Discharge is granted to the Management Board for the business year 2024.

Ad 5. Adoption of the Resolution approving the work (granting discharge) of the Supervisory Board members for 2024

Discharge is granted to the Supervisory Board members for the business year 2024.

Ad 6. Adoption of the Resolution approving the Report on the remuneration of the Management Board and Supervisory Board members of the Company for 2024.

The Report on the remuneration of the Management Board and Supervisory Board members for 2024, which is attached to this Resolution and is an integral part thereof, is approved.

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: Vladimir Bunić predsjednik 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.

Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: [email protected] www.jadran-crikvenica.hr OIB: 56994999963

Ad 7. Adoption of the Resolution on the appointment of the Company's auditor for 2025 and 2026

PricewaterhouseCoopers d.o.o. for audit and consulting from Zagreb, Heinzelova 70, is appointed as the Company's auditor for 2025 and 2026.

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 August 21, 2025, 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 July 21, 2025, from 10:00 a.m. to 12:00 p.m.

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: Vladimir Bunić predsjednik 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.

Jadran d.d. za hotelijerstvo i turizam Bana Jelačića 16, HR-51260 Crikvenica T. +385 51 241 222 E: [email protected] www.jadran-crikvenica.hr OIB: 56994999963

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 24 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 August 29, 2025, the next General Assembly will be held on September 5, 2025, 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

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