Merko Ehitus — Proxy Solicitation & Information Statement 2026

Apr 6, 2026

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date: 2022-04-05 12:34:00+00:00
processor: python-docx+mammoth
status: success

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ELECTRONIC VOTING BALLOT

FOR VOTING ON THE DRAFT RESOLUTIONS PREPARED IN RESPECT TO THE ITEMS ON THE AGENDA OF THE ANNUAL GENERAL MEETING OF AS MERKO EHITUS, TAKING PLACE ON 28 April 2026

Name of shareholder:	[name]
Registry code of legal person-shareholder or personal identification code of natural person-shareholder: (date of birth, if no personal identification code available)	[code]
Name of representative of shareholder: (for legal person-shareholder to be always filled in; for natural person-shareholder to be filled in only if shareholder has authorized another person to represent them)	[representative name]
Personal identification code of shareholder’s representative: (date of birth, if no personal identification code available; for legal person-shareholder to be always filled in; for natural person-shareholder to be filled in only if shareholder has authorized another person to represent them)	[representative personal ID code]
Basis of representation of the shareholder’s representative: (for example: member of management board, procurator, power of attorney, etc.) NB! Document certifying the right of representation must be submitted together with the ballot! If the right of represen­tation is based on registration in Estonian commercial register, document certifying the right of representation is not required.	[basis of representation]

On the draft resolutions prepared in respect to the items on the agenda of the general meeting my votes are as follows (vote is marked by choosing either “in favour”, “against” or “neutral” from the drop-down list for each draft resolution, not choosing any of these is treated as “abstained”):

1. Approval of the annual report of the year 2025: To approve the 2025 annual report of AS Merko Ehitus.	-- mark your vote --
2. Distribution of profits: (the three subclauses are voted together) 1. To approve the net profit for the financial year 2025 in the amount EUR 39,918,827; 2. To pay a total of 22,125,000 euros as dividends to the shareholders from the net profit of previous periods, which is 1.25 euros per share; - shareholders entered in the share register of AS Merko Ehitus at the end of the business day of the settlement system on 13 May 2026 are entitled to dividends; - respectively, the date of the change of the rights attached to the shares (ex-date) is 12 May 2026; from that date onwards, the person acquiring the shares is not entitled to receive dividends for the financial year 2025; - dividends will be paid to the shareholders on 14 May 2026 by transferring the corresponding amount to the shareholder's current account linked to the securities account; 1. To leave the remaining net profit undistributed.	-- mark your vote --
3. Appointment of auditor for the financial years 2026-2027: To appoint the audit firm Ernst & Young Baltic AS as the auditor of AS Merko Ehitus for the financial years of 2026 to 2027 and to pay to the audit firm for auditing as per contract to be entered into with Ernst & Young Baltic AS.	-- mark your vote --

4. Election of members of the Supervisory Board: (i) To approve the number of members of the Supervisory Board as 4 (four) until 06.05.2028; (ii) To elect Toomas Annus, Indrek Neivelt and Tõnu Toomik as members of the Supervisory Board, for a term of office from 5 May 2026 to 6 May 2029 inclusive, i.e. for a term of three years.	-- mark your vote --
5. Approval of the principles of remuneration of the members of the Management Board of AS Merko Ehitus To approve the "Principles of Remuneration and Control Procedure of the Management Board Members of AS Merko Ehitus".	-- mark your vote --
6. Approval of the goal of gender balance required by §1356 of the Securities Market Act 1. Pursuant to §1356 subsection (1) of the Securities Market Act, AS Merko Ehitus shall have a goal: the number of members of the underrepresented gender on the Supervisory Board must be as close as possible to 40 percent of the total number of members of the Supervisory Board, but not exceed 49 percent of it, in accordance with the provisions of the appendix to the Securities Market Act "Numerical objectives for the proportion of members of the underrepresented gender in the management bodies of share issuers registered in Estonia" for the Supervisory Board depending on the total number of its members.; 2. Pursuant to §1356 subsection (2) of the Securities Market Act, to set a quantitative goal to improve the gender balance of the Management Board of AS Merko Ehitus in such a way that the number of members of the underrepresented gender on the Management Board must be as close as possible to 40 percent of the total number of members of the Management Board, but not exceed 49 percent of it, in accordance with the provisions of the Securities Market Act, Annex "Numerical goals for the proportion of members of the underrepresented gender in the management bodies of share issuers registered in Estonia" regarding the Supervisory Board, but depending on the total number of members of the Management Board.	-- mark your vote --

Once the votes are marked, please save the ballot to your computer or smart device and sign it electronically.
Please submit the filled in and electronically signed ballot by e-mail to address group@merko.ee no later than on 27 April 2026 at 16:00