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Petrol Group

AGM Information Mar 17, 2025

1986_rns_2025-03-17_ea00c812-82e1-43d7-92a1-dd2fd356a8d6.pdf

AGM Information

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Pursuant to the provisions of the Companies Act (ZGD-1), the Market in Financial Instruments Act (ZTFI), the Ljubljana Stock Exchange Rules and the Slovenian Corporate Governance Code for Listed Companies, the Management Board of Petrol d.d., Ljubljana, Dunajska cesta 50, Ljubljana

hereby announces that the 39th General Meeting of Shareholders of

Petrol, Slovenska energetska družba, d.d., Ljubljana,

attended by the shareholders, owners of 32,040,820 shares, representing 76.79% of the Company's share capital and 78.01% of all voting shares, and chaired by Attorney Uroš Pogačnik from Grosuplje-based Law Firm Čeferin, Pogačnik, Novak, Koščak in partnerji, o.p., d.o.o., and in the presence of Gregor Mavsar and Barbara Jama Živalič as officials responsible for counting the votes, and Bojan Podgoršek, Notary Public from Ljubljana,

was held at 12:00 (noon) on 14 March 2025; the following resolutions were discussed:

Item 1 of the Agenda – Opening of the General Meeting and election of working bodies

Adopted Resolution:

1.1.

Attorney Uroš Pogačnik from a Grosuplje-based Law Firm Čeferin, Pogačnik, Novak, Koščak in partnerji, o.p., d.o.o. is elected as Chairman of the General Meeting, and Gregor Mavsar and Barbara Jama Živalič as officials responsible for counting the votes.

The General Meeting is informed that the notarial protocol will be drawn up by Bojan Podgoršek, Notary Public from Ljubljana.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 32,040,820. The number of shares for which valid votes were cast amounted to 32,032,148, the proportion of these shares in the share capital of the Company amounted to 76.77%. The total number of valid votes cast amounted to 32,032,148, representing 77.99% of all voting shares, of which 32,012,860 votes were in favour of the resolution, accounting for 99.94% of the total number of votes cast, and 19,288 votes were against the resolution, representing 0.06% of the total number of votes cast; there were 8,672 abstentions.

Item 2 of the Agenda – Information to the General Meeting of Shareholders of Petrol d.d., Ljubljana regarding the new members of the Supervisory Board – employee representatives

Adopted Resolution:

2.1.

The General Meeting of Shareholders of Petrol, Slovenska energetska družba, d.d., Ljubljana has been informed that the Workers' Council of Petrol, Slovenska energetska družba, d.d., Ljubljana, at its 31st meeting of 4 December 2024, elected Robert Ravnikar, Marko Šavli and Lina Jerman as employee representatives to the Supervisory Board of Petrol, Slovenska energetska družba, d.d., Ljubljana, for a four-year term of office commencing on 24 February 2025.

The resolution was for information only and as such it was not followed by a vote.

Item 3 of the Agenda – Appointment of members of the Supervisory Board of Petrol d.d., Ljubljana

Adopted Resolution:

3.1.

Mario Selecky is appointed as the first member of the Supervisory Board, a shareholder representative, for a four-year term of office, commencing on 11 April 2025.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 32,041,052. The number of shares for which valid votes were cast amounted to 32,033,876; the proportion of these shares in the share capital of the Company amounted to 76.77%. The total number of valid votes cast was also 32,033,876, of which 31,983,952 votes were in favour of the resolution, accounting for 99.82% of all votes present, and 49,924 votes cast were against the resolution; the number of abstentions was 7,176.

Adopted Resolution:

3.2.

Goran Kralj is appointed as the second member of the Supervisory Board, a shareholder representative, for a four-year term of office, commencing on 11 April 2025.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 32,041,052. The number of shares for which valid votes were cast amounted to 32,034,016, the proportion of these shares in the share capital of the Company amounted to 76.77%. The total number of valid votes cast was also 32,034,016, of which 31,989,064 votes were in favour of the resolution, accounting for 99.84% of all votes present, and 44,952 votes cast were against the resolution; the number of abstentions was 7,036.

PETROL, Slovenska energetska družba, d.d., Ljubljana Dunajska c. 50, 1000 Ljubljana tel.: 01 47 14 234 www.petrol.si

Adopted Resolution:

3.3.

Vesna Južna is appointed as the third member of the Supervisory Board, a shareholder representative, for a four-year term of office, commencing on 16 July 2025.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 32,041,052. The number of shares for which valid votes were cast amounted to 31,996,455, the proportion of these shares in the share capital of the Company amounted to 76.68%. The total number of valid votes cast was also 31,996,455, of which 31,823,282 votes were in favour of the resolution, accounting for 99.32% of all votes present, and 173,173 votes cast were against the resolution; the number of abstentions was 44,597.

Adopted Resolution:

3.4.

Luka Zajc is appointed as the fourth member of the Supervisory Board, a shareholder representative, for a four-year term of office, commencing on 11 April 2025.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 32,041,052. The number of shares for which valid votes were cast amounted to 32,036,622, the proportion of these shares in the share capital of the Company amounted to 76.78%. The total number of valid votes cast was also 32,036,622, of which 31,898,650 votes were in favour of the resolution, accounting for 99.56% of all votes present, and 137,972 votes cast were against the resolution; the number of abstentions was 4,430.

Adopted Resolution:

3.5.

Tomaž Vesel is appointed as the fifth member of the Supervisory Board, a shareholder representative, for a four-year term of office, commencing on 11 April 2025.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 32,041,052. The number of shares for which valid votes were cast amounted to 32,036,116, the proportion of these shares in the share capital of the Company amounted to 76.78%. The total number of valid votes cast was also 32,036,116, of which 31,927,279 votes were in favour of the resolution, accounting for 99.65% of all votes present, and 108,837 votes cast were against the resolution; the number of abstentions was 4,936.

PETROL, Slovenska energetska družba, d.d., Ljubljana Dunajska c. 50, 1000 Ljubljana tel.: 01 47 14 234 www.petrol.si

Adopted Resolution:

3.6.

Marko Jazbec is appointed as the sixth member of the Supervisory Board, a shareholder representative, for a four-year term of office, commencing on 22 April 2025.

Results of the vote:

The total number of shares represented at the General Meeting for this item was 32,041,052. The number of shares for which valid votes were cast amounted to 31,968,872, the proportion of these shares in the share capital of the Company amounted to 76.62%. The total number of valid votes cast was also 31,968,872, of which 31,858,652 votes were in favour of the resolution, accounting for 99.43% of all votes present, and 110,220 votes cast were against the resolution; the number of abstentions was 72,180.

Item 4 of the Agenda – Information to the General Meeting of Shareholders of Petrol d.d., Ljubljana regarding the Company's relevant legal procedures

4.1.

The General Meeting of Shareholders of Petrol, Slovenska energetska družba, d.d., Ljubljana has been informed with the Company's relevant legal procedures.

The resolution was for information only and as such it was not followed by a vote.

Notice! (in accordance with Recommendations of the Ljubljana Stock Exchange to public companies regarding notification with respect to non-adoption and/or amendments of the resolutions proposed at a General Meeting):

The resolution under item 1 was adopted as proposed by the Management Board. The resolution under item 2 was for information only and as such it was not followed by a vote. The resolutions under items 3.1, 3.2., 3.3., 3.4., 3.5. and 3.6. were adopted as proposed by the Supervisory Board. The resolution under item 4 was for information only and as such it was not followed by a vote.

Announced actions to challenge or annul resolutions:

The shareholders did not announce challenging any of the adopted resolutions.

As of the day of the General Meeting, the Company had 41,726,020 shares, of which:

  • 614,460 own shares with no voting rights,
  • 40,500 other non-voting shares,
  • 41,071,060 all voting shares.

The share of voting rights of the first five major shareholders present at the General Meeting accounted to 52.45% of the total voting shares. The following five major shareholders were represented at the General Meeting:

Shareholder No. of shares and % of the total
voting rights voting rights
1.
J&T
banka
a.s.

fiduciary
account,
5,333,200 12.99%
sokolovska 700/113a, 18600 Prague
2. Slovenski državni holding, d.d., Mala ulica 5, 5,299,220 12.90%
1000 Ljubljana
3. Republic of Slovenia, Gregorčičeva ulica 20, 4,513,105 10.99%
1000 Ljubljana
4. Kapitalska družba d.d., Dunajska cesta 119, 3,452,780 8.41%
1000 Ljubljana
5. OTP banka d.d. - client account – fiduciary 2,943,291 7.17%
account; Domovinskog rata 61, 21000 Split
TOTAL 21,542,596 52.45%

The costs of to the organised collection of authorisations incurred by the Company amounted to EUR 48,193.55.

Ljubljana, 14 March 2025

Sašo Berger President of the Management Board

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