Petrol Group — M&A Activity 2018

Oct 18, 2018

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

Pursuant to Article 586 of the Companies Act-1 (ZGD-1), the Management Board of PETROL d.d., Ljubljana and the Management of PETROL GEOTERM, pridobivanje surove nafte in zemeljskega plina d.o.o., Lendava, Mlinska ulica 5, 9220 Lendava - Lendva, hereby

announce

that on 17th October, 2018, the Contract on Merger by Acquisition concluded between PETROL GEOTERM, pridobivanje surove nafte in zemeljskega plina d.o. with its business address at Mlinska ulica 5, 9220 Lendava - Lendva, Co. Registration No. 1722115000, and PETROL, Slovenska energetska družba, d.d., Ljubljana with its business address at Dunajska cesta 50, 1000 Ljubljana, Co. Registration No. 5025796000, was submitted to the registration authority.

The managements of both companies hereby notify the shareholders of PETROL d.d., Ljubljana and the sole partner of PETROL GEOTERM, pridobivanje surove nafte in zemeljskega plina d.o.o.

of their rights

defined in Article 586 of the Companies Act-1 (ZGD-1) as follows:

For at least one month, the following documents will be available for inspection at the registered offices of the companies in Ljubljana, Dunajska cesta 50, and Mlinska ulica 5, 9220 Lendava - Lendva, each working day from 10 a.m. to 1 p.m .:

1. Contract on Merger by Acquisition;

2. Annual reports of PETROL d.d., Ljubljana and PETROL GEOTERM, pridobivanje surove nafte in zemeljskega plina d.o.o. for the past three financial years;

3. Final report of PETROL GEOTERM, pridobivanje surove nafte in zemeljskega plina d.o.o. as at 1st October, 2018 in accordance with paragraph 1, Article 68 of the Companies Act-1 (ZGB-1);

4. Interim balance sheet of PETROL GEOTERM, pridobivanje surove nafte in zemeljskega plina d.o.o., on 30th September, 2018 and the Report on the operations of PETROL d.d., Ljubljana in the first six months of 2018, announced in accordance with the regulation for market financial instruments;

5. Report on the review of the merger by acquisition by the Supervisory Board of PETROL d.d., Ljubljana (PETROL GEOTERM, pridobivanje surove nafte in zemeljskega plina d.o.o. does not have a supervisory board).

The shareholders and the sole partner have the right to request to be given, free of charge, copies of the above-mentioned documents not later than on the following working day.

Pursuant to Article 599 of the Companies Act-1 (ZGD-1), the Management Board of PETROL d.d., Ljubljana hereby

notifies the shareholders of PETROL d.d., Ljubljana

that, with respect to the simplified merger by acquisition procedure, where consent of the General Meeting of the acquiring company (PETROL d.d., Liubljana) is not required for the Contract on Merger by Acquisition to be valid, the General Meeting of the acquiring company must decide on consent for the merger by acquisition only if its shareholders, holding at least one-twentieth of the subscribed capital of the acquiring company, demand the convening of the General Meeting to decide on consent for the merger by acquisition, within one month from the date of publishing this notice.

PETROL d.d. Ljubljana

Tomaž Berločmik President of the Management Board

	PETROL GEOTERM, pridoljivanje surove nafte in
zemeljskega plina d.o.o
Miran Jug
Director

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