Podravka d.d. — Audit Report / Information 2023

Apr 4, 2024

PODRAVKA Inc. Ante Starčevića 32 48000 Koprivnica Ticker: PODR-R-A ISIN: HRPODRRA0004 LEI: 549300TMC6BYESPQ7W85 Home Member State: Croatia Regulated market segment: Prime Market of the Zagreb Stock Exchange

Koprivnica, April 4th 2024

• ZAGREB STOCK EXCHANGE
• CROATIAN FINANCIAL SERVICES SUPERVISORY AGENCY
• CROATIAN NEWS AGENCY
• $\mathbb{L}$ COMPANY WEB SITE

Re: Session of the Supervisory Board of PODRAVKA Inc. held - Notice

PODRAVKA Inc., Ante Starčevića 32, Koprivnica, PIN: 18928523252 (Company) hereby announce that the session of the Supervisory Board of PODRAVKA Inc. was held on April 4th 2024 where the audited Financial Statements of PODRAVKA Group (consolidated) and PODRAVKA Inc. (non-consolidated) for 1.1-31.12.2023. and the Proposal of the Decision on the profit allocation of PODRAVKA Inc. for the year 2023, were adopted, which are enclosed to this notice.

The mentioned Financial Statements and the Proposal of the Decision on the profit allocation of PODRAVKA Inc. for the year 2023. will be published at the Zagreb Stock Exchange, HANFA, HINA and the Company web site PODRAVKA Inc.

No: SB-65-1-2024. Koprivnica, 4^th April 2024

Pursuant to Articles 300.c and 300.d of the Company Act (Official Gazette no. 152/11.-clear version, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23 and 130/23) and Article 4 of the Rules of Procedure of the Company Supervisory Board, the Supervisory Board of PODRAVKA Inc. at its 65^th session held on 4^th April 2024, adopted the following

DECISION on the Approval to Decision of Management Board of PODRAVKA Inc. on establishing of the Annual Financial Statements of PODRAVKA Inc. and Annual Report on the Status of the Company for the year 2023

Ī.

The Approval is hereby given to Decision of Management Board of PODRAVKA Inc., MB-115-2024 on establishing of the Annual Financial Statements of PODRAVKA Inc. and Annual Report on the Status of the Company for the year 2023.

$\mathbf{II}$ .

Decision of the Management Board of PODRAVKA Inc. No: MB-115-2024 of 29^th March 2024 is attached to this Decision and makes its integral part.

$III.$

This Decision shall enter into force on the day of its adoption.

President of the Supervisory Board:

Damisorbavac

No: MB-115-2024. Zagreb, 29^th March 2024

Pursuant to Articles 250.a, 300.a and 300.b of the Company Act (Official Gazette no. 152/11-clear version, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23 and 130/23), Article 21 of the Articles of Association of PODRAVKA Inc. and Article 3 of the Rules of Procedure of the Management Board of PODRAVKA Inc., the Management Board of PODRAVKA Inc. at its 122^nd session held on 29^th March 2024 adopted the following

DECISION

on establishing of the Annual Financial Statements of PODRAVKA Inc. and Annual Report on the Status of the Company for the year 2023

I.

The annual financial statements of PODRAVKA Inc. (No. 03454088, PIN 18928523252) for the year 2023 as prepared by the Management Board of PODRAVKA Inc., with the Report of certified auditors are hereby established and make the attachment to this Decision.

Ш.

The annual financial statements from article I of this Decision consists of:

• 1. Statement of financial position (Balance sheet)
• 1. Statement of profit and loss
• 1. Statement of other comprehensive income
• 1. Statement of cash flow
• 1. Statement of changes in equity
• 1. Notes to financial statements
• 1. Annual Report of the Management Board on the Status of the Company
• 1. Report on performed audit of the independent auditors Ernst&Young Ltd. and Grant Thornton audit Ltd.

III.

The Statement of profit and loss for the year 2023 is established and shows net profit in the amount of 47,400,243.53 EUR.

The Statement of financial position as of 31 December 2023 shows the sum of assets in the amount of 527,003,748.70 EUR.

IV.

The statements from article I of this Decision, prepared by the Management Board of PODRAVKA Inc., shall be submitted to Supervisory Board of PODRAVKA Inc. for examination and approval.

President of the Management Board:

Martina Dalić. 'nΩ $\mathcal{C}_c$

PODRAVKA Food Processing industry, Incorporated, Koprivnica, Ante Starčevića Street 32 | The Commercial Court in Bjelovar, CRN 010006549, PIN 18928523252 | Privredna banka Zagreb P.L.C., Zagreb, Radnička cesta 50, IBAN: HR94 2340 0091 1000 9852 6 | Share capital EUR 213,600,090,00, paid in full, total number of shares issued 7,120,003, nominal share value EUR 30,00 | President of the Supervisory Board Damir Grbavac | President of the Management Board Martina Dalić, Ph.D, members of the Management Board Davor Doko, Ivan Ostojić, Ljiljana Šapina, Milan Tadić

No: SB-65-2-2024. Koprivnica, 4^th April 2024

Pursuant to Articles 300.c and 300.d of the Company Act (Official Gazette no. 152/11.-clear version, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23 and 130/23) and Article 4 of the Rules of Procedure of the Company Supervisory Board, the Supervisory Board of PODRAVKA Inc. at its 65^th session held on 4^th April 2024, adopted the following

DECISION on the Approval to Decision of Management Board of PODRAVKA Inc. on establishing of the Annual Financial Statements of Podravka Group and Annual Report on the Status of the Company and its related companies for the year 2023

$\overline{L}$

The Approval is hereby given to Decision of Management Board of PODRAVKA Inc., MB-116-2024 on establishing of the Annual Financial Statements of PODRAVKA inc. and its related companies and Annual Report on the Status of the Company and its related companies for the year 2023.

$II.$

Decision of the Management Board of PODRAVKA Inc. No: MB-116-2024 of 29^th March 2024 is attached to this Decision and makes its integral part.

III.

This Decision shall enter into force on the day of its adoption.

President of the Supervisory Board:

Damir gridavac

No: MB-116-2024. Zagreb, 29th March 2024

Pursuant to Articles 250.a, 300.a and 300.b of the Company Act (Official Gazette no. 152/11-clear version, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23 and 130/23), Article 21 of the Articles of Association of PODRAVKA Inc. and Article 3 of the Rules of Procedure of the Management Board of PODRAVKA Inc., the Management Board of PODRAVKA Inc. at its 122^nd session held on 29^th March 2024 adopted the following

DECISION

on establishing of the Annual Financial Statements of Podravka Group and Annual Report on the Status of the Company and its related companies for the year 2023

$\mathbf{I}$

The consolidated annual financial statements of PODRAVKA Inc. and its related companies (Podrayka Group) for the year 2023 as prepared by the Management Board of PODRAVKA Inc., with the Report of certified auditors are hereby established and make the attachment to this Decision.

$\mathbf{H}$

The consolidated annual financial statements from article I of this Decision consists of:

• 1. Statement of financial position (Balance sheet)
• 1. Statement of profit and loss
• 1. Statement of other comprehensive income
• 1. Statement of cash flow
• 1. Statement of changes in equity
• 1. Notes to financial statements
• 1. Annual Report of the Management Board on the Status of the Company and its related companies
• 1. Report on performed audit of the independent auditors Ernst&Young Ltd. and Grant Thornton audit Ltd.

Ⅲ.

The Statement of profit and loss for the year 2023 is established and shows net profit in the amount of 66,361,738.78 EUR.

The Statement of financial position as of 31 December 2023 shows the sum of assets in the amount of 778,070,295.83 EUR.

IV.

The statements from article I of this Decision, prepared by the Management Board of PODRAVKA Inc., shall be submitted to Supervisory Board of PODRAVKA Inc. for examination and approval.

President of the Management Board:
	Martina Dalić, Ph

No: SB-65-3-2024. Koprivnica, 4^th April 2024

In accordance with Articles 263 par 3 and 280 par 3 of the Company Law (Official Gazette No $152/11$ - clear version, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23 and 130/23). Article 26a of the Articles of Association of PODRAVKA Inc. and Article 4 of the Rules of Procedure of the Supervisory Board of PODRAVKA Inc., the Supervisory Board of PODRAVKA Inc. on its 65^th session held on 4^th April 2024, adopted the following

DECISION PROPOSAL on profit distribution of PODRAVKA Inc. for the year 2023

$\overline{1}$

It is determined that net profit of PODRAVKA Inc., M.B. 03454088, PIN 18928523252 (hereinafter: the Company) for the year 2023 stated in the audited annual financial statements of the Company, amounts to 47,400,243.53 EUR.

$\mathbf{I}$

The net profit of the Company for year 2023 from article I of this Decision shall be allocated as follows:

• legal reserves in the amount of EUR 2,370,012.18
• other reserves in the amount of EUR 22,246,221.75.

Ш

It is approved that dividend to shareholders of the Company, owners of ordinary shares under the ticker PODR-R-A, shall be paid out in the gross amount of EUR 3,20 per share.

Dividend shall be paid out to all shareholders that are registered as shareholders at the Central Depository & Clearing Company Inc. on June 14th 2024 (record date).

Date on which securities of the Company will be traded without dividend payment right is June 13^th 2024 (ex date).

Dividend payment claim will be due on July 12^th 2024 (payment date).

The total maximum amount of dividend amounts to EUR 22,784,009.60. Paid amount of dividend will depend on the number of shares belonging to registered shareholders at the Central Depository & Clearing Company Inc. (reduced for dividend on treasury shares).

$N$

After the net profit of the Company has been allocated in accordance with articles II and III of this Decision Proposal, the remaining part of net profit shall be retained in retained earnings.

$\vee$

This Decision Proposal will be submitted to the General Assembly of the Company.

President of the Supervisory Board:

Damir Grhava

PODRAVKA Food Processing industry, Incorporated, Koprivnica, Ante Starčevića Street 32 | The Commercial Court in Bjelovar, CRN 010006549, PIN 18928523252 | Privredna banka Zagreb P.L.C., Zagreb, Radnička cesta 50, IBAN: HR94 2340 0091 1000 9852 6 | Share capital EUR 213,600,090.00, paid in full, total number of shares issued 7,120,003, nominal share value EUR 30.00 | President of the Supervisory Board Damir Grbavac | President of the Management Board Martina Dalić, Ph.D, members of the Management Board Davor Doko, Ivan Ostojić, Ljiljana Šapina, Milan Tadić