Unofficial English translation

MINUTES

of the Annual General Meeting of WABERER'S INTERNATIONAL Public Limited Company (registered office: 1239 Budapest, Nagykőrösi út 351.; registered with the Court of Registry Budapest under the company registration number Cg. 01-10-041375) held on 12 April 2024 at 10:08 a.m. in the conference room of the Library and Information Centre of the Hungarian Academy of Sciences, 1051 Budapest, Arany János utca 1., 2nd floor

Method of holding the general meeting: in person

Present:-The

shareholders of the

Company or

the

representatives

of the

shareholders

as indicated

in

the attendance

sheets

attached;

  • Sándor Székely is a member of the employee delegate of the Supervisory Board;
  • Zsolt Barna Chariman - CEO;
  • Barna Erdélyi Board member;
  • Szabolcs Tóth Chief Strategic and Financial Officer
  • Dr. Timea Tóth, Chief Legal Counsel;
  • Dr. Andrea Nyika, keeper of the minutes;
  • other invited guests.

Opening of the General Assembly: regularity of the convening of the General Assembly; quorum; election of the President of the General Assembly, the Secretary and the Authenticator of the Minutes

Mr Zsolt Barna, CEO, welcomed the participants and opened the Annual General Meeting of WABERER'S INTERNATIONAL Public Limited Company (hereinafter referred to as the "Company") at 10:08 a.m.

He informs the shareholders that the Board of Directors will be represented at the General Meeting together with Barna Erdélyi, member of the Board of Directors, while the Supervisory Board will be represented by Sándor Székely, employee delegate. The opinion of the Supervisory Board will be presented by the Chairman.

Zsolt Barna proposes to the General Meeting that Dr. Timea Tóth, Group General Counsel, be elected as the Chairperson of the General Meeting.

Dr. Timea Tóth welcomed the participants, thanked them for the invitation and explained that the General Assembly will be held in person and voting will be facilitated by voting machines, accordingly the votes will be counted electronically. He invites Péter Horváth, who is present on behalf of KELER Zrt., the company providing the voting system, to explain the essence of machine voting and the voting method.

Péter Horváth briefly introduces the voting system. During the registration process, shareholders were given a wireless radio frequency voting machine, to which each shareholder's unique voting number was assigned. Accordingly, he asks that the voting machine be taken care of and not given to anyone else. The voting machine can be switched on by pressing any button. Voting is done by pressing buttons 1, 2, 3: button 1 for YES, button 2 for NO and button 3 for VOTE FOR. Each vote will be ordered by the President of the Assembly and votes may be cast after the tone signal indicating the start of the vote until the next tone signal ending the vote.

Once voting has started, press and release the 1-2-3 buttons on the voting machine corresponding to your choice. At the same time as you press the button of your choice, the initials of the English equivalent of your vote will appear on the display. Y for Yes for button

1, N for No for button 2 and A for Abstain for button 3. Once the vote has been cast, an OK in the top right-hand corner of the display will indicate that the voting system has accepted the vote and confirmed it to the voting machine. It stresses that the vote cast cannot be changed, the system always records the vote cast first.

Within a few seconds of the end of voting, the results of the vote are displayed on the projector and on the monitor in front of the President. In addition to the votes cast, the number of votes not cast shall also be displayed. The President of the Assembly shall also announce the result of the vote orally. Voting percentages are rounded to two decimal places, so it is possible that, for example, in the case of 1 'no' vote, the percentage of votes cast will be 0.00%. Of course, every single vote is recorded and recorded in the minutes of the General Assembly.

A test vote is held to check the proper functioning of the voting machines.

Dr. Timea Tóth thanks the shareholders for the presentation and the successful test vote and informs the shareholders present that in accordance with the provisions of the Civil Code, shareholders whose names are included in the share register compiled on the second working day prior to the day of the General Meeting, i.e. on 10 April 2024, are entitled to exercise shareholder rights, including voting rights, at the General Meeting. Shareholders who, prior to the General Meeting, have proved their shareholding by means of a securities account statement in their name at the time of registration but whose names do not appear in the share register, may attend the General Meeting but may not exercise shareholder rights.

It states that the General Meeting convened today has a quorum because it was duly convened and a shareholder or shareholder representative representing more than 40% of the votes represented by the shares carrying voting rights is present. The Company published the notice of this General Meeting within the statutory deadline of 12 March 2024, and the General Meeting was duly convened. The total number of shares issued by the Company is 17,693,734, of which the number of treasury shares without voting rights is 214,699, corresponding to a total number of shares with voting rights of 17,479,035.

He explains that together with the representatives of KELER Zrt. he checked the proxies, which were found to be in order, and that all shareholders or their representatives signed the attendance sheets. On the basis of the data displayed on the projector, he notes that, in relation to the total number of shares carrying voting rights, the number of shares held by shareholders present or represented at the General Meeting represents 12,302,215 shares, representing 70.38% of the votes represented by shares carrying voting rights.

It declares that the General Assembly is quorate and may be held.

He informs those present that, as a general rule, resolutions of the General Meeting are adopted by a simple majority of the votes recorded when establishing a quorum, except for certain matters highlighted in the Articles of Association, such as the amendment of the Articles of Association, where a majority of at least three quarters of the shareholders present is required for a decision. For the agenda vote on the amendment of the Articles of Association, the need for qualified majority approval will be specifically highlighted. The quorum of the general meeting will be verified for each resolution.

The proposals relating to certain items on the agenda of the General Meeting and the relevant parts of the report of the Supervisory Board, as well as the proposals for resolutions put forward by the Board of Directors, were made available to shareholders for prior perusal, as they were published by the Company in the places provided for in the Articles of Association 21 days (21 March 2024) prior to the General Meeting.

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The agenda of the General Meeting published in the notice of this General Meeting was published by the Company on 12 March 2024. No further items can be added to the agenda of the General Meeting as not all shareholders of the Company are present.

Dr. Timea Tóth asks shareholders to speak on each item on the agenda of the General Meeting only after an explicit question has been raised during the discussion of the item. A shareholder who has spoken at a general meeting may request that a written version of his/her comments be attached to the minutes. Colleagues will help ensure that speakers are given a microphone by raising their hand to indicate that they wish to speak. Before speaking, they were asked to say their name and the number on the front of the voting machine out loud into the microphone and thus into the minutes. If a person who is not entitled to ask a question speaks, the President of the Assembly has the right to withdraw the floor.

The President of the Assembly asks for the consent of those present to take decisions by computer voting. The required number of votes for a decision: simple majority.

It presents the proposal for a decision presented by the Board of Directors of the Company:

"The Assembly agrees to computerised voting by electronic voting machine."

As no counter-proposals or objections have been made, the Chairman of the General Meeting invites shareholders to vote.

The result of the vote is presented: the General Assembly adopted the resolution by 12,251,746 votes in favour (99.59%), 0 votes against (0.00%) and 30,184 abstentions (0.25%). [20,285 (0.16%) voted against].

The shares represented by the validly cast votes, i.e. the total number of validly cast votes: 12,281,930 shares, and the share of the share capital represented by these shares: 69.41%.

Declares that the vote was successful and that the General Assembly adopted the proposal by General Assembly Resolution 1/2024 (12.4.IV).

In order to ensure that the General Meeting is properly documented, it is proposed to elect Dr Andrea Nyika of the Waberer's Group as the Secretary of the General Meeting. Dr. Judit Tóth, shareholder representative of Merkport Zrt. is invited to certify the minutes.

It presents the proposal for a decision presented by the Board of Directors of the Company:

"The General Assembly elects Dr. Timea Tóth as the chairperson of the General Assembly, Dr. Andrea Nyika as the keeper of the minutes of the General Assembly and Dr. Judit Tóth, representative of Merkport Zrt., as the authenticator of the minutes."

He asks whether the shareholders have any further suggestions or comments regarding the person of the chairman, the minutes' certifier or the minutes' secretary.

As there were no questions, no counter-proposals or objections, he explained that the required majority for a decision was a simple majority. He invites shareholders to vote.

The President of the General Assembly presented the result of the vote: the General Assembly adopted the resolution by 12,252,003 votes in favour (99.59%), 0 votes against (0.00%) and 30,184 abstentions (0.25%). [20,028 (0.16%) voted against].

The shares represented by the validly cast votes, i.e. the total number of validly cast votes: 12,252,003 shares, and the share of the share capital represented by these shares: 69.41%.

Dr. Timea Tóth states that the vote was successful and the General Assembly adopted the proposal by General Assembly Resolution 2/2024 (IV. 12.).

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The Chairman of the General Meeting proposes that the agenda and the order of business of the Annual General Meeting be adopted by the General Meeting in the form published by the Company on 12 March 2024 and displayed on the projector:

"The agenda of the General Assembly is adopted as published on 12 March 2024, as follows:

  1. Report of the Board of Directors on the management of WABERER'S INTERNATIONAL Plc., the business activities, business policy and financial position of the Company and the WABERERER'S Group for the year 2023
  2. Decision on the approval of the Consolidated Financial Statements for the year 2023 in accordance with International Financial Reporting Standards (IFRS), presentation of the relevant report of the Supervisory Board and the auditor
  3. Decision on the approval of the Company's Separate Annual Report 2023 prepared in accordance with International Financial Reporting Standards (IFRS) and on the proposal for the appropriation of profit after tax and the payment of dividends received (due) from subsidiaries, presentation of the relevant report of the Supervisory Board and the auditor
  4. Decision to accept the Corporate Governance Report of the Company
  5. Decision to grant an exemption
  6. Amendments to Chapter 14 of the Company's Articles of Association and adoption of the Company's consolidated Articles of Association incorporating the amendments
  7. Approval of the amended rules of procedure of the Supervisory Board
  8. Information of the Board of Directors on treasury shares acquired after the General Meeting of Shareholders of 18 April 2023; authorisation of the Board of Directors to acquire WABERER'S ordinary shares and to issue/create options
  9. Election of members of the Board of Directors, determination of their remuneration
  10. Election of members of the Supervisory Board, determination of their remuneration
  11. Election of members of the Audit Committee, determination of their remuneration
  12. Setting the remuneration of the Company's Statutory Auditor
  13. Public vote on the revised, consolidated Remuneration Policy of the WABERER'S Group
  14. Public vote on the WABERER'S Group Remuneration Report
  15. Others"

The Chairman of the General Meeting asked if there were any questions or comments from shareholders on this item.

As no questions, no counter-proposals or objections were raised, he explained that the required majority for a decision was a simple majority. Shareholders are invited to vote on the resolution proposal as shown on the projector.

The President of the General Assembly presented the result of the vote: the General Assembly adopted the resolution by 12,646,140 votes in favour (99.76%), 0 votes against (0.00%) and 30,184 abstentions (0.24%). [0 (0.00%) voted against].

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The shares represented by the validly cast votes, i.e. the total number of validly cast votes: 12,646,140 shares, and the share of the share capital represented by these shares: 71.64%.

The President of the General Meeting noted that the vote had been successful and the General Meeting had adopted the proposal on the agenda items and the order of their discussion by General Meeting Resolution 3/2024 (12.4.24).

He proposes that they proceed to the substantive discussion of the items on the agenda.

Agenda 1 Report of the Board of Directors on the management of WABERER'S INTERNATIONAL Plc., on the business activities, business policy and financial position of the Company and the WABERERER'S Group in 2023

Dr. Timea Tóth explains in relation to the first agenda that the Company has published its Board of Directors' report for the financial year 2023, and a presentation on the company's performance will be projected on the spot, with a brief presentation by Zsolt Barna and Barna Erdélyi.

Zsolt Barna describes the Company's 2023, taking into account its resources, warehouse capacity, number of employees, fleet, rail transport capacity in the company since February 2024. In addition to the success of the insurance business, the results page is proud of the group's 75 years of existence and the group's EBIT result, to which the insurance business is the outstanding business segment, with regional contract logistics contributing a slightly higher share than international freight.

Zsolt Barna pointed out that people see Waberer's primarily as a transport company, but the Group intends to gradually break away from this, as its primary goal for the future is to become the number one logistics service provider in Hungary and the Central and Eastern European region. It has already taken the first steps in this direction, as evidenced by the fact that in the last 2 years the Group has shifted its main service focus towards warehouse logistics and high added value services.

The main elements of the implementation of the strategy are: (1) infrastructure development, including keeping the average age of the fleet low (2) national and regional warehouse capacity development (3) development of new business lines, portfolio expansion in the Central and Eastern European market, the Group aims to become the leader in the region in road transport complemented by maritime and rail transport activities. Last year, 50% of the Group's turnover was generated by transport activities, while the other 50% was generated by other activities. The share of the traditional transport segment is expected to decrease further until 2027. This is perhaps not a bad thing, given that transport is a more sensitive area with a higher exposure to economic and market anomalies.

The Waberer's Sustainability or ESG Report 2023 has also been completed, and the Group is one of the first to do so. We are striving to provide a zero-emission logistics service offering to our customers, which could contribute to the revenue growth projected by management for 2027, as well as a shift towards higher value-added services and the expansion of the insurance segment. Of course, the investment needs for these activities are also high, with logistics improvements alone requiring EUR 105 m of funding in 2023.

Barna Erdélyi takes the floor and underlines that providing more complex, higher value- added services is in the interest of the company and its shareholders, as it will increase the average margin level of each activity. Important projects for 2023 include the development of a national logistics network - an energy-efficient own logistics warehouse network with Hungarian coverage and a regional reach - in line with the changing industrial structure of the country. In the case of Ecser, this means 98% completion, and is now in the process of

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being filled with customers. Industrial development in the Debrecen area is significant, so in addition to the significant warehouse logistics activity already existing in the western part of the country, this region has also been a focus.

We also plan to expand our warehouse capacity in Serbia and Slovakia to strengthen our presence in the region. One element of this strategy is the acquisition of a 51% stake in PSP Group. The region is also consciously moving towards green solutions, including rail logistics. We closed the acquisition in the first quarter of 2024 and are currently in the integration phase. The regional logistics expansion is also a response to customer demand, with the acquisition of 55% of the Serbian distribution company MDI recently completed.

The acquisition of MDI in Serbia was also justified by the fact that logistics services offer higher margins than transport. In addition, our partners are also pushing us towards providing cross- border, regional logistics services, with the message that what we can provide in the domestic market, we can also deliver at the regional level.

Zsolt Barna reports that Waberer's Group's annual revenue for FY 2023 increased by nearly 5% to EUR 711 m. EBIT performance reached a new record of EUR 42.8 m, thanks to a 17% year-on-year increase. The Group's consolidated profit after tax increased by over 50%. This outstanding performance is mainly due to the Group's logistics business shifting towards more complex services, the results of the insurance segment and the fact that the international business maintained its positive performance since 2022.

In 2024, in a complex market and economic environment, consolidated EBIT expectations are similar to this year's performance. In line with the trend set out in the strategic plan, management has committed to earnings growth in 2024, which is expected to be reflected in the figures in the third and fourth quarters. In the second half of 2024, the results of the PSP group and the MDI integration will already be included in the group's financials, but the results expected from the possible insurance acquisition have not been taken into account in the preparation of the presentation. Road transport will also be affected by a drastic increase in road tolls at the beginning of the year, which the group's member companies will only be able to incorporate into their contracts with a phase delay.

In 2024, trade integration of closed acquisitions is expected, so new projects will offset the effects of the negative economic environment and joint procurement activities with newly acquired companies could deliver further positive economic results. Further regional acquisition targets are being explored in Slovakia and Poland, with a view to regional expansion of strong logistics services in Hungary. The development of a higher value-added service portfolio and regional logistics developments are expected in Debrecen, Serbia with Belgrade as a hub, and Slovakia. ESG strategy and report completed, expansion of green services in the logistics market expected.

Barna Erdélyi emphasizes that the Company's communication on the capital markets is more transparent and more than in the past, because the management is constantly working to strengthen Waberer's presence and increase its visibility on the capital markets, while maintaining a stable financial performance. To this end, three independent analyses of Waberer's shares are currently published and available to investors and potential investors. Capital market instruments are constantly being explored to support the Group's strategic objectives.

This year, for the second time since the IPO, the Board of Directors of the Company proposes to pay a dividend of HUF 120 per share. In the spirit of sustainability and environmental awareness, the publication of the ESG report and strategy, and the relaunch of the Employee Share Ownership Programme (ESOP) at the request of shareholders, point in the same direction towards a stronger capital market presence. Share prices have also risen 107% thanks to the performance of the last 12 months. Management believes that the

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fundamentals of the company are largely in place and the aim now is to reflect this in the share price.

István Tallósy, shareholder, asks (1) what is the reason why EBIT increased more than profit after tax, whether this could be due to the currency exchange rate fluctuations in the market, (2) whether the results of the cartel lawsuit against the large vehicle manufacturers will be collected in 2023, (3) what is the reason why the EBIT target for 2024 is lower than last year's?

Szabolcs Tóth explains in his reply that (1) the stagnation of the profit after tax is the result of two effects: on the one hand, the interest rate environment has come under strong pressure, which is expected to be a local, temporary effect, and on the other hand, due to the fact that the insurance company will be accounted for under IFRS 17, an excess tax liability has arisen in the year 2023. (2) The Company has filed a claim for damages against several companies in Germany in the so-called cartel lawsuit, which is still pending, so far an out-of- court settlement has been reached with one truck supplier, This is a small part of the total claim for damages, but a terse capital market disclosure was published about this because the Company has agreed to confidentiality regarding the settlement.

Tamás Korányi, shareholder, indicates that he has tried to isolate the insurer's results for the past year, but he is not sure that he has done so accurately. He thought it might be worth looking at what the order of magnitude of the result of the insurance business would be in 2023 if it were considered as a separate company. Because of the difference in activities, he would have to separate insurance and logistics. A similar separation was previously made for Graphisoft when it separated its IT and real estate activities. If management were to consider whether an insurance company could be listed on the stock exchange, it may be that the two companies would be worth more separately than in the current unified structure on the capital market.

Zsolt Barna says that due to the current acquisition processes, this issue has already arisen and expert studies are currently underway to find a solution.

Szabolcs Tóth says that segment reports show double-digit growth in insurance activity in 2023. One of the important reasons for this is that the insurer was able to conclude approximately twenty percent more contracts in the 2023 business year, which reflects not only the growth of insurance services within the group, but mainly the growth of third-party insurance. The insurance company is also in the process of developing a diversified product portfolio beyond its core business.

Barna Erdélyi adds that about one third of the profit comes from insurance activities. The idea of floating the insurer's shares on the capital market has been mooted, but the details of the idea are still being worked out.

Béla Horváth, a shareholder, underlines in his comments that they are interested in doubling the target price. In the history of the insurer, which started when the transport company acquired an insurer because of high premiums, the same management ran the two companies with different profiles. The positive turnaround in the insurer's operations came when expert management was brought in to run the company. He confirms that, in his opinion, it would be optimal to separate the profiles as soon as possible, also from the expert side. As a result of such a separation, he believes that it would be possible to think about taking the insurer public.

Barna Erdélyi points out that the fact that the insurer is now no longer operating only as an intra-group fleet insurer also means that, in theory, the conditions for separation are in place. In the last 3-4 years, it has become a priority for the insurer to be able to manage independently and to be successful on its own. However, there are no concrete plans for the time being for the insurer to go public, and no such commitment is currently anticipated.

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As there were no further questions or comments, Dr. Timea Tóth thanked the presenters for their summaries and for their questions and answers. She presents the opinion of the Supervisory Board of the Company on this agenda item, according to which the Supervisory Board has examined the report of the Board of Directors on the management of the Company, the business activities, business policy and assets of the Company and the Group for the year 2023 and has taken note of it. The second agenda is for information only and does not contain any proposals for resolutions. It proposes to continue the meeting with the second item on the agenda.

Agenda 2 Decision on the approval of the Consolidated Financial Statements for the year 2023 in accordance with International Financial Reporting Standards (IFRS), presentation of the relevant report of the Supervisory Board and the auditor

Dr. Timea Tóth, Chairman of the General Meeting of Shareholders, explains that in accordance with the Accounting Act, WABERER'S INTERNATIONAL Plc. as the parent company is required to prepare consolidated financial statements, which are approved by the General Meeting of Shareholders. The consolidated annual accounts of the Company for the year 2023 have been prepared in accordance with International Financial Reporting Standards and are available to shareholders at the publication places indicated in the Articles of Association. The financial statements have been audited by PricewaterhouseCoopers Auditing Ltd. and reviewed by the Supervisory Board. The Company shall deposit and publish the accounts approved by the General Meeting of Shareholders as required by law.

He invites Balázs Mészáros, representative of PricewaterhouseCoopers Könyvvizsgáló Kft., to present the essence of the audit report on this agenda.

Balázs Mészáros said that PwC had conducted an audit of the consolidated financial statements of Waberer's International Plc and its subsidiaries as at 31 December 2023. In their opinion, the financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2023, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS") and comply in all material respects with the provisions of the Accounting Law (Accounting Law 2000). C. of 2000 on the preparation of consolidated financial statements in accordance with IFRS as adopted by the EU.

Dr. Timea Tóth presents the draft resolution contained in the proposal for the General Meeting of Shareholders previously published by the Board of Directors of the Company:

"The General Meeting approves the Company's Consolidated Financial Statements for the year 2023 prepared in accordance with International Financial Reporting Standards (IFRS) and the related Annual Report with the following key figures:

Assets/Financial assets:

703.562 thousand EUR

Profit for the year (+):

29.687 thousand EUR

Total comprehensive income:

EUR 44,304 thousand."

The Chairman of the General Meeting presents the opinion of the Supervisory Board of the Company on this item, according to which the Supervisory Board has reviewed the audited annual accounts of WABERER'S INTERNATIONAL Plc. for the financial year 2023 in compliance with its statutory audit obligations. In the opinion of the Supervisory Board, the Consolidated Annual Report 2023 complies with the statutory requirements and the Supervisory Board agrees with its contents.

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The Supervisory Board, in accordance with the proposal of the Board of Directors, proposes to the General Meeting of Shareholders to approve the Company's Consolidated Financial Statements for the year 2023, prepared in accordance with International Financial Reporting Standards (IFRS), with a balance sheet total of EUR 703,562 thousand and a profit for the year of EUR 29,687 thousand.

The Chairman of the General Meeting asked if there were any questions or comments from shareholders on this item.

Tamás Korányi, shareholder, asks what is the difference between the total comprehensive income and the profit for the year?

Szabolcs Tóth says that the IFRS transition of the insurance company justifies the difference.

There being no further questions, comments, suggestions or objections, he announced that the required majority for a decision was a simple majority. He invites shareholders to vote on the resolution proposal, which is also shown on the projector.

Dr. Timea Tóth presented the result of the vote: the General Assembly adopted the resolution with the number of votes indicated by the vote counting machine and recorded in the minutes, i.e. 12,672,833 (99.97%) in favour, 400 (0.00%) against and 3,091 (0.02%) abstentions. [0 (0.00%) voted against].

The shares represented by the validly cast votes, i.e. the total number of validly cast votes: 12,676,324 shares, and the share of the share capital represented by these shares: 71.64%.

The Chairman of the General Meeting noted that the vote was successful and the General Meeting adopted the proposal for the adoption of the consolidated annual accounts by

General Meeting resolution 4/2024 (12.4.24).

Agenda 3 Decision on the approval of the Company's 2023 Separate Annual Financial Statements prepared in accordance with International Financial Reporting Standards (IFRS) and on the proposal for the appropriation of the profit after tax, presentation of the relevant report of the Supervisory Board and the auditor

The Chairman of the General Meeting informs the shareholders that the approval of the annual accounts is the exclusive competence of the General Meeting, in accordance with the provisions of the Civil Code and the Articles of Association. The individual financial statements, prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU, have been audited by PricewaterhouseCoopers Könyvvizsgáló Kft. and reviewed by the Supervisory Board The Company will deposit and publish the financial statements approved by the General Meeting in accordance with the legal requirements.

He invites Balázs Mészáros, representative of PricewaterhouseCoopers Könyvvizsgáló Kft., to present the main points of the audit report on this agenda.

Balázs Mészáros said that PwC has audited the separate financial statements of Waberer's International Plc as of 31 December 2023, which in their opinion have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS") and comply in all material respects with the additional requirements of the Accounting Act for separate financial statements prepared in accordance with IFRS as adopted by the EU. The separate financial statements have been determined to give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company as at 31 December 2023.

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Dr. Timea Tóth presents the draft resolution contained in the proposal for the General Meeting of Shareholders previously published by the Board of Directors of the Company:

"The General Meeting approves the Company's 2023 Separate Annual Report and Accounts prepared in accordance with International Financial Reporting Standards (IFRS) and the related Annual Report with the following key figures:

Matching total of assets/tools:

EUR 324,163 thousand

Profit for the year (+):

16.223 thousand EUR

Total comprehensive income:

17.694 thousand EUR

The Company shall transfer the profit of EUR 16,223 thousand for the year under review included in the Individual Annual Accounts to the profit and loss reserve in full."

The Chairman of the General Meeting presents the opinion of the Supervisory Board of the Company on this item, according to which the Supervisory Board has reviewed the audited annual accounts for the financial year 2023. In accordance with the proposal of the Board of Directors, the Supervisory Board recommends to the General Meeting of Shareholders for approval the Company's Annual Report with a balance sheet total of EUR 324,163 thousand and a profit of EUR 16,223 thousand. The Supervisory Board agrees with the proposal of the Board of Directors regarding the appropriation of the profit.

The Chairman of the General Meeting asked if there were any questions or comments from shareholders on this item.

As there were no questions, no counter-proposals or objections, he announced that the required majority for a decision was a simple majority. Shareholders are invited to vote on the resolution proposal as shown on the projector.

Dr. Timea Tóth presented the result of the vote: the General Assembly adopted the resolution with the number of votes indicated by the vote counting machine and recorded in the minutes, i.e. 12,672,833 (99.97%) in favour, 400 (0.00%) against and 3,091 (0.02%) abstentions. [0 (0.00%) voted against].

The shares represented by the validly cast votes, i.e. the total number of validly cast votes: 12,676,324 shares, and the share of the share capital represented by these shares: 71.64%.

The President of the General Meeting noted that the vote had been successful and the General Meeting had adopted the proposal for the adoption of the separate annual accounts by General Meeting resolution 5/2024 (12.4.24).

He proposes that they move on to the discussion of the Dividend proposal.

The Chairman of the General Meeting said that the Company's free profit reserve for 2023, together with the dividends received (due) from the subsidiaries in the current year, constitutes an appropriate basis for the Company to declare a dividend.

If the dividend proposal is approved by the General Meeting, the Board of Directors will inform the Honourable Shareholders in a separate publication of the exact amount of the gross dividend per share and the detailed arrangements for the payment of the dividend.

Dr. Timea Tóth presents the draft resolution contained in the proposal for the General Meeting of Shareholders previously published by the Board of Directors of the Company:

"The General Meeting of Shareholders hereby appropriates to the Company, pursuant to Article 39 (3) and (3a) of Act C of 2000 on Accounting, the free profit reserve supplemented

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Waberer's International Nyrt. published this content on 10 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 May 2024 17:12:06 UTC.