ENEFI Vagyonkezelo : Asset Management Plc. - GM - Resolutions

ENEFI Asset Management Plc.

(Company registration number: Cg. 01-10-045428; "Company")

hereby publishes the essential content of the resolutions made at the annual general meeting of the Company held on 2024. 04. 30. pursuant to the Capital Market Act and to Decree No 24/2008. (VIII.15.) of the Minister of Finance

Agenda Items:

1. Closing business year 2023 of the Company

1. Report of the Board of Directors on the management, net-worth position and business policy of the Company and on the Company's annual and consolidated annual report for business year 2023
2. Report of the Supervisory Board on the Company's annual and consolidated annual report for business year 2023
3. Report of the Auditor on the Company's annual and consolidated annual report for business year 2023
4. Decision on the acceptance of the individual annual financial statements (2023) of the company
5. Decision on the utilization of the profit after tax
6. Decision on the acceptance of the consolidated annual financial statements (2023) of the company.
   2. Advisory vote on the remuneration report of the Company.

1. Review and assessment of the performance of board members contemplated in previous business year and decision on the discharge of liability
2. Decision on the acceptance of the Board of Directors' report on corporate governance to be submitted to the Budapest Stock Exchange.
3. Decision on authorizing the Board of Directors to purchase own shares of the Company
4. Decision on decreasing the Company's share capital to increase other elements of its own capital by cancelling 3 336 143 pieces of ENEFI preference share (HU0000173737 ISIN) with a face value of HUF 10, owned by the Company with an amount of HUF 33.361.430. Thus the Company's share capital will

be reduced from HUF 166.061.090 to 132.699.660 and the number of dematerialized shares with a face value of HUF 10, issued by the Company will be reduced from 16.606.109 pieces to 13.269.966 pieces, within which the number of convertible-dividend preference shares decreases from 5,456,109 shares to 2,119,966 shares.

7. Decision on the amendment of the Articles of Association (in connaction with the capital increase, V/1., VI/1.) and decision on the acceptance of the Articles of Association comprised in a consolidated structure together with the amendments.

The General Meeting made the following resolutions with

Yes	2 812 156
No	0
Abstention	0

Resolution of the General Meeting 1/2024. (04.30.):

The General Meeting decides to elect the executives of the General Meeting as follows:

Chairman:Bálint László

The General Meeting made the following resolutions with

Yes

3 046 640

No	0
Abstention	0

Resolution of the General Meeting 2/2024. (04.30.):

The General Meeting decides to elect the executives of the General Meeting as follows:

	Recorder:	Dr. Gergely Sárkány
The General Meeting made the following resolutions with
Yes		3 046 640
No		0
Abstention		0

Resolution of the General Meeting 3/2024. (04.30.):

The General Meeting decides to elect the executives of the General Meeting as follows:

Teller: Csilla Kalmár

The General Meeting made the following resolutions with

Yes	3 028 684
No	0
Abstention	0

*Csillag László did not vote for his involvement

Resolution of the General Meeting 4/2024. (04.30.):

The General Meeting decides to elect the executives of the General Meeting as follows: Attestor of minutes: dr. Siska Miklós, shareholder

The General Meeting made the following resolutions with

Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 5/2024. (04.30.): The General Meeting decides to accept the agenda of the General Meeting.

The General Meeting made the following resolutions with

Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 5/2024. (04.30.):

The Board of Directors decides to accept the individual annual financial statements of ENEFI Asset Management Plc. for business year 2023.

the amount of HUF 7 588 501 thousand	balance sheet total
the amount of HUF 3 091 738 thousand	equity
the amount of HUF - 82 898 thousand (loss)	total comprehensive income

The General Meeting made the following resolutions with

Yes

No

3 046 640

0

Abstention

0

Resolution of the General Meeting 7/2024. (04.30.):

The Board of Directors decides ENEFI Asset Management Plc. do not disburse dividend to its shareholders.

The General Meeting made the following resolutions with

Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 8/2024. (04.30.):

The Board of Directors decides to accept the consolidated annual financial statements of ENEFI Energy Efficiency Plc. for business year 2023.

the amount of HUF 3 442 590 thousand	balance sheet total
the amount of HUF 2 807 465 thousand	equity
the amount of HUF-260 669 thousand (loss)	periodic comprehensive income
The General Meeting made the following resolutions with
Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 9/2024. (04.30.):

The general meeting decides to accept the remuneration report of the Company.

The General Meeting made the following resolutions with

Yes	799 440
No	0
Abstention	0

Resolution of the General Meeting 10/2024. (04.30.):

The general meeting decides to accept the proposal that Csaba Soós, member of the Board of Directors exercised his duties during the previous business year in favour of the Company's interests and discharge him of his liability in connection therewith.

Yes	2 812 156
No	0
Abstention	0

Resolution of the General Meeting 11/2024. (04.30.):

The general meeting decides to accept the proposal that Bálint László, member of the Board of Directors exercised his duties during the previous business year in favour of the Company's interests and discharge him of his liability in connection therewith

Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 12/2024. (04.30.):

The general meeting decides to accept the proposal that Virág Ferenc, member of the Board of Directors exercised his duties during the previous business year in favour of the Company's interests and discharge him of his liability in connection therewith.

Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 13/2024. (04.30.):

The general meeting decides to accept the corporate governance report of the Board of Directors that is to be submitted to the Budapest Stock Exchange.

Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 14/2024. (04.30.):

Shareholders' Meeting decides to authorize the Board of Directors to acquire own shares. The authorization shall be for the onerous acquisition of maximum 10,000,000 pieces ordinary shares and Dividend-preference convertible shares within 18 months for consideration at the stock exchange or outside the stock exchange. The minimum amount of the consideration (for all series) shall be HUF 1 while the maximum amount (for all series) shall be: previous day's stock market closing price of the listed ordinary shares + 20%

(to indicate the number of items and maximum and minimum amount of the consideration is an obligation set out by the law, the indicated amounts cannot be interpreted as forecasts they are not based on economic calculations, thus they are not eligible to influence decisions of investors.)

Yes	3 046 640
No	0
Abstention	0

Resolution of the General Meeting 15/2024. (04.30.):

The Shareholders' Meeting decides to decreasing the Company's share capital to increase other elements of its own capital by cancelling 3 336 143 pieces of ENEFI preference share (HU0000173737 ISIN) with a face value of HUF 10, owned by the Company with an amount of HUF 33.361.430. Thus the Company's share capital will be reduced from HUF 166.061.090 to 132.699.660 and the number of dematerialized shares with a face value of HUF 10, issued by the Company will be reduced from 16.606.109 pieces to 13.269.966 pieces, within which the number of convertible-dividend preference shares decreases from 5,456,109 shares to 2,119,966 shares.

Yes	3 046 640
No	0
Abstention	0

(This resolution of the general meeting becomes effective if the conditions for the delivery of the share capital are met.)

Resolution of the General Meeting 16/2024. (04.30.):

The Shareholders' Meeting decides to modified Paragraph 1. of Section V/1. of the Articles of Foundation as follows:

1. The share capital of the company is HUF 132.699.660.

Yes	3 046 640
No	0
Abstention	0

(This resolution of the general meeting becomes effective if the conditions for the delivery of the share capital are met.)

Resolution of the General Meeting 17/2024. (04.30.):

The Shareholders' Meeting decides to amended Section V/1. of the Articles of Foundation as follows:

The general meeting decided on 30 April 2024 on decreasing the Company's share capital to increase other elements of its own capital by cancelling 3 336 143 pieces of ENEFI preference share (HU0000173737 ISIN) with a face value of HUF 10, owned by the Company with an amount of HUF 33.361.430. Thus the Company's share capital will be reduced from HUF 166.061.090 to 132.699.660 and the number of dematerialized shares with a face value of HUF 10, issued by the Company will be reduced from 16.606.109 pieces to 13.269.966 pieces, within which the number of convertible- dividend preference shares decreases from 5,456,109 shares to 2,119,966 shares.

Yes	3 046 640
No	0
Abstention	0

(This resolution of the general meeting becomes effective if the conditions for the delivery of the share capital are met.)

Resolution of the General Meeting 18/2024. (04.30.):

The Shareholders' Meeting decides to modified Paragraph 1. of Section VI/1. of the Articles of Foundation as follows:

1. The registered capital consists of 11,500,000 pieces of registered, dematerialised ordinary shares, the par value of which is HUF 10, each (Series A) and 2.119.966 pieces of dematerialised dividend- preference convertible shares, the par value of which is HUF 110, each (Series H). Therefore, the total number of shares issued by the Company: 13.269.966 pieces.

Yes	3 046 640
No	0
Abstention	0

(This resolution of the general meeting becomes effective if the conditions for the delivery of the share capital are met.)

Resolution of the General Meeting 19/2024. (04.30.):

The Shareholders' Meeting decides to acceptance of the Articles of Association comprised in a consolidated structure together with the amendments

ENEFI Asset Management Plc.