CEZ a s : Outcomes of the Ordinary General Meeting of the Company ČEZ, a. s., held on June 28 and 29, 2022

Outcomes of the Ordinary General Meeting of the Company ČEZ, a. s., held on June 28 and 29, 2022

The Ordinary General Meeting of ČEZ, a. s., the proceedings of which had commenced on June 28, 2022, and had ended on June 29, 2022, adopted the following resolutions:

Opening (on June 28, 2022):

The General Meeting of ČEZ, a. s. elects:

• Mr. Petr Kasík as the chairperson of the General Meeting,
• Mrs. Tereza Hošková as the keeper of the minutes of the General Meeting,
• Mrs. Natálie Uxová and Mrs. Markéta Doskočilová as verifiers of the minutes of the General Meeting, and
• Mr. Milan Vácha and Mr. Martin Hlaváček as scrutineers for the General Meeting.

Item 1: Company Bodies Reports

The General Meeting did not adopt any resolution concerning item 1 of the agenda.

Item 2: Approval of the Financial Statements of ČEZ, a. s., and the Consolidated Financial Statements of CEZ Group for the Year 2021

1. The General Meeting of ČEZ, a. s., approves the financial statements of ČEZ, a. s., prepared as of December 31, 2021.
2. The General Meeting of ČEZ, a. s., approves the consolidated financial statements of CEZ Group prepared as of December 31, 2021.

Item 3: Decision on the Distribution of Profit of ČEZ, a. s.

1. The General Meeting of ČEZ, a. s., approves the distribution of the Company's 2021 profit amounting to CZK 4,406,893,805.66 and a portion of retained earnings amounting to CZK 21,416,614,626.34 as follows:
2. • Share in profit to be distributed to shareholders (the "dividend") ………. CZK 25,823,508,432.00 The dividend is CZK 48 per share before tax.

The record date for entitlement to the dividend is July 4, 2022. Entities that will be shareholders of the Company as at the record date for entitlement to the dividend will be entitled to the dividend.

The above-mentioned amount of the dividend is calculated from the total number of Company shares issued. The dividend allocated to treasury shares held by the Company as at the record date for entitlement to the dividend will not be paid. The amount corresponding to the dividend on treasury shares held by the Company as at the record date for entitlement to the dividend will be transferred to the retained earnings account.

The dividend is payable on November 1, 2022. The dividend will be paid through Česká spořitelna, a.s., company reg. No. 45244782, having its registered office at Olbrachtova 1929/62, Praha 4, postcode 140 00, in the manner presented to this General Meeting and published on the Company's website at www.cez.cz under the "Investors" link, in the subsection concerning the 2022 General Meeting in the "General Meetings" section together with the Board of Directors' draft resolution within this item of the General Meeting agenda, with the exception of (i) information on the payment date of the dividend, which shall be November 1, 2022, and (ii) deadline for the payment of the dividend, which shall be October 31, 2026.

1. The General Meeting of ČEZ, a. s., approves a change in the method of payment of profit shares (dividends) approved by the General Meeting of ČEZ, a. s., for distribution to the shareholders of ČEZ, a. s.:
2. • On the agenda item 5 of June 27, 2019 (Decision on the Distribution of Profit of ČEZ, a. s.);
   • On the agenda item 5 of June 29, 2020 (Decision on the Distribution of Profit of ČEZ, a. s.);
   • On the agenda item 4 of June 28, 2021 (Decision on the Distribution of Profit of ČEZ, a. s.);

in a way that from November 1, 2022 onwards, dividends approved for distribution to shareholders in the years 2019 to 2021, if the shareholders are still entitled to their payment on November 1, 2022, shall be paid in the manner presented to this General Meeting for the purpose of paying dividend approved for distribution to shareholders at this General Meeting and published on the Company's website at www.cez.cz under the "Investors" link, in the subsection concerning the 2022 General Meeting in the "General Meetings" section. Dividend payment deadlines and the possibility of paying dividends in cash after December 31, 2022, according to individual resolutions of the General Meeting of ČEZ, a. s., approving the distribution of profit to shareholders in 2019 to 2021 remain unaffected.

Item 4: Decision on Donations Budget

1. The General Meeting of ČEZ, a. s., approves a 2023 donations budget of CZK 150 million.
2. The General Meeting of ČEZ, a. s., approves increasing the 2022 donations budget by CZK 40 million as compared to the resolution passed by the General Meeting on June 28, 2021, that is, to a total of CZK 150 million.

(all the following resolutions were adopted by the General Meeting on June 29, 2022)

Item 5: Update of the Business Policy of CEZ Group and ČEZ, a. s.

The General Meeting of ČEZ, a. s., approves the update to the Business Policy of CEZ Group and ČEZ, a. s., as presented to the General Meeting by the Board of Directors.

Item 6: Decision to Amend the Company's Articles of Association

With effect from the day following the day when this General Meeting ends, the General Meeting of ČEZ, a. s., decided to amend the Company's Articles of Association as follows:

The current wording of Article 2 (1) of the Articles of Association is replaced by the following wording:

"1. The scope of the company's business is as follows:

1. power generation;
2. power trading;
3. thermal energy generation;
4. thermal energy distribution;
5. gas trading;
6. production, business and services not stated in annexes 1 to 3 of the Trade Licensing Act, specifically:
7. 1. Provision of services for agriculture, horticulture, fishing, forestry and hunting;
   2. Professional forest management and production of forest management plans and outlines;
   3. Publishing, printing, binding and copying;

1. Manufacture of building materials, porcelain, ceramic and plaster products;

1. 1. Manufacture of measuring, testing, navigation, optical and photographic instruments and equipment;
   2. Manufacture of electronic components, electrical equipment, and the manufacture and repair of electrical machinery, appliances and electronic equipment powered by low voltage;
   3. Manufacture, repair and maintenance of sport products, games, toys and prams and pushchairs;
   4. Operation of water supply and wastewater services, and water treatment and distribution;
   5. Waste management (except hazardous waste);
   6. Preparatory and finishing work, specialized construction activities;
   7. Intermediation in trade and services;
   8. Wholesale and retail trade;
   9. Maintenance of motor vehicles and accessories;
   10. Storage, packaging of goods, cargo handling and technical activities in transport;
   11. Forwarding and representation in customs procedure;
   12. Accommodation services;
   13. Provision of software, information technology consulting, data processing, hosting and related activities and web portals;
   14. Real estate services, facility management and maintenance;
   15. Leasing and loaning of movables;
   16. Guidance and consulting activities, production of expert studies and opinions;
   17. Preparation and production of technical designs, graphic and drawing work;
   18. Design of electrical equipment;
   19. Research and development in the field of natural and technical sciences or social sciences;
   20. Testing, measurement, analysis and inspections;
   21. Administrative services and services of an organizational and economic nature;
   22. Extra-curriculareducation, organization of courses, training, including instructor services;
   23. Operation of cultural, educational and entertainment facilities, organization of cultural productions, events, exhibitions, fairs, festivals, sales and similar events;
   24. Provision of technical services;
   25. Repair and maintenance of household goods, items of a cultural nature, precision equipment, optical equipment and measuring devices;
   26. Provision of services for legal entities and trusts;
2. production, installation and repairs of electrical machinery and devices, electronic and telecommunication equipment;
3. electrical equipment installation, repairs, reviews, and testing;
4. pressure equipment and gas vessels installation, repairs, reviews, and testing;
5. hazardous waste management business;

k) machining;

1. plumbing, heating;
2. insulation installations;
3. catering;
4. production of hazardous chemicals and hazardous chemical mixtures and sale of chemicals and chemical mixtures classified as very toxic and toxic;
5. psychological advisory services and diagnostics;
6. services in the area of occupational health and safety and health;
7. technical-organizationalactivities in the area of fire protection;
8. acting as accountants, bookkeeping, tax recordkeeping;
9. provision of technical services to protect property and individuals;
10. security of property and individuals;
11. lifting equipment installation, repairs, reviews, and testing;
12. locksmithing, toolmaking;
13. registry keeping;
14. construction, alteration and removal of buildings;
15. production and processing of fuels and lubricants and distribution of fuels;

1. road motor transport - passenger transport operated by vehicles designed to carry not more than 9 persons including the driver;
2. real estate intermediation;
3. installation, repair, inspection and testing of gas equipment and the filling of vessels with gas and
4. property, flat and non-residential premises rental."

In Article 14 (9) letter (r) and in Article 14 (10) letter (i) of the Articles of Association the words "pursuant to the Public Procurement Act" are replaced by the words "pursuant to the Act on Public Contracts Award".

The current wording of Article 14 (11) letter (d) of the Articles of Association is replaced by the following wording:

"d) long-term agreements for the purchase, sale and transit of electricity concluded for a period exceeding 3 years or if their value in each individual case exceeds CZK 3,000,000,000 (in words: three billion Czech crowns), agreements for the purchase of distribution and transmission services concerning electricity, agreements on the provision of supporting services under the Power Act, agreements for the purchase and sale of commodity derivatives and on the provision of commodity trade services, agreements for the purchase and sale of greenhouse gas emission allowances, agreements for purchase, sale, storage and transit of natural gas, agreements for the purchase of distribution and transmission services concerning natural gas and agreements for the purchase and sale of heat, all the foregoing if their value in each individual case exceeds CZK 3,000,000,000 (in words: three billion Czech crowns); in addition, the board of directors is obligated to advise members of the supervisory board in advance about the intent to make such agreement;"

Item 7: Approval of Template Service Contracts of a Supervisory Board Member and an Audit Committee Member

1. The General Meeting of ČEZ, a. s., approves the template service contract of a Supervisory Board member of ČEZ, a. s., as presented to the General Meeting by the Company's Board of Directors.

1. The General Meeting of ČEZ, a. s., approves the template service contract of an Audit Committee member of ČEZ, a. s., as submitted to the General Meeting by the Company's Board of Directors.

Item 8: Approval of the Remuneration Report ČEZ, a. s., for the Accounting Period of 2021

The General Meeting of ČEZ, a. s. approves the Remuneration Report ČEZ, a. s., for the accounting period of 2021, as submitted to the General Meeting by the Company's Board of Directors.

Item 9: Removal and Election of Supervisory Board Members

1. The General Meeting of ČEZ, a. s., removes Ing. Vladimír Černý from the Supervisory Board of the company ČEZ, a. s., effective as of August 31, 2022.
2. The General Meeting of ČEZ, a. s., removes Ing. Vladimír Kohout from the Supervisory Board of the company ČEZ, a. s., effective as of August 31, 2022.
3. The General Meeting of ČEZ, a. s., removes Ing. František Vágner from the Supervisory Board of the company ČEZ, a. s., effective as of August 31, 2022.
4. The General Meeting of ČEZ, a. s., removes Ing. Jan Vaněček from the Supervisory Board of the company ČEZ, a. s.
5. The General Meeting of ČEZ, a. s., confirms as a member of the Supervisory Board of the company ČEZ, a. s., Mgr. Roman Binder, date of birth April 22, 1982, residing at Spojařská 715/3, Postal Code 250 67 Klecany, who was appointed as a substitute Supervisory Board member on February 24, 2022.
6. The General Meeting of ČEZ, a. s., elects Mr. Ing. Radim Jirout, MBA, LL.M., date of birth April 6, 1971, residing at Wolkerova 1384, Postal Code 562 01 Ústí nad Orlicí, as a member of the Supervisory Board of the company ČEZ, a. s.
7. The General Meeting of ČEZ, a. s., elects Mr. Ing. Jiří Kadrnka, date of birth June 4, 1970, residing at Krátká 1229/18, Postal Code 693 01 Hustopeče, as a member of the Supervisory Board of the company ČEZ, a. s.
8. The General Meeting of ČEZ, a. s., elects Mr. Mgr. Vít Doležálek, date of birth March 10, 1982, residing at Skácelova 378, Postal Code 687 34 Uherský Brod-Újezdec, as a member of the Supervisory Board of the company ČEZ, a. s.
9. The General Meeting of ČEZ, a. s., elects Mrs. Ing. Eva Hanáková, date of birth May 21, 1977, residing at Na Bardóně 95, Postal Code 798 48 Protivanov, as a member of the Supervisory Board of the company ČEZ, a. s.

Item 10: Removal and Election of Audit Committee Members

1. The General Meeting of ČEZ, a. s., removes Ing. Jan Vaněček from the Audit Committee of the company ČEZ, a. s.
2. The General Meeting of ČEZ, a. s., elects Mrs. Ing. Andrea Lukasíková, date of birth February 7, 1980, residing at Zelený pruh 613/48, Postal Code 147 00 Praha 4 - Braník, as a member of the Audit Committee of the company ČEZ, a. s., effective from June 29, 2022.
3. The General Meeting of ČEZ, a. s., elects Mr. Ing. Petr Šobotník, date of birth May 16, 1954, residing at Jeseniova 2861/46, Postal Code 130 00 Praha 3, as a member of the Audit Committee of the company ČEZ, a. s.