Pursuant to the provisions of Articles 274 and 277 of the Company Act, Articles 22 and 24.2 of the Statute of the Company MON PERIN d.d., on 14 April 2022, the Management Board adopted the Decision to convene the Ordinary General Assembly of the Company and hereby publishes the Invitation to the:

ORDINARY GENERAL ASSEMBLY

of MON PERIN d.d. Bale, Trg La Musa 2, to be held on 17 June 2022 starting at 5 PM, in the Municipality of Bale, at Domenico Cernecca 3A (Sports Hall), with the possibility given to shareholders to participate remotely using electronic means of communication in real time.

THE AGENDA for the Ordinary General Assembly is as follows:

  • 1. Opening of the General Assembly and establishing the number of shareholders present in person and by proxy

  • 2. Presentation of the financial statements for the business year 2021 along with the Auditor's Report and the Reports of the Management Board and the Supervisory Board, and in this regard:

    • a. Decision on the distribution of the Company's profit

    • b. Decision on the granting of discharge to the Members of the Management Board

    • c. Decision on the granting of discharge to the Members of the Supervisory Board

  • 3. Appointment of the Company's Auditor for the year 2022

  • 4. Decision on the payment of dividend from retained earnings

  • 5. Decision on the Remuneration policy for Members of the Company's Management Board

  • 6. Decision concerning the adoption of the "MON PERIN Partner" Programme rules

  • 7. Report on the current state and expectations for the 2022 tourist season.

PROPOSALS OF DECISIONS

Ad 2. The Management Board and the Supervisory Bord propose to the General Assembly to pass the following decisions:

  • a. The Company's profits for the year 2021 in the amount of HRK 15,554,857 shall be allocated to retained earnings.

  • b. Approval of work is given (discharge is granted) to the Members of the Management Board for the management of the Company in 2021.

  • c. Approval of work is given (discharge is granted) to the Members of the Supervisory Board for the supervision of the Company in 2021, and in particular to:

    • For the period from 01.01.2021 to 25.07.2021 to Members:

      • Plinio Cuccurin

      • Giulio Palaziol

      • • Joško Miliša

      • • Josip Lozančić

      • Andrea Cerin

      • • Andrea Špiranac

      • • Korana Kolić

    • For the period from 26.07.2021 to 31.12.2021 to Members:

      • Plinio Cuccurin

      • • Joško Miliša

  • • Josip Lozančić

  • Andrea Cerin

  • • Andrea Špiranac

  • Janez Bojc

  • • Marija Orbanić

Discharge is granted to all the Members the Supervisory Board.

Ad 3.

The Supervisory Board proposes to the General Assembly to pass the following decision:The company UHY RUDAN d.o.o., Zagreba, Ilica 213, OIB: 71799539000, is appointed as the auditor of MON PERIN d.d. for the business year 2022.

Ad 4. The Management Board and the Supervisory Bord propose to the General Assembly to pass the following decisions:

The shareholders of the Company shall be paid a dividend of HRK 1.00 per each share. The dividend shall be paid out from retained earnings achieved in 2018 and 2019.

Dividend referred to under Item 1 hereof shall be paid out to all shareholders that are registered as shareholders of the Company with the Central Depository and Clearing Company as of 1 July 2022 (record date). Date on which the shares of the Company will be traded without dividend payment right is 30 June 2022 (ex-date). Dividend payment shall be due on 22 July 2022 (payment date).

Ad 5.

The Supervisory Board proposes to the General Assembly to pass the following decision:The Remuneration policy for Members of the Management Board is hereby approved, in the text adopted by the Company's Supervisory Board and published on the Company's website on 15 April 2022.

Ad 6. The Management Board and the Supervisory Bord propose to the General Assembly to pass the following decision:

For the purpose of starting and regulating the Company's comprehensive partnership program with its employees and shareholders, the Rules of the "MON PERIN Partner" Programme are hereby adopted and read as follows:

RULES OF THE

"MON PERIN PARTNER" PROGRAMME

1.

INTRODUCTORY STATEMENT

1.1. In order to promote participatory entrepreneurship, facilitate the investment cycle, enable additional participation of employees, shareholders, business partners and key connected persons in the growth and development of the Company, as well as foster shareholding, the "Mon Perin Partner" project ("Programme") is launched.

2.

SUBJECT OF THE RULES

2.1. These rules ("Rules") govern the important issues of Programme implementation, such as:

  • Persons who may participate in the Programme,

  • Rights under the Programme,

  • Modalities of participation in individual activities and the exercise of certain rights under the Programme,

  • Other issues relevant to the implementation of the Programme.

  • 3. PROGRAMME PARTNERS

3.1. Natural and legal persons affiliated with the Company have the right to participate in the Programme in accordance with these Rules:

  • 3.1.1. As employees of the Company or employees of persons affiliated with the Company through proprietary or business relations,

  • 3.1.2. As legal persons - affiliated with the Company,

  • 3.1.3. As business partners of the Company or of legal persons affiliated with the Company, and their employees,

  • 3.1.4. As shareholders of the Company.

("Partners")

  • 4. ACCOMMODATION BENEFITS

  • 4.1. All Partners are entitled to accommodation in the Company's facilities at a price reduced by 5% compared to the regular price valid on the day of use of the accommodation. The right applies to members of the Partner's household as well. This right can be transferred by participants - natural persons to two more families.

  • 5. INVESTING IN MOBILE HOMES

  • 5.1. In accordance with these Rules, Partners have the right to participate in the tender for investing in the purchase of mobile homes for the purpose of leasing it to the Company ("Mobile Home") in accordance with the Company's investment plan.

  • 5.2. The following Partners are entitled under Clause 5.1.:

    • 5.2.1. Any employee of the Company, or of a business entity affiliated with the Company with at least

      25% of the capital share or with a longer business relationship with the Company.

    • 5.2.2. Any business partner of the Company that has established a business relationship with the Company in the value of at least HRK 5,000,000 cumulatively over the previous three years, and

    5.2.3.

    Any shareholder of the Company:

    • 5.2.3.1. That, at the date of acquisition of the conditions for participation, has held shares (i.e. previous business interests) of the Company for at least ten years continuously, or

    • 5.2.3.2. That has held at least 10,000 (ten thousand) shares of the Company for more than one year continuously at the date of acquisition of the conditions for participation.

    ("Participants")

  • 5.3. The terms and conditions of investing in the purchase of Mobile Homes in accordance with the investment plan and the leasing thereof are as follows:

    • 5.3.1. The Company shall determine in each calendar year the quantity, type and price of the Mobile Homes to be leased;

    • 5.3.2. The Company shall define a ranking list of investors in the purchase of Mobile Homes on the basis of the list of Participants, whereby, in case of interest exceeding the available number of Mobile Homes, preference shall be given to shareholders with a larger stake in the Company corrected by

the acquisition time and the length of the holding period, and to employees with longer service in the Company and affiliated entities;

  • 5.3.3. The Company shall invite ranked persons to enter into a contract for the purchase and lease of the Mobile Home under the conditions laid down pursuant to this Clause of the Rules;

  • 5.3.4. At the same time as the purchase of the Mobile Home, the Participant shall conclude a lease agreement for the Mobile Home with the Company for a period of at least eleven years;

  • 5.3.5. The Company shall determine the amount of rent for a Mobile Home that will depend on the average income of similar types of Mobile Homes at the Company's campsite in the course of the calendar year, so that the rent is equal to 50% of the average income for similar types of Mobile Homes, provided that during the calendar year the average minimum income from similar types of Mobile Homes is realised in the quarterly amount of income from first-row pitches at the Mon Perin Campsite.

  • 5.3.6. After ten years of the lease, the rent shall be set, in accordance with the above conditions, at 30% of the income;

  • 5.3.7. The costs of maintenance and other costs of Mobile Homes or their use for the Company's activities during the lease period shall be borne by the Company;

  • 5.3.8. The owner of the Mobile Home shall be obliged to invest at least 10% of the annual rent in the purchase of the Company's shares and hold at least 75% of the shares of the Company which they held at the time of conclusion of the Purchase Agreement/Lease Agreement for the Mobile Home during the entire lease period

  • 5.3.9. Participants referred to in Clause 5.2.1 who have exercised the right to purchase and lease a Mobile Home are obliged to be employed by the Company or the affiliated business entity for the entire duration of the lease.

  • 5.3.10. At the latest by the end of the financial year in which they have exercised the right to purchase and lease a Mobile Home, Participants from Clause 5.2.2 who do not meet the condition in Clause 5.2.3 shall acquire at least 10,000 shares of the Company and shall continue to act in accordance with Clause 5.3.8.

  • 5.4. With regard to Participants who, during the lease period, do not act in accordance with the clauses of the Rules that apply to them, or behave incorrectly towards the Company, cause damage or harm the Company's reputation, the Company shall have the right to terminate their lease, and at its choice determine the removal of the Mobile Home from the Company's campsite at the cost of the owner or the back-purchase of the Mobile Home at a price equal to the agreed purchase price minus 10% for each started year of the lease.

  • 5.5. All conditions of acquisition of rights referred to in this Clause, as well as the conditions of purchase and lease not governed by these Rules, shall be governed by the invitation to participate in the investment, or purchase and lease agreements concluded by the Company and the Participants, applying the same conditions to all Participants.

  • 6. ADDITIONAL ACCOMMODATION BENEFITS

  • 6.1. Any Participant who has exercised the right referred to in Clause 5 and bought a Mobile Home and leased it to the Company shall be able to exercise the right to accommodation in the Company's facilities with discounts of 5% to 50% depending on the time of booking of the accommodation and the state of occupancy of the accommodation for themselves and their family, for the duration of the lease period.

  • 6.2. For each calendar year, the Company, through its marketing and sales department or other appropriate department, shall determine the time of application and the level of discounts in each period.

6.3. Participants who exercise the right referred to in this Clause shall be able to pay for accommodation in the

Company's facilities by offsetting against the rent from the current period.

7.

ENTRY INTO FORCE

7.1. The Company may prepare the conditions for the application of these Rules from the date on which the

Supervisory Board has agreed to them, and they shall apply to Partners from the date of adoption by the Company's General Assembly.

INSTRUCTIONS TO SHAREHOLDERS FOR PARTICIPATION IN THE GENERAL ASSEMBLY AND SHAREHOLDER'S RIGHTS:

The total number of shares with voting rights under the ticker symbol MONP-R-A is 10,673,027 and each share gives the right to one vote at the General Assembly but given that 52,400 treasury shares are dormant, the total number of votes at the Company's General Assembly as of the date of publication of this invitation is 10,620,627.

The status of the shareholders' accounts in the Central Depository and Clearing Company (CDCC) on the last day of the deadline set for sending applications to participate in the General Assembly will be applied to determine the number of votes an individual shareholder is entitled to at the General Assembly.

The shareholders who, pursuant to Article 279 of the Companies Act (hereinafter: ZTD) and Article 24.1 of the Company's Statute express their intention to participate in the General Assembly no later than six (6) days prior to the scheduled day of the General Assembly, that is, if they submit a valid application to participate in the Company's General Assembly no later than 10 June 2022, are entitled to participate in the General Assembly either in person or by proxy.

Pursuant to Articles 24.2. and 23.2. of the Company's Statute, the Management Board, with prior consent of the Supervisory Board, has decided to hold a "hybrid" General Assembly providing shareholders with the option to attend the meeting physically at the GA's venue and all shareholders and participants who so request shall be given the possibility to attend the General Assembly remotely by electronic means of communication in real time, which implies voting by electronic means of communication. For this purpose, an application is valid when the application is made in writing or by e-mail, and the power of attorney is granted to the person who has registered to attend the General Assembly and has submitted such power of attorney to the Company. The application must be submitted to the Company's headquarters in Bale, at Trg La Musa 2, or by e-mail to the addressmonperin@monperin.hr and must contain: name and surname, i.e. company of the shareholder, residence, i.e. registered office of shareholder, shareholder's identification number (OIB) and shareholder's e-mail address for receiving the access code to participate in the General Assembly online. If the application is not filed by the shareholder in person, the application form must contain also personal data of the applicant. Furthermore, the applicant must prove its authority to represent the shareholder (excerpt from the court register or power of attorney) as well as the e-mail address of the applicant for receiving the access code to participate in the General Assembly online. The shareholder, i.e., participant who wishes to discuss any agenda items during the General Assembly is invited to indicate in the application which items he/she wishes to discuss. The application form is available to all shareholders at the Company's websitewww.monperin.hr.

In the event that from the date of publication of this invitation until the deadline for publishing the invitation to the General Assembly any changes to the valid public authorities' decisions with regards to epidemiological conditions and restrictions associated with the SARS-CoV-2 virus pandemic take place, the Management Board and the Supervisory Board may, by making changes to this Invitation, provided these changes are still possible in organisational terms, in line with these changes adopt changes to the terms and conditions for physical

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Mon Perin dd published this content on 30 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 April 2022 12:36:02 UTC.