Adris Grupa D.d.ZSE: ADRS

Decisions of the General Assembly Adris grupa d.d. 30062021

· Issued by Adris grupa d.d.
Ime firme d

HANFA - Croatian Financial Services Supervisory Agency

Franjo Rački st. 6

HR - 10 000 Zagreb

HANFA - Central Register of Regulated Information

Zagreb Stock Exchange d.d.

Ivan Lučić st. 2a

HR - 10 000 Zagreb

HINA - Croatian News Agency

ots@hina.hr

SECURITY: ADRS (ADRS-R-A); ISIN: HRADRSRA0007

ADRS2 (ADRS-P-A); ISIN: HRADRSPA0009

QUOTE: Zagreb Stock Exchange, regular market

LEI: 3157003OO9IA06S5FS61

HOME MEMBER STATE: Republic of Croatia

Rovinj, 30 June 2021

Subject:Decisions of the General AssemblyAdris grupa d.d.

The Company Adris grupa d.d., headquartered in Rovinj (the City of Rovinj - Rovigno), Vladimir Nazor st. 1, PIN: 82023167977 (hereinafter: "Company"), according to the Capital Market Act and the Rules of the Zagreb Stock Exchange d.d. hereby publishes the following information.

On 30 June 2021, a session of the General Assembly of the Company was held.

In accordance with the published Agenda:

1. Opening of the General Assembly and establishment of a list of participants at the General Assembly,

2. Consideration of the Annual consolidated and non-consolidated financial statements for 2020, the Annual report on the Company's operations and its associated companies for 2020 and the Report of the Supervisory Board on the oversight of business operations of the Company for 2020,

3. Decision on the use of profit from 2020

4. Decision on granting discharge to members of the Supervisory Board for the business year 2020,

5. Decision on granting discharge to members of the Management Board for the business year 2020,

6. Decision on the replacement of the Decision on the use of profit from 2019 and the Decision on changes in reserves on account of a merger of a subsidiary company with a new decision,

7. Decision on dividend payments,

8. Decision on the approval of the Report on remuneration of members of the Management Board and the Supervisory Board in the business year 2020

9. Decision on the appointment of the Company's auditor for the business year 2021,

The General Assembly of the Company adopted the following Decisions:

Ad 3)

I. It has been determined that the total realized profit after taxation for 2020 amounts to HRK 3,439,910.68.

II. Total realized profit for 2020, after taxation, in the amount of HRK 3,439,910.68, has been allocated to the retained profit of the Company.

Ad 4)

Discharge has been granted to members of the Supervisory Board for the business year of 2020.

Ad 5)

Discharge has been granted to members of the Management Board for the business year of 2020.

Ad 6)

1. Decision on the use of profit from 2019, adopted under Ad 7 of the agenda of the General Assembly of the company, held on 7 July 2020, which reads as follows:

"I. It has been determined that the total realized profit after taxation for 2019 amounts to HRK 24,379,488.65

II. Total realized profit for 2019, after taxation, in the amount of HRK 24,379,488.65, has been allocated to the Statutory Reserves of the Company."

has been annulled.

2. The Decision on changes in reserves of the Company on account of a merger of a subsidiary company, adopted under Ad 9 of the agenda of the General Assembly of the company, held on 7 July 2020, which reads as follows:

"I. It has been established that, on the basis of the carried out procedure of merging the company ADRIA RESORTS d.o.o., Rovinj, Obala V. Nazora 1, PIN: 16582230172 in 2019 with company Adris grupa d.d. and the application of the International Financial Reporting Standard 9 (IFRS 9), the overall impact on the retained profit of the Company is transferred to the Statutory Reserves of the Company.

II. Necessary book entries by changes in reserves of the company from point I. of the Decision will be carried out at the expense of reserves, generated and accumulated by the Company's operations in the period from 2001 to 2004 inclusive.",

has been annulled.

3. It has been determined that the total realized profit after taxation for 2019 amounts to HRK 24,379,488.65.

Total realized profit for 2019, after taxation, in the amount of HRK 24,379,488.65, has been allocated to the retained profit of the Company.

Total statutory reserves of the company on 31 December 2020, minus the amount of Statutory Reserves from point II. of the annulled Decision on the use of profit from 2019, increased by the impact on the statutory reserves under point I. of the annulled Decision on the change in reserves of the Company on account of a merger of a subsidiary company and decreased by bought own shares in the period between 01 January 2021 and the date of the adoption of the decision, are being transferred in the total amount from the statutory reserve item to the retained profit item.

It has been established that, based on the carried out procedure of merging the company ADRIA RESORTS d.o.o., Rovinj, Obala V. Nazora 1, PIN: 16582230172 in 2019 with company Adris grupa d.d. and the application of the International Financial Reporting Standard 9 (IFRS 9), the overall impact on the retained profit of the Company shall be transferred to the Statutory Reserves of the Company, generated and accumulated by the Company's operations in the period from 2001 to 2004 inclusive.

The Management Board shall be assigned to carry out necessary adjustments and adequate book entries relating to the enactment of this decision in the Company's accounts.

4. This decision shall enter into force on the date of its adoption.

Ad 7)

I. The company's shareholders will be paid a dividend in the amount of HRK 12.50 per share, from retained profit generated by the Company's operations in the period from 2005 to 2011 inclusive.

II. All shareholders of the Company registered as shareholders with the Central Depository Clearing Company d.d. on 14 July 2021 will be entitled to the dividend set out in point I. of the Decision. The dividend will be paid on 30 July 2021.

III. This decision shall enter into force on the date of its adoption.

Ad 8)

I. The Report on remuneration of members of the Management Board and the Supervisory Board for the business year 2020 as well as the Auditor's report, which constitute this Decision, have been approved.

II. This decision shall enter into force on the date of its adoption.

Ad 9)

PricewaterhouseCoopers doo, Zagreb, Heinzelova st. 70, and Deloitte d.o.o. Zagreb, Radnička cesta 80, are appointed as the auditors of the Company for the business year of 2021.

ADRIS GRUPA d.d.

Adris Grupa d.d. / Obala Vladimira Nazora 1 / 52210 Rovinj, Hrvatska

tel.: +385 (0)52 801 000, 801 122; fax: +385 (0)52 813 587 / adris@adris.hr / www.adris.hr