Apator S.a.GPW: APT

Resolutions of AGM Apator SA 2025

· Issued by Apator S.a.

on the election of the Chairperson of the Ordinary General Shareholders Meeting

Pursuant to Article 409 sec. 1 of the Commercial Companies Code and Article 14 sec. 13 of the Articles of Association of Apator S.A., the Ordinary General Shareholders Meeting of Apator S.A., hereby resolves as follows:

Andrzej Leganowicz is elected as the Chairperson of the Ordinary General Shareholders Meeting.

There were 35,997,748 votes in favor of Resolution No. 1/VI/2025, no votes against and no abstentions, the number of shares from which valid votes were cast 35,997,748, i.e. 52.47% of the share capital, including the total number of valid votes 35,997,748, so the Chairman of the Meeting stated that the resolution was adopted.

on the adoption of the agenda of the Ordinary General Shareholders Meeting

the Ordinary General Shareholders Meeting of Apator S.A., adopts the following agenda:

  1. Opening of the Ordinary General Shareholders Meeting.

  2. Election of the Chairperson of the Ordinary General Shareholders Meeting.

  3. Confirmation of the correctness of convening the Ordinary General Shareholders Meeting and its ability to adopt resolutions.

  4. Approval of the agenda of the Ordinary General Shareholders Meeting.

  5. Consideration and approval of the report submitted by the Management Board on the activity of Apator Group for the period from 1 January 2024 to 31 December 2024, including the report on the activity of Apator S.A. for the period from 1 January 2024 to 31 December 2024.

  6. Consideration and approval of the financial statements of Apator S.A. for the financial year 2024.

  7. Consideration and approval of the consolidated financial statements of the Apator Group for the financial year 2024.

  8. Acknowledgement of the fulfilment of duties by Members of the Management Board of Apator S.A. in 2024.

  9. Consideration and approval of the report submitted by the Supervisory Board of Apator

    S.A. for the period from 1st January 2024 to 31st December 2024.

  10. Adoption of the resolution giving the opinion on the report of the Supervisory Board of Apator S.A. on remuneration of the members of the Executive Board and the Supervisory Board of Apator S.A. for the year 2024.

  11. Granting the vote of approval to the members of the Supervisory Board of Apator S.A. for the performance of their duties in 2024.

  12. Adoption of the resolution on profit distribution for the financial year 2024.

  13. Determination of the number of the Members of the Supervisory Board for the new joint tenure.

  14. Appointment of Supervisory Board Members for a new joint term.

  15. Determination of remuneration for Supervisory Board Members.

  16. Adoption of the resolution on the merger of Apator S.A. with the seat in Toruń as the Acquiring Company with the subsidiary Fabryka Aparatury Pomiarowej 'PAFAL' S.A. with the seat in Świdnica as the Acquired Company.

  17. Adoption of the resolution on the change of the remuneration policy of the members of the Executive Board and the Supervisory Board of Apator S.A.

  18. Adoption of the resolution on the adoption of the consolidated text of the remuneration policy of the members of the Management Board and Supervisory Board of Apator S.A.

  19. Adoption of the resolution on the authoriS.A.tion of the Supervisory Board of Apator

    S.A. to adopt Gender Balance Policy.

  20. Adoption of the resolution on the change of the Statute of Apator S.A.

  21. Adoption of the resolution on the adoption of the unified text of the Statute of Apator S.A.

  22. Adoption of the resolution on the change of the Regulations of the Supervisory Board of Apator S.A.

  23. Adoption of the resolution on the adoption of the unified text of the Regulations of the Supervisory Board Apator S.A.

  24. Adoption of the resolution on creation of the Programme of own shares buy-back in order to their redemption and reduction of share capital and creation of the Fund for redemption of shares to be used for financing the Programme of own shares buy-back.

  25. Miscellaneous.

  26. Closing of the meeting.

There were 35,313,390 votes in favor of Resolution No. 2/VI/2025, there were no votes against, there were no abstentions, the number of shares from which valid votes were cast was 16,900,683, i.e. 51.77% of the share capital, including the total number of valid votes 35,313,390, so the Chairman of the Meeting stated that the resolution was adopted.

regarding consideration and approval of the Report of the Executive Board on Activity of Group Apator for the period since 1st January 2024 till 31st December 2024 including Report of the Executive Board on Activity of Apator S.A. for the period since 1st January 2024 till 31st December 2024.

Based on art. 395 § 2 and § 5 of the Polish Commercial Companies Code and § 14 para 14 of the Statute Apator S.A. The Ordinary General Shareholders Meeting of Apator S.A. resolves as follows:

After consideration the report of the Executive Board on activity of Grupa Apator for the period from 1st January 2024 to 31st December 2024 including the report of the Executive

Board from activity of Apator S.A. for the period from 1st January 2024 to 31st December 2024 is approved.

There were 35,997,748 votes in favor of Resolution No. 3/VI/2025, there were no votes against and no abstentions, the number of shares from which valid votes were cast was 17,131,459, i.e. 52.47% of the share capital, including a total number of valid votes of 35,997,748, so the Chairman of the Meeting stated that the resolution was adopted.

on consideration and approval of the financial statement of Apator S.A. for the financial year 2024.

Pursuant to Article 395 sec. 2 of Commercial Companies Code and Art. 14 sec. 14 of the Articles of Association of Apator S.A., the Ordinary General Shareholders Meeting of Apator S.A., hereby resolves as follows:

After consideration, the Ordinary General Shareholders Meeting approves the financial statements of Apator S.A. for the financial year 2024, including:

  1. the statement of financial position prepared as at 31 December 2024, with total assets and liabilities amounting to PLN 546.007 thouS.A.nd,

  2. the statement of comprehensive income prepared for the period from 1 January 2024 to 31 December 2024 showing S.A.les revenue of PLN 536.578 thouS.A.nd, total comprehensive income of PLN 63.295 thouS.A.nd and net profit of PLN 63.295 thouS.A.nd,

  3. the statement of cash flows showing, for the period from 1 January 2024 to 31 December 2024, an increase in net cash by the amount of PLN 1,258 thouS.A.nd,

  4. the statement of changes in equity showing an increase in equity in the period from 1 January 2024 to 31 December 2024 by PLN 43.707 thouS.A.nd,

  5. notes to the separate financial statements, including a description of significant accounting policies and other explanatory information.

There were 35,997,748 votes in favor of Resolution No. 4/VI/2025, there were no votes against and no abstentions, the number of shares from which valid votes were cast was 17,131,459, i.e. 52.47% of the share capital, including a total number of valid votes of 35,997,748, so the Chairman of the Meeting stated that the resolution was adopted.