Invitation-and-agenda-21.-5.-2026

PETROL, Slovenska energetska družba, d.d., Ljubljana

Dunajska c. 50, 1000 Ljubljana

tel.: 01 47 14 234

https://www.petrol.si

Pursuant to its resolution of 16 April 2026, the Management Board of PETROL, Slovenska

energetska družba, d.d., Ljubljana hereby issues notice convening the

on Thursday, 21 May 2026, at 12:00 (noon) in the conference hall on the premises of PETROL d.d., Ljubljana (hereinafter "the Company"), on Dunajska cesta 48, 1000 Ljubljana.

1. Opening of the General Meeting and election of working bodies

   Proposed resolution:

   1.

   Attorney Marko Zaman from Law Firm Zaman in partnerji d.o.o. from Ljubljana is elected as Chairman of the General Meeting, and a representative of Ixtlan Forum d.o.o. and Barbara Jama Živalič as officials responsible for counting the votes.

   The General Meeting is informed that the notarial protocol will be drawn up by Bojan Podgoršek,

   Notary Public from Ljubljana.

2. Presentation of the Annual Report and Report of the Supervisory Board on the Results of the Verification of the Annual Report for 2025; Report on Remuneration for the Management and Supervisory Bodies of PETROL d.d., Ljubljana in the 2025 financial year; use of profit for appropriation and granting of discharge

   Proposed resolution:

   2.1.

   The profit for appropriation as at 31 December 2025, amounting to EUR 103,079,900 will be distributed as follows:

   - a part of the profit for appropriation amounting to EUR 102,778,900 will be used for dividend payment which, excluding treasury shares, amounts to EUR 2.5 gross per share,

   - the remaining part of the profit for appropriation in the amount of EUR 301,000 resulting from treasury shares on the record date will be transferred to other profit reserves.

   The Company will pay dividends on 31 July 2026 to the shareholders registered at KDD (Central Securities Clearing Corporation) as at 30 July 2026.

   2.2.

   The General Meeting has taken note and hereby endorses the Report on Remuneration for the Management and Supervisory Bodies of PETROL d.d., Ljubljana in the 2025 financial year.

   PETROL, Slovenska energetska družba, d.d., Ljubljana

   Dunajska c. 50, 1000 Ljubljana

   tel.: 01 47 14 234

   https://www.petrol.si

   2.3.

   The General Meeting grants a discharge to the Management Board of the Company for the 2025 financial year.

   2.4.

   The General Meeting grants a discharge to the Supervisory Board of the Company for the 2025 financial year.

3. Remuneration Policy for Management and Supervisory Bodies of Petrol d.d., Ljubljana

Proposed resolution:

3.1.

The General Meeting of Shareholders endorses the Remuneration Policy for Management and Supervisory Bodies of PETROL d.d., Ljubljana. With the adoption of this resolution, the Remuneration Policy for Management and Supervisory Bodies of Petrol d.d., Ljubljana, adopted at the 38th General Meeting of Shareholders of PETROL d.d., Ljubljana, shall cease to apply.

Resolution under item 1 is proposed by the Management Board, resolutions under item 2 are proposed by the Management Board and the Supervisory Board, and resolution under item 3 is proposed by the Supervisory Board. Pursuant to Article 304 of the Slovenian Companies Act (ZGD-1), the 41st General Meeting of Shareholders of PETROL, Slovenska energetska družba, d.d., Ljubljana shall be attended by Bojan Podgoršek, Notary Public from Ljubljana.

Papers for the General Meeting, including the proposed resolutions with substantiations, the Annual Report with the Supervisory Board's report and the Governance Statement; the Report on Remuneration for Management and Supervisory Bodies of Petrol d.d., Ljubljana for the 2025 financial year (Article 294.b of the ZGD-1), the Remuneration Policy for Management and Supervisory Bodies of Petrol d.d., Ljubljana and other documents referred to in the second paragraph of Article 297.a of the ZGD-1 are available for inspection by shareholders at the information office at the Company's registered office in Ljubljana, Dunajska cesta 50, each working day between 10:00 and 13:00, from the date of publication of the notice convening the General Meeting until the actual General Meeting date, and on the Company's website http://www.petrol.si. The notice convening the General Meeting, the substantiations of the proposed resolutions and other relevant materials are also published on the website of the Ljubljana Stock Exchange (http://seonet.ljse.si), and the notice

PETROL, Slovenska energetska družba, d.d., Ljubljana

Dunajska c. 50, 1000 Ljubljana

tel.: 01 47 14 234

https://www.petrol.si

convening the General Meeting also on the AJPES website. The information referred to in the third paragraph of Article 296 of the ZGD-1 and comprehensive information on shareholders' rights in connection with submitting requests for additional agenda items, submitting counter-proposals and voting proposals, and shareholders' rights to be informed (the first paragraph of Article 298, the first paragraph of Article 300, and Articles 301 and 305 of the ZGD-1), is published on the Company's website and on the above-mentioned website of the Ljubljana Stock Exchange.

Within seven days of the publication of the notice convening the General Meeting, the shareholders whose aggregate holdings amount to one-twentieth of the Company's share capital may submit a written request for an additional item to be included on the agenda. The request must be accompanied by a written proposed resolution to be adopted by the General Meeting, or, where no resolution is to be adopted with respect to a particular agenda item, substantiation of such proposed agenda item. Pursuant to the third paragraph of Article 298 of the Companies Act (ZGD-1), the Management Board of the Company shall publish those additional agenda items in respect of which shareholders submit their requests to the Company no later than seven days after the publication of this notice convening the General Meeting. Any additional agenda item may be discussed at the General Meeting only if it has been published in the manner prescribed by Article 296 of the ZGD-1 at least 14 days prior to the General Meeting; otherwise, it shall be discussed at the first subsequent General Meeting. Shareholders may also submit their requests for additional agenda items to the Company by e-mail to skupscina@petrol.si.

Shareholders may submit proposed resolutions and voting proposals in writing for each agenda item. The Management Board of the Company shall publish, in the same manner as this notice convening the General Meeting (as provided in Article 296 of the ZGD-1), those shareholder proposals that are submitted to the Company within seven days of the publication of this notice convening the General Meeting, that are reasonably substantiated, and in respect of which the proposing shareholder indicates that they will object at the General Meeting to the proposal of the Management Board or the Supervisory Board and will seek to persuade other shareholders to vote in favour of the shareholder's proposal. Pursuant to Article 301 of the ZGD-1, a voting proposal does not need to be substantiated. Shareholders may also submit their proposed resolutions and voting proposals by email to skupscina@petrol.si.

Requests for additional agenda items, proposed resolutions, and voting proposals submitted to the Company by e-mail must be sent in a scanned form as attachments and must contain the handwritten signature of a natural person, or, in the case of legal persons, they must contain the handwritten signature of the representative and the stamp/seal of the legal person, if used. The Company reserves the right to verify the identity of the shareholder or principal submitting the request or proposal by e-mail, as well as the authenticity of the signature.

At the General Meeting, the shareholders may ask questions and request information on matters concerning the Company, insofar as such information is required for the assessment of the agenda, and may exercise their right to be informed pursuant to the first paragraph of Article 305 of the ZGD-1.

PETROL, Slovenska energetska družba, d.d., Ljubljana

Dunajska c. 50, 1000 Ljubljana

tel.: 01 47 14 234

https://www.petrol.si

Only those shareholders may attend the general meeting and exercise their voting rights who register their attendance at the General Meeting, either in person or by proxy, in such a manner that the Management Board receives their registration no later than by the end of the fourth day prior to the general meeting, i.e. no later than 17 May 2026 (inclusive), and who are entered as holders of shares in the Central Book-Entry Securities Register as at the end of day on 14 May 2026 ("record date"). If an intermediary who is not the ultimate shareholder is entered in the Central Securities Register as the holder of the shares, shareholders may exercise their voting rights on the basis of the evidence referred to in the second paragraph of Article 235.č of the ZGD-1, from which it is evident who the ultimate shareholder was on the record date. The registration forms shall be sent by post to: Petrol d.d., Ljubljana, Uprava družbe - za skupščino, Dunajska cesta 50, 1000 Ljubljana in such a manner that the Management Board receives them no later than by the end of the fourth day prior to the General Meeting. Registration forms sent through electronic media will not be valid. Only the registration forms containing the original signatures of shareholders and/or their representatives or proxies shall be considered valid and taken into account. The Company shall also accept as valid those registration forms submitted in standardised form via the Central Securities Clearing Corporation (KDD - Centralna klirinško depotna družba d.o.o.), which KDD has previously received through the intermediary chain. The registration form for the General Meeting is available on the Company's website and is also available free of charge at the Company's registered office in Ljubljana, Dunajska cesta 50 (information office) each working day between 10:00 and 13:00 from the date of publication of the notice convening the General Meeting until the actual date of the General Meeting.

Any shareholder who is entitled to attend the General Meeting may appoint a proxy to register attendance at the General Meeting on the shareholder's behalf, attend the General Meeting, and exercise the shareholder's voting rights. Such proxy authorisation shall be made in writing and submitted to the Company where it shall be kept on file. The form for registration, attendance, and exercise of voting rights by proxy is available on the Company's website and may also be obtained free of charge at the Company's registered office in Ljubljana, Dunajska cesta 50 (information office), each working day between 10:00 and 13:00 from the date of publication of the notice convening the General Meeting until the actual date of the General Meeting. If the registration for the General Meeting was submitted in original form and contains the shareholder's signature, it shall be sufficient for the proxy authorisation to be submitted to the Company by email to skupscina@petrol.si, in scanned form as an attachment. The proxy authorisation must contain the personal signature of a natural person, or, in the case of a legal entity, a personal signature of representative and a stamp/seal, if used. The Company reserves the right to verify the identity of a shareholder or principal submitting the proxy authorisation by e-mail, as well as the authenticity of the signature. Shareholders may revoke the authorisation in the same manner as they submitted it, at any time up to the actual date of the General Meeting.

An intermediary may exercise or delegate the exercise of voting rights in respect of shares not owned by it only if duly authorised in writing to do so. The intermediary shall retain the proxy authorisation in a manner ensuring its verifiability. Authorisation may be granted to a specific intermediary and may be revoked at any time. An intermediary may authorise persons who are not its employees to exercise the proxy authorisation only if this is explicitly permitted by the authorisation. If, based on a proxy authorisation, an intermediary exercises voting rights on behalf of a shareholder, the proxy authorisation document shall be submitted to the Company where it shall be kept. The intermediary

PETROL, Slovenska energetska družba, d.d., Ljubljana

Dunajska c. 50, 1000 Ljubljana

tel.: 01 47 14 234

https://www.petrol.si

must request voting instructions from the relevant shareholder and inform the shareholder that, unless such instructions are provided, the intermediary will exercise the voting rights in accordance with its own proposals as communicated to the shareholder, unless it may reasonably assume that the shareholder would approve a different decision if aware of the actual circumstances. The same rules as set out in this paragraph shall apply mutatis mutandis to fiduciary account holders in respect of shares not owned by them, to proxy voting advisors, and to other persons exercising voting rights on behalf of a shareholder on the basis of a proxy authorisation, as part of their business activity. Upon request, shareholders and/or their representatives or proxies shall present their personal identity document and written proxy authorisation; legal representatives shall also present an extract from the Register of Companies or Business Register.

As at the day of the notice to convene the General Meeting, the Company has 41,726,020 ordinary registered no-par value shares. In accordance with the law, each ordinary share entitles its holder to one vote at the General Meeting. On the day of the notice to convene the General Meeting, the Company holds 614,460 treasury shares without voting rights, 40,500 other non-voting shares, and 41,071,060 voting shares.

The participants are kindly requested to register upon arrival at the registration desk of the General Meeting one hour prior to the commencement of the meeting to confirm their attendance by signing the list of attending shareholders and collect their voting materials.

If a quorum is not achieved at the scheduled General Meeting start time, the General Meeting will reconvene at 14:00 on the same day at the same venue, irrespective of the amount of the represented share capital.

Pursuant to section 8.2 of Chapter 8 RELATIONS WITH SHAREHOLDERS of the Slovenian Corporate Governance Code for Listed Companies of 2 December 2024, the Company invites and encourages all significant shareholders, in particular institutional investors and the State, to inform the public of their policy for managing investments in listed companies, for example their voting policy, the type and frequency of governance activities, and the dynamics of their communication with the company's management or supervisory bodies.

PETROL, Slovenska energetska družba, d.d., Ljubljana Sašo Berger

President of the Management Board

Vpis v sodni register: Okrožno sodišče v Ljubljani, matična štev.: 5025796000, osnovni kapital: 52.240.977,04 EUR, ID za DDV SI80267432