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HomeInvestorsInvestor informationDocumentsAnnual General Meeting28th AGM Resolutions

28th AGM Resolutions

7. 7. 2022

In accordance with articles 130 and 152 of the Market in Financial Instruments Act (ZTFI-1), the Management Board announces the

Resolutions of the 28th Annual General Meeting of Krka, tovarna zdravil, d. d., Novo mesto, held on 7 July 2022.

The total number of shares and voting rights represented at the General meeting was 16,814,131 representing 54.11% of the total shares with voting rights.

The General Meeting was attended by notary public, Darja Jarnovic, from Novo mesto.

1 The attorney Stojan Zdolšek is hereby appointed Chair of the AGM, and IXTLAN FORUM, d. o. o., Ljubljana the vote enumerator.

The resolution was passed unanimously.

2 Presentation of the 2021 Annual Report prepared by the Management Board, including the auditor’s report and the Supervisory Board’s report on its verification and approval of the 2021 Annual Report, report on remuneration of Management and Supervisory Board members in 2021, adoption of the resolution on the appropriation of 2021 distributable profit, and discharge of liability for the Management and Supervisory Boards for 2021.

2.1 The AGM shall be informed about the 2021 Annual Report of the Management Board, including the auditor’s report and the report of the Supervisory Board on its verification and approval of the 2021 Annual Report.

The resolution was adopted. There were 16,813,861 votes cast on the proposed resolution, equivalent to the same number of shares. There were 16,813,119 votes in favour of the proposed resolutions representing 100.00% of all votes cast. There were 742 votes against the proposed resolutions. There were 270 abstentions.

2.2 The AGM shall be informed about and adopt the Report on Remuneration of Management and Supervisory Board members of Krka, d. d., Novo mesto in 2021.

The resolution was adopted. There were 16,809,188 votes cast on the proposed resolution, equivalent to the same number of shares. There were 16,386,726 votes in favour of the proposed resolutions representing 97.49% of all votes cast. There were 422,462 votes against the proposed resolutions representing 2.51 % of all votes cast. There were 4,943 abstentions.

2.3 Distributable profit for 2021 totalling €318,625,126.16 shall be appropriated as follows:

  • Dividends €175,024,601.13 or €5.63 gross per share;
  • Other profit reserves €71,800,262.52;
  • Retained earnings €71,800,262.51.

Dividend payout shall commence on 21 July 2022. The shareholder records in the share register at KDD – Centralna klirinško depotna družba (Central Securities Clearing Corporation), d. d., Ljubljana as at 20 July 2022 shall apply for dividend payout.

The resolution was adopted. There were 16,814,071 votes cast on the proposed resolution, equivalent to the same number of shares. There were 16,807,364 votes in favour of the proposed resolutions representing 99.96% of all votes cast. There were 6,707 votes against the proposed resolutions representing 0.04 % of all votes cast. There were 60 abstentions.

2.4 The AGM approves and gives its consent to the work of the Management Board for the financial year 2021 and discharges it of liability for performance of its duties.

The resolution was adopted. There were 16,812,678 votes cast on the proposed resolution, equivalent to the same number of shares. There were 16,803,611 votes in favour of the proposed resolutions representing 99.95% of all votes cast. There were 9,067 votes against the proposed resolutions representing 0.05 % of all votes cast. There were 1,453 abstentions.

2.5 The AGM approves and gives its consent to the work of the Supervisory Board for the financial year 2021 and discharges it of liability for performance of its duties.

The resolution was adopted. There were 16,806,689 votes cast on the proposed resolution, equivalent to the same number of shares. There were 16,796,620 votes in favour of the proposed resolutions representing 99.94% of all votes cast. There were 10,069 votes against the proposed resolutions representing 0.06 % of all votes cast. There were 7,442 abstentions.

3. Approval of the Remuneration Policy for Management and Supervisory Bodies of Krka, d. d., Novo mesto

The resolution was not adopted. There were 16,791,066 votes cast on the proposed resolution, equivalent to the same number of shares. There were 7,474,709 votes in favour of the proposed resolutions representing 44.52% of all votes cast. There were 9,316,357 votes against the proposed resolutions representing 55.48 % of all votes cast. There were 23,065 abstentions.

4. Borut Jamnik shall be appointed a Supervisory Board member of Krka, d. d., Novo mesto – shareholder representative, for a five-year term of office commencing on 8 July 2022.

The resolution was adopted. There were 16,812,456 votes cast on the proposed resolution, equivalent to the same number of shares. There were 16,332,210 votes in favour of the proposed resolutions representing 97.14% of all votes cast. There were 480,246 votes against the proposed resolutions representing 2.86 % of all votes cast. There were 1,675 abstentions.

5. The audit firm KPMG SLOVENIJA, podjetje za revidiranje, d. o. o., Železna cesta 8a, 1000 Ljubljana shall be appointed as the auditor for financial years 2022, 2023, and 2024.

The resolution was adopted. There were 16,814,030 votes cast on the proposed resolution, equivalent to the same number of shares. There were 16,796,127 votes in favour of the proposed resolutions representing 99.89% of all votes cast. There were 17,903 votes against the proposed resolutions representing 0.11 % of all votes cast. There were 101 abstentions.

***

There were no challenging actions presented at the General Meeting.

The following major shareholders were present or represented at the General Meeting:

 ShareholderNumber of shares% of total
voting rights
1.KAPITALSKA DRUŽBA, D. D.3,493,03011.24 %
2.SDH, D. D.2,949,8769.49 %
3.REPUBLIKA SLOVENIJA2,366,1217.61 %
4.OTP BANKA D. D. – Client account1,413,4444.55 %
5.ERSTE GROUP BANK AG – PBZ CROATIA OSIGURANJE1,209,4383.89 %

Jože Colarič

President of the Management Board and CEO

Novo mesto, 7 July 2022