AS PRFoods resolutions on shareholders’ meeting

On 14.05.2021, the Management Board of AS PRFoods proposed to the shareholders to adopt the resolutions of the general meeting of shareholders stated below without convening the meeting.

The notice of the annual general meeting was published on 14.05.2021 in the stock exchange information system and on AS PRFoods website . The list of shareholders entitled to vote was fixed on 14.05.2021 at the end of the business day of the Nasdaq CSD settlement system and the electronic voting period was 14-24.05.2021.

Eight shareholders holding 29,234,198 votes that represent 75.57% of the share capital forwarded their votes in time. If a shareholder abstained, he/she was deemed to have voted against.

On 24.05.2021, the annual general meeting of the shareholders of AS PRFoods resolved:

1. Amendment of the Articles of Association

To make the following amendments to the Articles of Association of AS PRFoods:

• To supplement the Articles of Association of AS PRFoods with clause 6.8 in the following wording:

“6.8. The Supervisory Board may, within three years as of coming into force of this version of the articles of association, increase the share capital of the Company in the amount required for conversion of the convertible notes issued according to the 14.05.2021 resolution of the Supervisory Board. The Supervisory Board may not increase the share capital by more than EUR 3,500,000. The Supervisory Board may decide to increase the share capital by contributions in kind.”

• To delete clause 6.2.10.xii:

“Performance of any acts set out in this Article by a subsidiary of the Company;”

Shareholders gave 29,231,698 votes in favour of the resolution, i.e. 75.57% of all votes.

2. Exclusion of the shareholder’s pre-emptive subscription right

To exclude the pre-emptive right of the shareholders to subscribe for new shares issued by the Supervisory Board in compliance with clause 6.8 of the articles of association for conversion of the notes issued according to the 14.05.2021 resolution of the Supervisory Board.

Shareholders gave 29,231,698 votes in favour of the resolution, i.e. 75.57% of all votes.

The voting record will be published on the website of AS PRFoods at the latest.

Indrek Kasela

AS PRFoods

Memeber of the Management Board

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