3 June 2024
In accordance with the provisions of the Companies Act and on the basis of Article 10 of the DOM-TITAN Company Statute d.d. convened by the company's management
32nd meeting of the company's assembly
DOM-TITAN d. d., Kovinarska cesta 28, Kamnik,
which will be held on Thursday, June 20, 2024 at 11:00 a.m. at the company headquarters, Kovinarska cesta 28, Kamnik
AGENDA:
1. Opening of the assembly, determination of quorum and election of working bodies
Proposal for a management decision:
The quorum of the assembly is established. Lawyer Marjana Šnuderl is elected as the president of the assembly. Two vote counters are elected.
The assembly is informed that the notary minutes of the assembly will be drawn up by notary Judita Učakar Rženičnik.
2. Presentation of the company's annual report for 2023 with an auditor's opinion and a written report of the Supervisory Board on the results of the verification of the annual report for the financial year 2023, coverage losses of the financial year 2023 and the granting of a discharge to the management and the supervisory board for the year 2023
The General Assembly takes note of the audited annual report of the company for the financial year 2023 and the report of the Supervisory Board on the verification and approval of the annual report for the financial year 2023.
Proposal for a decision of the management board and the supervisory board:
a. In the financial year 2023, the company DOM-TITAN d.d. generated a net loss of EUR 271,955.45. The established net loss of the financial year 2023 in the amount of EUR 271,955.45 is covered from the remainder profit of the 2019 financial year.
Proposal for a decision of the management board and the supervisory board:
b. The General Assembly grants a discharge to the management for the financial year 2023.
Proposal for a decision of the management board and the supervisory board:
c. The General Assembly grants a discharge to the Supervisory Board for the financial year 2023.
3. Dismissal and appointment of a new member of the supervisory board, shareholder representative
Proposal for a management decision:
As of June 20, 2024, the current member of the supervisory board, Prot Jean Bertrand Maxence Alain, will be recalled.
Jérôme Alain Vivien Denis is appointed as a new member of the supervisory board, for a term of office of four years, starting from the date of appointment.
Information for shareholders
Access to materials for the assembly:
Material for the general meeting of the company with the agenda and proposals for resolutions, the annual report together with the statement on management and the report of the supervisory board will be available for inspection by the shareholders at the company's headquarters in Kamnik, Kovinarska cesta 28, every weekday from the date of publication of the convocation until the day of the meeting between 10:00 a.m. and 12:00 p.m. Shareholders can obtain free materials for the general meeting at the address indicated in the previous sentence.
Shareholders' demands and proposals:
Shareholders can propose resolutions in written form for each item on the agenda. Shareholder proposal in accordance with the first paragraph of Article 300 ZGD-1, is published in the same way as this notice, if the shareholder is within seven days after the announcement of the convening of the general meeting, he sent a reasonably justified proposal to the company, announcing that on object to the proposal of the management board or the supervisory board to the general meeting and that he will prepare other shareholders to do so, that they will vote for his proposal.
The shareholder's proposal on the election of members of the supervisory board, board of directors or auditors is reasonable apply the provisions of Article 300 of the ZGD-1. There is no need to justify the electoral proposal.
Shareholders whose total shares amount to one-twentieth of the share capital may, in accordance with the first paragraph 298 of Article ZGD-1, within 7 days after the publication of the convening of the general meeting, request an additional point of the daily order. The request must be accompanied by a written proposal for a resolution to be decided by the assembly.
Shareholder's right to information:
Shareholders can ask questions at the general meeting and request information about the company's affairs, if any necessary to assess the agenda and exercise their right to information in accordance with paragraph 1 Article 305 of ZGD-1.
Conditions for participation in the general meeting:
Those shareholders who, as holders of of shares entered in the central register of dematerialized securities at the end of the seventh day before general meeting, i.e. up to and including June 13, 2024, and who register their participation in the general meeting in writing at the latest by the end of the fourth day before its meeting to the company's management board, i.e. up to and including June 16, 2024, or due to the expiration of the application deadline on a day when there is no work at the company, is the last day for application 17.6.2024. Shareholders or their proxies or representatives present themselves with an identity document, certified written power of attorney, legal representatives also with an extract from the court register, which is not older than seven days. Powers of attorney for representation at the general meeting must be deposited in writing at the head office of the company no later than the end of the fourth day before the meeting of the general assembly.
Shareholders register half an hour before the session of the general meeting in the designated area, where they sign the list of shareholders present and they collect the ballots.