General Meeting

The General Meeting is convened by the Management Board. Also, the General Meeting may be convened by the Supervisory Board in cases where the Management Board fails to convene the General Meeting on time or where a convocation is necessary to ensure unhindered operations of the Bank. The General Meeting must be convened in the cases provided for by law, but at least once a year and when it is in the interest of the bank.

General Meetings are generally held at the place of the Bank’s registered office but may also be held in another place determined by the convenor. The notice of convocation of the General Meeting must be published no less than 30 days before the date of the General Meeting. The shareholders collectively holding at least one twentieth of the share capital are entitled to demand in writing that the Management Board convene the General Meeting of the Bank. The General Meeting of the Bank deciding on the allocation of distributable profit and on relief must be held within the first eight months following the end of the financial year, unless the legislation prescribes otherwise. Shareholders may participate at the General Meeting also without being physically present.

The shareholders have the right to participate at the General Meeting of the Bank, the voting right, the pre-emptive right to subscribe new shares in case of a share capital increase, the right to participate in profit (dividends), the right to a share in surplus in the event of liquidation or bankruptcy of the Bank, and the right to be informed. The General Meeting of the Bank shall adopt resolutions by ordinary majority of votes cast unless applicable laws or the Articles of Association stipulate a larger majority or other conditions.

Pursuant to Article 296 of the ZGD-1, NLB informs its shareholders about their rights as shareholders in the Information on Shareholders’ Rights published among the documents on the convocation of every General Meeting (i.e. in the detailed agenda, shareholder proposals, proposals for shareholder voting and the rights of shareholders to be informed).

The information on the convocation, material and other documentation in connection with the convocation of the General Meeting as well as the voting outcome are published on the Bank’s website (General Meetings).

The shareholders’ rights are detailed in the Corporate Governance Statement of NLB d.d., which is published on these websites and in the Corporate Governance chapter of the NLB Group Annual Report (Financial Statements).