PRFoods Minutes of annual general meeting

PRFoods Minutes of annual general meetingResolutions of the annual general meeting of shareholders of AS PRFoods 05 .12 .2022 The annual general meeting of shareholders (the Meeting) of AS PRFoods (the Company) was held on 5 th  December 2022 in Peetri st 12, Tallinn 10411, II floor, Estonia. The Meeting started at 12:00 and ended at 13:03. 11 shareholders attended the Meeting representing 76,65% of the total votes represented by all the shares with voting rights. Therefore,...

PRFoods
Minutes of annual general meeting

Resolutions of the annual general meeting of shareholders of AS PRFoods 05.12.2022

The annual general meeting of shareholders (the Meeting) of AS PRFoods (the Company) was held on 5^th December 2022 in Peetri st 12, Tallinn 10411, II floor, Estonia. 

The Meeting started at 12:00 and ended at 13:03. 11 shareholders attended the Meeting representing 76,65% of the total votes represented by all the shares with voting rights. Therefore, the Meeting was competent to pass resolutions. 

The following resolutions were passed at the Meeting:

1. Approval of the annual report of AS PRFoods for the financial year of 2021/2022

The shareholders decided to approve the annual report of the Company for the financial year 2021/2022 in the form submitted to the annual general meeting.

Voting results:

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

2. Decision to cover the loss of AS PRFoods for the financial year 2021/2022

The shareholders decided to: (a) to confirm the loss for the financial year 2021/2022 in the amount of 8 143 000 euros; (b) to cover the loss in the amount of 8 143 000 euros from share premium.

Voting results:

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

3. Appointment of the auditor for the financial year 2022/2023 and determination of the auditor's fee

The shareholders decided to approve the audit company KPMG Baltics OÜ (registry code 10096082) as the auditor of AS PRFoods for the financial year 2022/2023 and to pay the audit company for the audit in accordance with the agreement to be entered into with KPMG Baltics OÜ.

Voting results:

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

4. Determining the number of new Supervisory Board members of AS PRFoods

The shareholders decided to elect new supervisory board with five members.

Voting results:

Votes	No of Votes	Proportion to total votes (%)
In favour	28 876 744	99,97609%
Against	0	0.00%
Impartial	6 905	0,02391%
Did not vote	0	0.00%
Total	28 883 649	100.00%

5. Election of the members of the Supervisory Board members of AS PRFoods

The shareholders decided to:

1.1   to elect Aavo Kokk (identity code 36410042742) as a member of the supervisory board for a three-year term with the starting date of authorization 12.12.2022 and with the current monthly remuneration of 500 EUR gross.

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

1.2   to elect Harvey Sawikin (date of birth 16.02.1960) as a member of the supervisory board for a three-year term with the starting date of authorization 12.12.2022.

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

1.3   to elect Jaakko Karo (date of birth 24.01.1962) as a member of the supervisory board for a three-year term with the starting date of authorization 12.12.2022 and with the current monthly remuneration of 500 EUR gross.

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

1.4   to elect Kuldar Leis (identity code 36805296534) as a member of the supervisory board for a three-year term with the starting date of authorization 12.12.2022 and with the current monthly remuneration of 750 EUR gross.

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

1.5   to elect Lauri Kustaa Äimä (Finnish identity code 061271-081F) as a member of the supervisory board for a three-year term with the starting date of authorization 12.12.2022 and with the current monthly remuneration of 1000 EUR gross.

Voting results:

Votes	No of Votes	Proportion to total votes (%)
In favour	28 883 644	99,99998%
Against	0	0.00%
Impartial	5	0.00002%
Did not vote	0	0.00%
Total	28 883 649	100.00%

All decisions at the meeting were adopted in accordance with the stipulations of the law and Company's articles of association.

Indrek Kasela
AS PRFoods
Member of the Management Board
Phone: +372 452 1470
[email protected]
www.prfoods.ee