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Invitation

The Board of Directors of the company
JLV, a.s., Company ID: 45272298, Chodovská 228/3, 141 00 Prague 4
hereby convenes
in accordance with applicable general binding legal regulations and the company’s Articles of Association
the Annual General Meeting of Shareholders, which will take place on
June 4, 2024, at 8:30 AM at the company's headquarters at the address: Chodovská 228/3, Prague 4.

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Agenda of the General Meeting:

1. Opening and verification of quorum

2. Approval of the rules of procedure and voting rules of the general meeting

   • Proposed resolution: The general meeting approves the rules of procedure and voting rules of the general meeting.

   • Justification: Approval of the rules of procedure and voting rules falls within the competence of the general meeting.

3. Election of the governing bodies of the general meeting

   • Proposed resolution: The general meeting approves the governing bodies of the general meeting.

   • Justification: The approval of the governing bodies of the general meeting falls within the competence of the general meeting in accordance with § 422 of Act No. 90/2012 Coll.

4. Report of the Board of Directors on business activities and assets for 2023, annual financial statements for 2023, and proposal for the allocation of the financial result for 2023

   • Proposed resolution: The general meeting takes note of the Board of Directors' report on business activities and assets for 2023, the annual financial statements for 2023, and the proposal for the allocation of the financial result for 2023.

   • Justification: The Board of Directors submits to the general meeting the report on business activities and assets, the annual financial statements, and the proposal for the allocation of the financial result, so that the general meeting can subsequently decide on the approval of the presented materials and the allocation of the financial result for 2023.

5. Report of the Supervisory Board

   • Proposed resolution: The general meeting takes note of the report of the Supervisory Board.

   • Justification: The Supervisory Board submits the report in accordance with Article 36 of the company's Articles of Association.

6. Approval of the report on business activities and assets for 2023, the annual financial statements, and the decision on the allocation of the financial result for 2023

   • Proposed resolution: The general meeting approves the report of the Board of Directors on business activities and assets for 2023, the annual financial statements for 2023, and the proposal by the Board of Directors for the allocation of the financial result for 2023.

   • Justification: The approval of the report on business activities and assets, the financial statements, and the allocation of the financial result falls within the competence of the general meeting under Articles 18 and 30 of the company's Articles of Association and in accordance with § 421 of Act No. 90/2012 Coll.

7. Approval of the auditor ETI s.r.o., Company ID: 24793451, with its registered office at Bellevue 3245, Kročehlavy, 27201 Kladno, for the next period

   • Proposed resolution: The general meeting approves the auditor ETI s.r.o. for the year 2024.

   • Justification: The approval of the auditor falls within the competence of the general meeting according to § 17 of Act No. 93/2009 Coll.

8. Election of members of the Board of Directors and Supervisory Board

   • Proposed resolution: The general meeting elects, with immediate effect, a new member to the company's governing bodies to replace the previous member. Simultaneously, the general meeting approves the contract for the performance of duties of the new member of the governing bodies.

   • Justification: The election of members of the governing bodies falls within the competence of the general meeting according to § 421 paragraph 2 of Act No. 90/2012 Coll. According to § 443 paragraph 2 of Act No. 90/2012 Coll., the position of a member of the Board of Directors expires when a new member is elected.

9. Decision on the amount of remuneration to be allocated to the company's governing bodies

   • Proposed resolution: The general meeting approves the proposal by the Board of Directors regarding the amount of remuneration to be allocated to the governing bodies of the company – the Board of Directors and the Supervisory Board.

   • Justification: The decision on the amount of remuneration for the governing bodies falls within the competence of the general meeting according to Article 18 of the company's Articles of Association and § 61 of Act No. 90/2012 Coll.

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​10.  Conclusion

 

 

Financial Results for 2023 (in thousands CZK):

• Total Revenues: 601,352.6

• Operating Result (after tax): 9,764.4

• Total Costs: 591,588.2

• Assets/Liabilities: 467,734.8

Key Dates for the General Meeting:

• Record Date for Participation in the General Meeting: May 28, 2024.
  Shareholders who are registered in the book-entry securities register as the owners of shares on the record date have the right to attend the General Meeting and exercise shareholder rights.

• Registration of Shareholders:
  Registration for the General Meeting will begin at 8:00 AM on the day of the meeting.

• Identification for Registration:

  • Individual Shareholders: Must provide a valid identification card.

  • Corporate Shareholders: Must provide the original or certified copy of the current excerpt from the commercial register, along with an identification card of the individual representing the company at the meeting.

• Costs:
  Shareholders are responsible for their own costs related to attending the General Meeting.

• Proxy Representation:
  Shareholders may be represented by a proxy with an officially certified power of attorney granted by the individual shareholder or the statutory representative of the corporate shareholder. The power of attorney must include the full name of the shareholder and the proxy, the shareholder’s personal identification number (for individuals), or the name and ID number (for corporate shareholders).

• Documents for Voting:
  Documents to be voted on at the General Meeting will be available to shareholders at the company’s headquarters or on the company’s website.

                                                                       Board of Directors of JLV, a.s.

 

All relevant documents and information concerning the Annual General Meeting on June 4, 2024, are available at the company's headquarters.

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