NEO Finance
Notification on material event

Notice of the newly convened ordinary General Meeting of Shareholders of NEO Finance, AB

We inform that NEO Finance, AB (hereinafter - the Company), legal entity code 303225546, registered office at A. Vivulskio st. 7, Vilnius, ordinary general meeting of shareholders which was supposed to take place on April 19, 2024, was not convened due to deficiencies in the notification of the convening of the ordinary general meeting of shareholders.

The Company, on the initiative and decision of the board, calls for the Company's ordinary general meeting of shareholders on May 17, 2024, at 10:00 AM.

The meeting will take place at the address: Ukmergės g. 126, Vilnius. Agenda of the meeting:

• Approval of the Company's audited financial statements for the period from January 1, 2023, to December 31, 2023.
• Approval of the distribution of the Company's profit (loss) for 2023.
• Approval of the Company's internal audit report for 2023.
• Approval of internal audit regulations and procedures.
• Approval of the Company's long-term (2024-2027) internal audit plan.
• Election of the audit firm that will perform the Company's internal audit for 2024.
• Change of the Company's registered office.

Proposed draft solutions:

1. Approval of consolidated set of annual financial statements of the Company for the period between 01/01/2023 and 31/12/2023

Taken for the information annual report of the Company for the year 2023, prepared by the Company.

Taken for the information Auditor's report on the Company's financial statements.

To approve consolidated set of annual financial statements of the Company for the period between 01/01/2023 and 31/12/2023, audited by UAB Grand Thornton Baltic.

To mandate the Head of Administration the Company or a person authorized by him/her to sign all necessary documents and to perform all necessary

2. Approval of the Company's profit (loss) distribution for 2023

To approve the distribution of net audited profit (loss) according to IFRS for 2023 in the following order.

  Draft profit distribution

3. Approval of the 2023 internal audit report of the Company

To approve 2023 internal audit report of the Company.

4. Approval of an internal audit regulations and procedures

To approve a new version of internal audit regulations and rules.

5. Approval of the long-term (from year 2024 to year 2027) internal audit plan of the Company

To approve the long-term (from year 2024 to year 2027) internal audit plan of the Company.

6. Selection of the audit firm to perform the Company's internal audit for 2024

To elect the audit company UAB Proventus Law LT, code 302448382, to perform the Company's year 2024 internal audit.

7. Approval of change of address of the company's registered office

To approve the change of the registered office address to Ukmergės str. 126, LT-08100, Vilnius

Other important information:

A physical person's power of attorney must be notarized. A power of attorney issued in a foreign country must be translated into Lithuanian and legalized according to the procedure established by law.

A shareholder or his representative has the right to vote in advance in writing by filling out a general voting ballot. If the shareholder wishes, the Company will send the general voting ballot free of charge by registered or electronic mail, no later than 10 days before the meeting. The completed general voting ballot and the document confirming the right to vote must be received by the Company no later than before the meeting. The general voting ballot is presented in writing on business days to the Company or sent by registered mail to the address specified in the notification. The general voting ballot, signed with a qualified electronic signature, is submitted by email by sending it to legal@neofinance.com.

Shareholders holding shares that grant no less than 1/20 of all votes may propose to supplement the agenda of the general meeting of shareholders, submitting a project of decision for each additional proposed item or, when a decision is not required, an explanation. Proposals to supplement the agenda must be submitted in writing or by email. Written proposals are presented on business days to the Company or sent by registered mail to the address specified in the notification. Proposals by email are submitted by sending them to legal@neofinance.com. The agenda is supplemented if the proposal is received no later than 14 days before the ordinary general meeting of shareholders. If the agenda of the general meeting of shareholders is supplemented, the Company will announce the supplements no later than 10 days before the meeting in the same way as the convocation of the meeting was announced.

Shareholders holding shares that grant no less than 1/20 of all votes may at any time before the general meeting of shareholders or during the meeting propose new projects of decisions on issues that are included or will be included in the agenda of the meeting. Proposals can be submitted in writing or by email. Written proposals are presented on business days to the Company or sent by registered mail to the address specified in the notification. Proposals by email are submitted by sending them to legal@neofinance.com.

Shareholders have the right to submit questions in advance to the Company related to the agenda items of the meeting. Questions can be submitted by shareholders in writing on business days to the Company or sent by registered mail to the address specified in the notification, or by email, by sending them to legal@neofinance.com no later than 3 business days before the meeting. The Company will respond to the submitted questions by email or in writing before the meeting, except for those questions related to the Company's commercial (production) secret, confidential information, or those submitted later than 3 business days before the meeting.

The Company does not provide the opportunity to participate and vote in the meeting using electronic communication means.

A shareholder may authorize another physical or legal person to participate and vote on behalf of the shareholder at the meeting using electronic communication means. Such authorization is not notarized. A power of attorney issued using electronic communication means must be confirmed by the shareholder with an electronic signature, created with secure signature creation software and verified by a qualified certificate valid in the Republic of Lithuania. The shareholder must notify the Company about the power of attorney issued by electronic means by email to legal@neofinance.com no later than the last business day before the meeting at 10:00 AM. The power of attorney and notification must be in writing. The power of attorney itself and the notification to the Company must be signed with an electronic signature, not the email sent. When submitting the notification to the Company, the shareholder must provide an internet address from which the shareholder's electronic signature verification software can be downloaded free of charge.

The record date of the meeting is May 10, 2024 (only those persons who are shareholders of the Company at the end of the record date of the general meeting of shareholders or their authorized persons, or persons with whom a voting right transfer agreement has been concluded, have the right to participate and vote at the general meeting of shareholders).

The shareholders of the Company may familiarise with the draft resolution of the meeting and the form of the general ballot paper under the procedure prescribed by the laws on the Company’s website www.neofinancegroup.com.

Head of Administration
Evaldas Remeikis
Email: evaldas.remeikis@neofinance.com