The resolutions of the General Ordinary Shareholders Meeting (hereinafter - the Meeting) of special closed-ended type real estate investment company INVL Baltic Real Estate (hereinafter - the Company) that was held on 24 April 2026:
1. Presentation of the Company's consolidated annual management report for 2025
1.1 Shareholders of the Company were presented with the consolidated annual management report of the Company for 2025 (attached) (there is no voting on this issue of agenda).
2. Presentation of the independent auditor's report on the financial statements and consolidated annual management report of the Company
2.1. Shareholders of the Company were presented with the independent auditor's report on the financial statements and consolidated annual management report of the Company (attached) (there is no voting on this issue of agenda).
3. Presentation of the Company's investment committee's recommendation on the draft of the profit (loss) distribution (including the formation of the reserve) and the draft of the information about remuneration
3.1. Shareholders of the Company were presented with the independent auditor's report on the financial statements and consolidated annual management report of the Company (attached) (no resolution is adopted on this agenda item).
4. Regarding the assent to the information about remuneration of the Company, as a part of the consolidated annual management report of the Company for the year 2025
4.1. To assent to the information about remuneration of the Company, as a part of the consolidated annual management report of the Company for the year 2025 (attached).
5. Approval of the consolidated and stand-alone financial statements for 2025 of the Company
5.1. To approve the consolidated and stand-alone financial statements for 2025 of the Company.
6. Deciding on profit distribution of the Company
6.1. To distribute profit of the Company as follows:
| Items | (thousand EUR) |
| Retained earnings (loss) at the beginning of the reporting financial year | 6,977 |
| Net profit (loss) for the financial year | 3,667 |
| Profit (loss) not recognised in the statement of profit or loss | - |
| Shareholders' contributions to cover the Company's losses | - |
| Distributable result - profit (loss) - at the end of the financial year | 10,644 |
| Transfers from reserves | - |
| Distributable profit (loss) in total | 10,644 |
| Profit appropriation: | |
| - to legal reserves | - |
| - to the reserve for acquisition of own shares | - |
| - to other reserves | - |
| - dividends* | (714) |
| - annual payouts (tantjemos), bonuses and other purposes | - |
| Retained earnings (loss) at the end of the financial year | 9,930 |
*0.09 EUR is paid per share
7. Presentation of the Company's Management Company's notice regarding the share repurchase price
7.1. Shareholders of the Company were presented with the Company's Management Company's notice regarding the share repurchase price (attached) (no resolution is adopted on this agenda item).
8. Establishment of the procedure for the acquisition of own shares
8.1. To use the formed reserve (or part thereof) for the acquisition of own shares and, having assessed the economic usefulness, to acquire shares of INVL Baltic Real Estate under the conditions set out below:
- the purpose for the acquisition of own shares: to reduce the authorised capital of the Company by cancelling the shares purchased by the Company;
- the maximum number of shares permitted to be acquired: the total nominal value of the Company's own shares held by the Company may not exceed 1/10 of the authorised capital;
- the period during which the Company may purchase its own shares is 18 months from the day of this resolution;
- the maximum acquisition price of one share: the last published net asset value of INVL Baltic Real Estate per share;
- the minimum acquisition price of one share: EUR 1.45;
- the procedure for the sale of own shares and the minimum sale price: the acquired shares will not be sold and therefore the minimum selling price and the selling procedure for the shares are not determined. The shares acquired by the Company may be cancelled by decision of the General Meeting of Shareholders;
- the Management Company is authorised, in compliance with the conditions set out in this resolution, the requirements of the Law on Companies of the Republic of Lithuania and other legal acts, to adopt specific decisions regarding the repurchase of the Company's own shares, organise the repurchase of own shares, determine the method and procedure for the repurchase of shares (including the right to carry out the repurchase of shares in accordance with Article 5(1) of Regulation (EU) No 596/2014 of the European Parliament and of the Council on market abuse), as well as the timing, number of shares and price, and to perform other actions related to the acquisition and sale of own shares.
8.2. To initiate a reduction of the Company's authorised capital by cancelling the shares acquired by the Company only if the nominal value of the own shares acquired and held by the Company exceeds 1/10 of the authorised capital.
8.3. To establish that after adopting this resolution the resolution of the General Meeting of Shareholders of 30 April 2025 regarding the acquisition of the Company's own shares shall cease to be effective.
9. Presentation of the Report of the Audit Committee of the Company
9.1 In accordance with the rules of procedure of the Audit Committee of the Company (approved on 30 April 2025 by decision of the General Meeting of Shareholders of the Company), the shareholders are hereby briefed on the activity report of the Audit Committee of the Company (attached) (there is no voting on this issue of agenda).
The person authorized to provide additional information:
Real Estate Fund Manager of Management Company
Vytautas Bakšinskas
E-mail vytautas.baksinskas@invl.com
