Resolutions of the General Ordinary Shareholders' Meeting of INVL Baltic Farmland that was held on 30 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 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 report of the Company (attached) (there is no voting on this issue of agenda).
3. 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
3.1. 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).
4. Approval of the consolidated and stand-alone financial statements for 2025 of the Company
4.1. To approve the consolidated and stand-alone financial statements for 2025 of the Company (attached).
5. Deciding on profit distribution of the Company
5.1. To distribute profit of the Company as follows:
| Article | (thousand EUR) |
| Retained earnings (loss) at the beginning of the financial year of the reporting period | 14,005 |
| Net profit (loss) for the financial year | 816 |
| Profit (loss) not recognized in the income statement of the reporting financial year | - |
| Shareholders contributions to cover loss | - |
| Distributable profit (loss) at the end of the financial year of the reporting period | 14,821 |
| Transfers from reserves | - |
| Distributable profit (loss) in total | 14,821 |
| Profit distribution: | - |
| - Profit transfers to the legal reserves | - |
| -Profit transfers to the reserves for own shares acquisition | - |
| - Profit transfers to other reserves | - |
| - Profit to be paid as dividends* | -387 |
| - Profit to be paid as annual payments (bonus) and for other purposes | - |
| Retained earnings (loss) at the end of the financial year | 14,434 |
*0.12 EUR is paid per share
6. Regarding the approval of the new wording of the Dividend Payment Policy of the Company
6.1. To approve the new wording of the Dividend Payment policy (attached) of the Company.
7. Presentation of the Report of the Audit Committee of the Company
7.1. In accordance with the rules of procedure of the Audit Committee of the Company (approved on 14 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) (no decision is taken on this item of the agenda).
8. Regarding the Election of the Members of the Company's Board
8.1. To elect for a 4 (four) year term of office, the candidates who have received the most votes from those proposed as members of the Board of the Company.
1) Alvydas Banys (personal code and place of residence are not disclosed);
2) Indre Mišeikyte (personal code and place of residence are not disclosed);
3) Tomas Bubinas (as an independent member) (personal code and place of residence are not disclosed).
The newly elected members of the Board shall commence their activities upon the adoption of this resolution.
9. Regarding the Determination of the Remuneration of the Independent Member of the Company's Board
9.1. To establish an hourly remuneration of EUR 300 (before taxes) for the elected independent member of the Company's Board of Directors for activities on the Company's Board, and to authorise the Board of the public limited liability company INVL Baltic Farmland to determine other terms of the contract and to conclude a contract with the independent member of the Board.
10. Regarding the approval of the extension of the agreement with UAB INVL Farmland Management
10.1. Considering that:
- an agreement concluded on 30 June 2015 with UAB INVL Farmland Management, legal entity code 303788352 (hereinafter - the Agreement), on the basis of which the company is mandated to administer the assets owned by the subsidiaries of INVL Baltic Farmland AB, was valid until 31 December 2025;
- by a decision of the Management Board dated 29 December 2025, the Agreement was extended until 31 December 2035 by executing an amendment thereto, stipulating that, by 30 June 2026, the extension of the term of the Agreement until 31 December 2035 shall be approved by a resolution of the General Meeting of Shareholders of the Company,
to approve the extension of the term of the Agreement until 31 December 2035 without amending any other terms of the Agreement.
11. Regarding the determination of the procedure of purchase of own shares of the Company
11.1. Until the day of the General Shareholders Meeting the reserve for the purchase of own shares which is equal to EUR 3,079,669 not used.
11.2. To use the reserve (or the part of it) for the purchase of own shares and to purchase shares in the public joint-stock company INVL Baltic Farmland by the rules mentioned below:
(i) The goal for the purchase of own shares - to ensure for shareholders a possibility to sell company's shares.
(ii) The maximum number of shares to be acquired - the nominal value of own shares by the public joint-stock company INVL Baltic Farmland, which may not exceed 1/10 of share capital.
(iii) The period during which the public joint-stock company INVL Baltic Farmland may purchase its own shares 18 months from the day of this resolution.
(iv) The maximum and minimal one share acquisition price: the maximum one share acquisition price - the value of consolidated equity per share, calculated based on the most recently published consolidated equity data of the public limited company "INVL Baltic Farmland" prior to the adoption of the Board's decision, the minimal one share acquisition price - EUR 3.50.
(v) The conditions of the selling of the purchased shares and minimal purchase price: the acquired own shares may be annulled by the decision of the General Shareholders Meeting or sold by the decision of the Board on condition the minimum price of sale of own shares shall be equal to the price at which they were acquired and the procedure of selling the shares shall ensure equal opportunities for all shareholders to acquire the said shares.
11.3. The Board of INVL Baltic Farmland is delegated on the basis of this resolution and the Law on Companies of the Republic of Lithuania to organise purchase and sale of own shares, to organise purchase and selling procedure of own shares, and to determine order and timing for purchase and sale of own shares as well as the amount of shares and shares' price, and to complete all other actions related with purchase and sale procedure of own shares.
From the date of this resolution, the resolution of the General Shareholders Meeting on 14 April 2025 on the acquisition of own shares expires.
The person authorized to provide additional information:
Director Egle Surpliene
E-mail: egle.surpliene@invaldainvl.com
