ALANTRA PARTNERS, S.A.

ORDINARY GENERAL SHAREHOLDERS MEETING

OF APRIL 27, 2022

1. QUORUM OF CONSTITUTION

Nº of Shareholders

Nº of shares

% share capital

Present

29

15,087,946

39.0562%

Represented

87

15,672,328

40.5688%

Total

116

30,760,274

79.625%

2. VOTING OF THE PROPOSED RESOLUTIONS1

In favour

Against

Abstention

Total

Treasury shares

Votes

% valid votesVotes

% valid votesVotes

% valid votes

Issued votes

% Quorum2

% share capitalVotes

%3

Quorum

% share capital

1

30,286,616

98.5508%

0

0%

445,375

1.4492%

30,731,991

99.91

79.5518%

28,283

0.09%

0.07%

30,288,035

0

0%

443,956

1.4446%

99.91

79.5518%

28,283

0.09%

0.07%

30,286,616

0

0%

445,375

1.4492%

99.91

79.5518%

28,283

0.09%

0.07%

30,199,985

85,988

0.2798%

446,018

1.4513%

99.91

79.5518%

28,283

0.09%

0.07%

  • 1 Each share gives the right to one vote.

  • 2 The right to vote incorporated in treasury shares is suspended. The own shares are computed in the capital for the purpose of calculating the quotas necessary for the constitution and adoption of resolutions at the meeting.

3 The right to vote incorporated in treasury shares is suspended. The own shares are computed in the capital for the purpose of calculating the quotas necessary for the constitution and adoption of resolutions at the meeting.

In favour

Against

Abstention

Total

Treasury shares

Votes

% valid votesVotes

% valid votesVotes

% valid votes

Issued votes

% Quorum4

% share capitalVotes

%5

Quorum

% share capital

6

30,200,932

30,286,920

98.5518%

85,988

0.2798%

445.071

1,4482%

0

0%

445.071

1,4482%

30,731,991

99.91

79.5518%

28,283

0.09%

0.07%

99.91

79.5518%

28,283

0.09%

0.07%

8.1

30,287,721

314

0.0010%

443.956

1,4446%

99.91

79.5518%

28,283

0.09%

0.07%

30,286,935

98.5518%

1,100

0.0036%

443.956

1,4446%

30,731,991

99.91

79.5518%

28,283

0.09%

0.07%

9

30,287,721

314

0.0010%

443.956

1,4446%

99.91

79.5518%

28,283

0.09%

0.07%

30,056,611

97.8024%

230,309

0.7494%

445.071

1,4482%

30,731,991

99.91

79.5518%

28,283

0.09%

0.07%

29,979,824

11

30,288,020

98.5553%

308,211

1.0029%

443.956

1,4446%

0

0%

443.971

1,4447%

30,731,991

99.91

79.5518%

28,283

0.09%

0.07%

99.91

79.5518%

28,283

0.09%

0.07%

13

29,837,837

449,083

1.4613%

445.071

1,4482%

99.91

79.5518%

28,283

0.09%

0.07%

Item submitted for information purposes only

4 The right to vote incorporated in treasury shares is suspended. The own shares are computed in the capital for the purpose of calculating the quotas necessary for the constitution and adoption of resolutions at the meeting.

5 The right to vote incorporated in treasury shares is suspended. The own shares are computed in the capital for the purpose of calculating the quotas necessary for the constitution and adoption of resolutions at the meeting.

3. APPROVED RESOLUTIONS

The Annual General Shareholders' Meeting of Alantra Partners, S.A. ("Alantra" or the "Company") held on April 27, 2022 exclusively by telematic means, at 13:00, on first call approved the following resolutions:

FIRST.-

Review and approval of the individual annual accounts of the Company (Balance Sheet, Profit and Loss Account, Statement of Changes in Equity, Statement of Cash Flows and Notes) and of the consolidated annual accounts of the Company and its Group of companies (Consolidated Statement of Financial Position, Consolidated Profit and Loss Account, Consolidated Statement of Recognised Income and Expense, Consolidated Statement of Total Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Annual Accounts), as well as both the Company' individual Management Report and the Group's consolidated Management Report, including Non-Financial Information Report, for the financial year ended 31 December 2021

The Annual General Meeting agrees to approve the Company's individual Annual Accounts (Balance

Sheet, Profit and Loss Account, Statement of Changes in Equity, Statement of Cash Flows and Notes) and the consolidated accounts of the Company and the companies comprising its Group (Statement of Financial Position, Statement of Profit and Loss, Other Comprehensive Income, Statement of Changes in Equity, Statement of Cash Flows and Notes, all of which are consolidated), as well as the individual Management Report of the Company and the consolidated Management Report, including the Statement of Non-Financial Information, of the Company with the companies comprising its Group, all of which correspond to the financial year ended 31 December 2021, and which were drawn up by the Board of Directors at its meeting held on 22 March 2022.

SECOND.-

Allocation of the Company's profit for the year ended 31 December 2021

Having during year 2021 an individual positive result in an amount of Euro 43,458,316.67, in accordance with the proposal made by the Board of Directors at the meeting held on 22 March 2022 and in compliance with the provisions of Article 273.1 of the Spanish Companies Act, it is hereby approved the allocation of the Company's profit according to the following:

  • o The amount of Euro 13,511,092.35 (0.35€ per eligible share) has been already satisfied in its integrity as an interim dividend in account of the results for year 2021 pursuant to the resolution adopted by the Board of Directors of the Company on 27 October 2021;

  • o The amount of Euro 21,231,716.55 shall be distributed as an additional dividend of the results for year 2021. This represents a gross amount of Euro 0.55 per share entitled to receive this dividend as of the date of the drawing down of the annual accounts by the Board; where appropriate, any applicable withholding will be deducted from the above mentioned amount; and

  • o The amount of Euro 8,715,507.77 shall be allocated to voluntary reserves of the Company.

The complementary dividend to be distributed shall be paid on 13 May 2022.

Since the Company's shares are issued in book-entry form, the interim dividend will be paid through the entities participants of Sociedad de Gestión de los Sistemas de Registro, Compensación y Liquidación de Valores, S.A. (Iberclear), using the means that Iberclear makes available to participating entities. BNP Paribas Securities Services, Sucursal en España, shall act as paying agent.

It is hereby stated for the record that, as announced to the market in the 2021 results presentation published on 28 February 2022, the Board of Directors, in light of the execution of the investmentplan, will decide on the amount to be distributed as an additional dividend during the second half of 2022.

THIRD.-

Review and, where appropriate, approval of the management and performance of the Board of Directors during the financial year ended 31 December 2021

The Annual General Meeting agrees to approve the Board of Directors' management during the financial year ended 31 December 2021.

FOURTH.-

Review and, where appropriate, approval of the reappointment of Mr. Santiago Bergareche Busquet as "other external" director

It is resolved, at the proposal of the Board of Directors, following a report from the Company's Appointments and Remuneration Committee, to reappoint Mr Santiago Bergareche Busquet as a member of the Board of Directors for the statutory period of four years, with the classification of "other external" director. Mr. Bergareche's identification details are those recorded in the Madrid Mercantile Register.

Mr. Santiago Bergareche Busquet will accept his appointment by any legally valid means.

FIFTH.-

Review and, where appropriate, approval of the ratification of the appointment by co-optation and reappointment of Ms. Silvia Reina Pardo as proprietary director

It is resolved, at the proposal of the Board of Directors, to ratify the appointment as proprietary director of the Company of Ms Silvia Reina Pardo, co-opted by the Board of Directors (following a report from the Appointments and Remuneration Committee), at its meeting held on 28 April 2021, in order to fill the vacancy caused by the resignation tendered by Mr Josep Piqué Camps on the same date.

Likewise, it is agreed to reappoint her for the statutory term of four years as from the date of the meeting of this General Meeting. The identification details of Ms. Reina are those registered in the Madrid Mercantile Register.

Ms. Silvia Reina Pardo will accept her appointment by any legally valid means.

SIXTH.-

Review and, where appropriate, approval of the reappointment of the auditors for the Company

It is agreed to reappoint as auditor of Alantra Partners, S.A. and its consolidated group of companies for a period of one year, that is, for the year 2022, the audit firm Deloitte, S.L., domiciled in Madrid, Plaza Pablo Ruiz Picasso, 1, registered in the Commercial Registry of Madrid in volume 13,650, folio 188, section 8, page M-54414, registered in the ROAC under number S-0692 and provided with CIF number B-79104469.

This agreement is adopted according to the proposal of the Board of Directors and, in turn, on the proposal of the Audit and Risk Control Committee.

Deloitte, S.L. will accept its reappointment by any means valid in law.

SEVENTH.-

Approval, where appropriate, of the amendment of the Company's Articles of Association by the introduction of a new article 13 bis ("Telematic attendance at the General Meeting") to enable the possibility of holding the General Meeting of Shareholders by telematic means

It is resolved to introduce a new article 13 bis to the Articles of Association of the Company in order to enable the Shareholders' General Meeting to be held by telematic means.

The wording of article 13 bis ("Telematic attendance at the General Meeting") shall be as follows:

"Article 13 bis. Telematic attendance at the General Meeting

Attendance at the General Meeting by telematic means that duly guarantees the identity of the subject, and remote electronic voting during the holding of the General Meeting, may be admitted provided that the state of the art so permits and the Board of Directors so resolves. In this case, the notice of the General Meeting shall establish the deadlines, forms and methods of exercising the rights of the shareholders envisaged by the Board of Directors to enable the General Meeting to be properly conducted.

The Regulations of the General Meeting may assign to the Board the regulation of all necessary procedural aspects, in accordance with the provisions of the law and these Articles of Association.

The Board of Directors may also resolve to convene the General Meeting exclusively by telematic means so that it may be held without the physical attendance of the shareholders or their proxies, and, if appropriate, of the members of the Board of Directors. In such cases, the General Meeting shall be deemed to be held at the registered office, irrespective of where the chairman of the General Meeting is located. The holding of the general meeting exclusively by telematic means shall be in accordance with the provisions of the law and the bylaws and, in any event, shall be subject to the identity and legitimisation of the shareholders and their representatives being duly guaranteed, and to all those attending being able to participate effectively in the meeting by means of the remote means of communication permitted in the notice of call, both to exercise in real time the rights of intervention, information, proposal and vote to which they are entitled, and to follow the interventions of the other attendees by the means indicated, taking into account the state of the art and the circumstances of the Company, all in accordance with the applicable regulations. The Board of Directors shall establish in the notice of call the means and conditions for telematic attendance, as well as the procedure for the exercise of shareholders' rights at exclusively telematic meetings, in accordance with the provisions of the law and the Regulations of the General Meeting".

It is also noted that, since the date of the call of the General Meeting, the Company has made available to the shareholders the Board of Directors' Report justifying the proposed amendment of the Company's Articles of Association.

EIGHTH.-

Approval, where appropriate, of the amendment of the following articles of the Regulations of the General Shareholders' Meeting: 8.1. Amendment of article 3 ("Faculties of the General Shareholders' Meeting") to extend the faculties of the General Meeting on related-party transactions. 8.2. Amendment of the following articles to enable the possibility of holding the General Meeting of Shareholders exclusively by telematic means: article 5 ("Notice of call"), article 7 ("Right to information prior to the General Meeting"), article 10 ("Right and duty to attend"), creation of a new article 10 bis ("Attendance at the General Meeting by telematic means"), article 14 ("Intervention requests"), and article 16 ("Information")

It is resolved to approve the modification of the following articles of the Regulations of the General Shareholders' Meeting, grouped by amendments that present their own autonomy, under the terms of the proposal included in the report of the Board of Directors drawn up for this purpose and made available to the shareholders since the call of this General Meeting:

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Alantra Partners SA published this content on 30 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 April 2022 03:45:04 UTC.