Lion Capital S A : Keynote for OGM

ORDINARY GENERAL

MEETING OF SHAREHOLDERS

- ARAD April 29 (30), 2024 -

Schedule of the meeting

PROCEDURAL MATTERS

Publicity of the Convening Notice for the OGM, quorum conditions, voting options, shareholding structure as of the reference date

OGM AGENDA

Items on the OGM agenda subject to Lion Capital shareholders approval

VOTING RESULT

Announcing the results of votes cast by shareholders

ORDINARY GENERAL MEETING OF SHAREHOLDERS

April 17, 2024	April 29, 2024 April 30, 2024	May 20, 2024 May 21, 2024

Reference date for the OGM	First call	Second call	Ex-date		Registration date
	10:00 a.m. (Romanian time)	10:00 a.m. (Romanian time)
	at the registered office	at the registered office

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ORDINARY GENERAL MEETING OF SHAREHOLDERS

Publicity of the Convening Notice

The Convening Notice for the OGM was

COMUNICATED		PUBLISHED		POSTED

on March 25, 2024, to the	▪ in the Official Gazette of	on March 25, 2024, on the website
Financial Supervisory Authority	Romania, part IV, no. 1494 /	of Bucharest Stock Exchange
("ASF") - Sector of Financial	March 26, 2024	(www.bvb.ro) an on Company's
instruments and Investments, and	▪ in the local newspaper Jurnal	website (www.lion-capital.ro)
the Bucharest Stock Exchange	Arădean no. 9539 of March 26,
(BVB)	2024
	▪ on the on-line publication
	www.FinancialIntelligence.ro
	on March 25, 2024

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ORDINARY GENERAL MEETING OF SHAREHOLDERS

Publicity of the Convening Notice

The Amendment of the Agenda was

COMUNICATED		PUBLISHED		POSTED

on April 11, 2024, to the Financial	▪ in the Official Gazette of	on April 11, 2024, on the website
Supervisory Authority ("ASF") -	Romania, part IV, no. 1859 /	of Bucharest Stock Exchange
Sector of Financial instruments and	April 15, 2024	(www.bvb.ro) an on Company's
Investments, and the Bucharest	▪ in the local newspaper Jurnal	website (www.lion-capital.ro)
Stock Exchange (BVB)	Arădean no. 9553 of April 15,
	2024
	▪ on the on-line publication
	www.FinancialIntelligence.ro
	on April 12, 2024

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ORDINARY GENERAL MEETING OF SHAREHOLDERS

Shareholding Structure

based on holdings as of April 17, 2024*

* the reference date for the OGM convened for April 29 (30), 2024

5,736,847

shareholders

■ 39.10%	■ 45.32%
Romanian individuals	Romanian legal entities
(5,734,577 shareholders)	109 shareholders)
■ 1.30%	■ 14.28%
non-resident individuals	non-resident individuals
(2,145 shareholders)	(16 shareholders)

As of April 17, 2024, the reference date for the ordinary general meeting of shareholders (OGM) convened for April 29 (30), 2024, Lion Capital S.A. has a share capital of RON 50,751,005.60, divided into 507,510,056 shares and a

number of 507,510,056 voting rights.

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ORDINARY GENERAL MEETING OF SHAREHOLDERS

Requirements for Quorum

Article 6 of Lion Capital's Articles of Association:

paragraph (16) "For the validity of the deliberations of the ordinary general meeting, the presence of shareholders holding at least a quarter of the total number of voting rights is required. The decisions of the ordinary general meeting are taken with the majority of the votes cast."

paragraph (17) "If the conditions for validity are not met, a second convening of the meeting will take place, it being able to deliberate on the issues on the agenda regardless of the share of capital represented by the present shareholders, the decisions being taken by majority."

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ORDINARY GENERAL MEETING OF SHAREHOLDERS

Voting

The General Meeting of Shareholders shall establish for each adopted resolution at least the number of shares for which valid votes have been cast, the proportion of the share capital represented by those votes, the total number of valid votes cast, as

well as the number of votes cast "for" and "against" each resolution, and, if applicable,

the number of abstentions.

In accordance with the provisions of Article 6, paragraph (15) of the Company's Articles of Association, marking the ballot with the option "abstention" regarding any or even all items on the agenda of the general meetings of shareholders constitutes a vote expressed regarding the respective items on the agenda.

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OGM Agenda

Items on the agenda of the OGM

subject to the approval

of Lion Capital shareholders

ORDINARY GENERAL MEETING OF SHAREHOLDERS

Item 1

Approval of the election of the secretaries of the works of the

ordinary general meeting of Company's shareholders, namely the shareholders Laurentiu Riviș, Adrian Marcel Lascu and Daniela Vasi, with the identification data available at the company's headquarters,

which will verify the fulfilment of all the formalities required by the law and the constitutive act for holding the meeting, and will prepare the minutes of the meeting.

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