Waberer International : Resolutions of the Extraordinary General Meeting of 21 December 2017

RESOLUTIONS OF THE GENERAL MEETING

excerpt from the Minutes of the Extraordinary General Meeting of WABERER'S INTERNATIONAL Nyilvánosan Működő Részvénytársaság (registered seat: 1239 Budapest, Nagykőrösi út 351.) held on December 21, 2017 from 11 o'clock at the registered seat of the Company

EGM Resolution 1/2017. (XII. 21.)

The General Meeting elects dr. Tímea Tóth as the Chairwoman of the General Meeting, dr. Andrea Nyika as Keeper of the Minutes, Bence Horváth representing CEE Transport Holding B.V. as authenticator of the Minutes, Attiláné Kovács and Katalin Kertész as members of the Tellers'

Committee.

The Extraordinary General Meeting adopted this resolution with 12 737 889 (100%) affirmative votes, 0 (0%) negative votes and 0 (0%) abstentions.

EGM Resolution 2/2017. (XII. 21.)

The General Meeting hereby elects Mr. Robert Knorr (born in Zagreb July 1, 1968; mother's maiden name: Maria Marcocig; address: 11a Regent Street, London, SW1Y 4LR) to be member of the Board of Directors of WABERER'S INTERNATIONAL Nyrt. from December 21, 2017 for indefinite period.

The Extraordinary General Meeting adopted this resolution with 12 737 889 (100%) affirmative votes, 0 (0%) negative votes and 0 (0%) abstentions.

EGM Resolution 3/2017. (XII. 21.)

The General Meeting hereby grants waiver to Mr. Miklós Bethlen who resigned from his position as member of the Board of Directors as of December 21, 2017 according to Clause 3:117 (2) of Act V of 2013 on the Civil Code upon his request. By granting the waiver, the General Meeting confirms that the member of the Board of Directors have performed the management of the Company by giving primacy to the interests of the Company.

The Extraordinary General Meeting adopted this resolution with 12 737 889 (100%) affirmative votes, 0 (0%) negative votes and 0 (0%) abstentions.

EGM Resolution 4/2017. (XII. 21.)

The General Meeting hereby approves the Rules of Procedures of the Supervisory Board established on July 31, 2017 and November 14, 2017 with the content published in the submission.

The Extraordinary General Meeting adopted this resolution with 12 737 889 (100%) affirmative votes, 0 (0%) negative votes and 0 (0%) abstentions.

EGM Resolution 5/2017. (XII. 21.)

The General Meeting hereby approves the deletion of Sections 5.1.3-5.1.7. of the Articles of Association effective as of October 26, 2017 with regard to the exercising voting rights via electronic telecommunication device, and resolves on creating the possibility of computerised voting by amending Sections 5.7.1-5.8.5. (changes are indicated in bold, italics) as follows:

5.7.1. At the General Meeting the voting rights shall be exercised by ballot papers or by computerised voting.

5.7.2. During the registration process of the General Meeting the Company shall issue ballot papers or provide a voting device for computerised voting to each shareholder having voting rights after verification that the shareholder is duly registered in the Register of Shareholders.

• 5.7.3. [deleted]

• 5.7.4. [deleted]

5.8. 5.8.1.

Voting

Voting is carried out by voting device or by casting the ballot papers. Prior to the votingtaking place, the General Meeting shall be advised by the Chairman or the person designated by him with respect to the technical details of the voting.

5.8.2. If a shareholder does not cast his ballot paper, this shall qualify as abstention from voting. [deleted]

5.8.3. If the number of the draft resolution on the ballot paper does not correspond with the number of the draft resolution indicated in the minutes, the relevant shareholder shall be requested to declare whether he wished to vote on the given resolution, provided that the shareholder can be identified. The statement of the shareholder shall be recorded in the minutes. If the request is not fulfilled or the person voting with the wrong number cannot be identified, the relevant vote shall be deemed void.

5.8.4. The voting at the General Meeting shall be open in accordance with the foregoing procedure.

5.8.5. In the event of computerised voting, the counting of the votes shall proceed electronically. In case of non-computerised voting the General Meeting shall elect from among those present a Tellers' Committee comprising two members (Committee). The Tellers'

Committee shall communicate the outcome of the voting to the Chairman of the General Meeting. The Chairman of the General Meeting shall announce the outcome of the voting and the resolution of the General Meeting.

The General Meeting hereby approves consolidated version of the Articles of Association of the Company with the above amendments and requests the general legal counsel of the Company to countersign the Articles of Association.

The Extraordinary General Meeting adopted this resolution with 12 737 889 (100%) affirmative votes, 0 (0%) negative votes and 0 (0%) abstentions.