Novabase S G P S S A : SGPS, SA informs on resolutions approved at the Annual General Meeting of Shareholders

Relevant Information

Annual General Meeting of Shareholders

Lisbon, 24 May 2023

The Annual General Meeting of Shareholders of Novabase - Sociedade Gestora

de Participações Sociais, S.A. (hereinafter referred to as "Novabase") was held

this afternoon. The following resolutions were adopted, in accordance with the terms of the proposals submitted under the several items of the agenda and previously disclosed:

1. Approval of the Management Report (which includes the Corporate Governance Report and the Report of the Board of Directors on remunerations as attachment) and Accounts for the 2022 financial year, in accordance with the terms proposed by the Board of Directors.
2. The application of results and distribution of retained earnings as proposed by the Board of Directors, including the payment of a dividend per share of EUR 0.10 (ten cents of euro), as related to the total number of shares issued.
3. Approval of a general appraisal to the Board of Directors and all its respective members and to the Audit Board and all its respective members, as well as to the Chartered Auditor.
4. Approval of the generic authorisation for the acquisition and disposal of own shares.
5. The distribution of free reserves in the terms proposed by the Board of Directors, including the payment to shareholders of 8,909,710.08 EUR (eight million, nine hundred and nine thousand, seven hundred and ten euros and eight cents), by way of distribution of free reserves, corresponding to 0.32 EUR (thirty-two-euro cents), as related to the total number of shares issued.
6. Approval of the reduction of the share capital of Novabase from EUR 835,285.32, (eight hundred and thirty-five thousand, two hundred and eighty- five euros and thirty two cents) to EUR 802,194.93 (eight hundred and two thousand, one hundred and ninety four and ninety three cents), being the global amount of the reduction of 33. 090.39 EUR (thirty-three thousand,

ninety euros and thirty-nine cents), corresponding to the cancellation of 1,103,013 (one million, one hundred and three thousand and thirteen) own shares, representing 3.96% (three point ninety-six per cent) of Novabase's share capital, intended for the release of excess capital.

Within this context, it was also approved that, as a result of the share capital reduction, paragraph 1 of article 4 of the Articles of Association is amended, to be read as follows:

"ARTICLE 4

1. 1. The share capital, fully subscribed and paid up, is eight hundred and two thousand, one hundred and ninety-four euros and ninety-three cents and is represented by twenty-six million, seven hundred and thirty-nine thousand, eight hundred and thirty-one shares with a nominal value of three cents each one.

2. Approval of the reduction of the share capital of Novabase by € 6,365.82 (six thousand, three hundred and sixty-five euros and eighty two cents), corresponding to the cancellation of 212,194 (two hundred and twelve thousand, one hundred and ninety four) own shares that will be acquired from its subsidiary Novabase Consulting, SGPS, S.A., with the reduction intended for the purpose of releasing excess capital.
   It was also approved the acquisition from the subsidiary Novabase Consulting, SGPS, S,A, of up to 212,194 (two hundred and twelve thousand, one hundred and ninety four) own shares held by that company, to be made within 3 months, through an over the counter transaction, for the price of EUR 4.85 (four euros and eighty five cents) per share, for implementation of the capital reduction resolution mentioned in the previous paragraph.
   Within this context, it was also approved that, as a result of the share capital reduction, paragraph 1 of article 4 of the Articles of Association is amended, to be read as follows:

"ARTICLE 4

1. The share capital, fully subscribed and paid up, is seven hundred and ninety-five thousand, eight hundred and twenty-nine euros and eleven cents and is represented by twenty-six million, five hundred and twenty-seven thousand, six hundred and thirty-seven shares with a nominal value of three cents each one."