Market announcement

Title

Decisions of the Annual General Meeting of shareholders of Arco Vara AS

Message

The  Annual General Meeting of Arco  Vara AS (registry code 10261718; registered
office at Rotermanni 10, 10111 Tallinn) was held on 17 May 2023 in Tallinn at F-
Hoone Must Saal (Telliskivi 60a/4).

The General Meeting commenced at 5:00 p.m. and closed at 5:30 p.m.

The  share capital  of Arco  Vara AS  is seven  million two  hundred seventy-one
thousand  eight hundred  and fifty-six  point ninety  euros (EUR 7,271,856.90),
divided  into ordinary shares with a nominal  value of zero point seventy (0.70)
euros,  each of which carries one (1) vote at the General Meeting. At the end of
the business day of 10 May 2022 of the Nasdaq CSD SE Estonian settlement system,
Arco  Vara AS had a total of ten million three hundred and eighty-eight thousand
three hundred and sixty-seven (10,388,367) share-based votes.

According  to the list of participants in  the General Meeting, annexed to these
minutes,  twenty seven (27)  shareholders registered for  the General Meeting, a
total  of seven million  five hundred and  forty-three thousand, two hundred and
twenty  one (7,543,221) votes  were represented, which  forms a total of seventy
two  point  sixty  one  percent  (72.61%)  of  all votes. The quorum requirement
provided for in § 297 (1) of the Commercial Code was met and the General Meeting
had a quorum.

Miko-Ove  Niinemäe (personal identification code 39303314722) was elected as the
chairperson  of the General Meeting and Tiina Malm (personal identification code
48107160214) was elected as the minute-taker.

The  chairperson of the General  Meeting gave an overview  of the publication of
materials  related to the agenda. The  following materials were available to the
shareholders  as of 24 April  2023 at the location  of Arco Vara  AS and via the
website  of Arco  Vara AS:  (i) draft  resolutions of  the General Meeting, (ii)
documents  related to the  items of the  agenda including the  annual report for
2022 and the terms and conditions of the share option program.

The  chairperson of the  General Meeting also  gave an overview  of the rules of
procedure of the General Meeting.

The agenda of the General Meeting included the following:

1.         Approval of the annual report for 2022
2.         Allocation of the net profit and payment of dividends
3.         Approval of the share option program
4.         Approval of the Arco Vara AS' Management Board remuneration policy

No  amendments were proposed to the agenda of the General Meeting and the agenda
was deemed approved.


Item No. 1 of the agenda: approval of the annual report for 2022

The CEO of Arco Vara made a brief overview of the financial year 2022 and of the
goals for the coming years.

Questions and answers:

The shareholders had no questions.

Draft resolution:

to approve the annual report of Arco Vara AS for 2022.

Voting:

the  proposal to approve the  annual report of Arco  Vara As for 2022 was put to
the vote.

Voting results:

In favour:         7,543,221          votes    100.0000% of the quorum
Against:           0                      votes    0.0000% of the quorum
Abstained:        0                      votes    0.0000% of the quorum
Did not vote:     0                      votes    0.0000% of the quorum

Resolution:      To approve the annual report of Arco Vara AS for 2022


Item No. 2 of the agenda: allocation of profit and payment of dividend

Questions and answers:

The shareholders had no questions.

Draft resolution:

to  allocate the net profit for the year ended on 31 December 2022 in the amount
of EUR 695 thousand to retained earnings.

To  pay dividends to the shareholders 0.06 euros per share. The dividend will be
paid out in 4 instalments as follows:
?            0.02 euros per  share will  be paid  to the shareholders on 15 June
2023 by  transfer to  the shareholder's  bank account.  The list of shareholders
entitled to respective dividends (record date) shall be fixed on 8 June 2023;
?            0.01 euros  per  share  will  be  paid  to  the shareholders on 15
September  2023 by transfer  to the  shareholder's bank  account. The respective
dividend record date is on 8 September 2023;
?           0.02 euros per share will be paid to the shareholders on 15 December
2023 by  transfer  to  the  shareholder's  bank account. The respective dividend
record date is on 8 December 2023;
?            0.01 euros per share  will be paid  to the shareholders on 15 March
2024 by  transfer  to  the  shareholder's  bank account. The respective dividend
record date is on 8 March 2024.

Voting:

a  proposal on the allocation of the profit and payment of dividend according to
the draft resolution was put to the vote.

Voting results:

In favour:         7,543,221          votes    100.0000% of the quorum
Against:           0                      votes    0.0000% of the quorum
Abstained:        0                      votes    0.0000% of the quorum
Did not vote:     0                      votes    0.0000% of the quorum

Resolution: to allocate the net profit for the year ended on 31 December 2022 in
the amount of EUR 695 thousand to retained earnings.

To  pay dividends to the shareholders 0.06 euros per share. The dividend will be
paid out in 4 instalments as follows:
?            0.02 euros per  share will  be paid  to the shareholders on 15 June
2023 by  transfer to  the shareholder's  bank account.  The list of shareholders
entitled to respective dividends (record date) shall be fixed on 8 June 2023;
?            0.01 euros  per  share  will  be  paid  to  the shareholders on 15
September  2023 by transfer  to the  shareholder's bank  account. The respective
dividend record date is on 8 September 2023;
?           0.02 euros per share will be paid to the shareholders on 15 December
2023 by  transfer  to  the  shareholder's  bank account. The respective dividend
record date is on 8 December 2023;
?            0.01 euros per share  will be paid  to the shareholders on 15 March
2024 by  transfer  to  the  shareholder's  bank account. The respective dividend
record date is on 8 March 2024.


Item No. 3 of the agenda: approval of the share option program

Questions and answers:

The shareholders had no questions.

Draft resolution:

to  approve the share option program in accordance with the terms and conditions
described  in the materials of the Annual  General Meeting made available to the
shareholders.

Voting:

the  proposal to approve the  share option program in  accordance with the draft
resolution was put to the vote.

Voting results:

In favour:         7,543,220          votes    100.0000% of the quorum
Against:           0                      votes    0.0000% of the quorum
Abstained:        1                      votes    0.0000% of the quorum
Did not vote:     0                      votes    0.0000% of the quorum

Resolution: to approve the share option program in accordance with the terms and
conditions  described  in  the  materials  of  the  Annual  General Meeting made
available to the shareholders.


Item  No.  4 of  the  agenda:  approval  of  the  Arco Vara AS' Management Board
remuneration policy

Questions and answers:

The shareholders had no questions.

Draft resolution:

To  approve the remuneration policy  of the Management Board  of Arco Vara AS in
accordance  with  the  Management  Board's  remuneration  policy included in the
materials of the Annual General Meeting and made available to the shareholders.

Voting:

the  proposal to approve the Arco  Vara AS' Management Board remuneration policy
was put to the vote.

Voting results

In favour:         7,542,794          votes    99.9943% of the quorum
Against:           10                    votes    0.0000% of the quorum
Abstained:        417                   votes    0.0055% of the quorum
Did not vote:     0                      votes    0.0000% of the quorum

Resolution: To approve the Arco Vara AS' Management Board remuneration policy in
accordance  with  the  Management  Board's  remuneration  policy included in the
materials of the General Meeting and made available to the shareholders.

No  written  dissenting  opinions  or  proposals  were  submitted at the General
Meeting.

The  list  of  participants  to  the  General  Meeting  and  the  proxies of the
participants are attached
to these minutes.

Dividend payment ex-date of Arco Vara AS

Taking  into account that the list of shareholders who are entitled to dividends
(record date) shall be fixed on the following dates:

  * 8 June 2023
  * 8 September 2023
  * 8 December 2023
  * 8 March 2024.

Arco  Vara AS hereby  informs that the  respective dividend payment ex-dates are
the following:

  * 7 June 2023
  * 7 September 2023
  * 7 December 2023
  * 7 March 2024.


Tiina Malm
CFO
Arco Vara AS
+372 6144 630
[email protected]