20th Annual General Meeting

The 20th Annual General Meeting of Shareholders (hereinafter AGM) was summoned by the Board of Directors of Železiarne Podbrezová a.s. on 19 June 2012 with the following agenda:

1. Opening and election of the bodies of the AGM (chairman, recorder of the minutes, persons to attest the minutes, persons to count the votes).
2. Change in business name of the Company.
3. Amendment of the Articles of the Company.
4. Annual report by the Board of Directors on business activities, assets, and financial performance in 2011 and Information on the business plan.
5. Report on the activities of the Supervisory Board.
6. Approval of the Separate and Consolidated financial statements prepared as at 31 December 2011, approval of proposed distribution of profit for 2011, and appointment of auditors for the new accounting term.
7. Withdrawal and election of a member of the Supervisory Board.
8. Approval of price proposals required by particular law.
9. Conclusion.
Shareholders owning 87.93% of the voting rights were present at the AGM.

• The AGM approved the addition of the abbreviated form of business name: Zeleziarne Podbrezova a.s., abbreviated as ZP a.s. It will be possible to use equally either full form of business name or its shortened form.
• The AGM approved the amendment to the Company's Articles. The amendment relates to change in Line of business and extension of the Supervisory Board authority.
• The AGM approved the Annual Report submitted by the Board of Directors on business activities, assets, and financial performance in 2011, and the Information on the business plan.
• The Report on the activities of the Supervisory Board was considered.
• The AGM approved the Separate and Consolidated Financial Statements prepared for the year ended 31 December 2011.
• The AGM approved Deloitte Audit s.r.o. as the auditor for the new accounting term.
• The AGM approved use of retained earnings from the previous years 2004 - 2010 and distribution of profit for 2011 as follows:

Retained earnings from the previous years 2004 – 2010	EUR 65,802,651.00
Use:
- Dividend to shareholders (EUR 4.00 per share i.e. 11.76% of nominal value of share)	EUR 9,536,540.00
- Royalties	EUR 700,000.00

Net profit for 2011	EUR 14,408,876.00
Distribution:
- Mandatory allotment to the reserve fund	EUR 1,163,181.09
- Transfer to retained earnings from previous years	EUR 13,245,694.91

• All entities holding shares of Železiarne Podbrezová a. s. as of 25 June 2012 i.e. the decisive date for identification of recipients entitled to exercise the right to dividend, shall be entitled to payout of dividend in the amount of EUR 4.00 per share. Dividend shall be paid out within 60 days from the decisive day, at the expense of the Company. Dividend shall be paid out to an account via non-cash transfer, by means of a postal order or cash settlement of the issuer.
• Ing. Ján Banas was re-elected a member of the Supervisory Board.
• The General Meeting approved the price proposals relating to the Act No. 276/2001 Coll. on Regulation in Network Industries, which makes Zeleziarne Podbrezova a.s., as a provider of electricity, heat, water, and gas, a subject to regulation.