Notice of AGM

Air Astana JSC

21 April 2026

 

21 April 2026

Air Astana Joint Stock Company

Notice on the Annual General Meeting of Shareholders of Air Astana JSC

Air Astana Joint Stock Company ("Air Astana JSC" or the "Company"), location of the executive body - 4A Zakarpatskaya Street, Turksib District, Almaty, 050039, the Republic of Kazakhstan, notifies that the Board of Directors has decided to convene the Annual General Meeting of Shareholders of Air Astana JSC (the "AGM") on 28 May 2026 at 2:00 PM (Almaty time) at the following address: Ю-Liter (Block Ю), 4В Kuldzhinsky Trakt, Medeu District, Almaty, the Republic of Kazakhstan. Registration of participants of the AGM will start at 12:00 PM (Almaty time).

The AGM will be held in person, in accordance with Articles 35-37, 39-48, 50-52 of the Law of the Republic of Kazakhstan No.415-II "On Joint Stock Companies" dated 13 May 2003.

In the event that the AGM does not take place on the above date, it will be rescheduled for 29 May 2026 at 2:00 PM (Almaty time).

Shareholders registered by the Central Securities Depository as shareholders in the register of holders of shares as of 30 April 2026 (00:00 Almaty time) are entitled to attend the AGM and vote at it.

To register for participation in the AGM, participants will need to provide their identity documents and shareholders' representatives are required to present duly executed power of attorney to participate in the meeting with the right to vote.

The AGM is held in the presence of shareholders and/or their representatives, as well as certain employees and members of the Board of Directors of the Company. Decisions on the agenda of the AGM are made by voting. After shareholders vote on the agenda items, the results of the AGM will be summarized and then be published in the prescribed manner.

Proposed agenda of the AGM:

1.   On approval of the audited consolidated and separate annual financial statements of Air Astana JSC for the year 2025.

2.   On approval of the procedure for distribution of the consolidated net income of Air Astana JSC for the year 2025, deciding on payment of dividends on common shares of Air Astana JSC for the year 2025 and approval of the amount of the 2025 dividend per one common share of Air Astana JSC.

3.   Consideration of information on the shareholders' appeals against the actions of Air Astana JSC and its officers in the year 2025 and results of consideration thereof.

4.   Consideration of information on the amount and composition of the remuneration of the members of the Board of Directors and Executive Body of Air Astana JSC paid in the year 2025.

5.   On election of the Counting Commission of Air Astana JSC for the period 1 June 2026 - 1 June 2027.

Materials on the agenda of the AGM:

The materials of the AGM will be available for shareholders to review not later than 10 (ten) days before the meeting. The Company's shareholders can access the materials relating to the above agenda of the AGM by sending a request with documents certifying the shareholder's status attached to the following e-mail address: [e-mail], or at the Company's executive body office at the following address: 4A Zakarpatskaya Street, Turksib District, Almaty, 050039, the Republic of Kazakhstan. Shareholders can request to have materials to be sent to them within 3 (three) working days of the receipt of such a request. Charges for copies of the documents and document delivery are at the expense of shareholders.

Disclosure of information on national ownership by shareholders

In accordance with the provisions of Article 74-1 of the Law of the Republic of Kazakhstan No. 339-IV "On the Use of the Airspace of the Republic of Kazakhstan and Aviation Activity" dated 15 July 2010 (the "Aviation Law") and Article 8.1 of the Charter of the Company, each person holding, as of 30 April 2026, the common shares of Air Astana JSC and/or global depositary receipts representing common shares of Air Astana JSC (the "shareholder") and wishing to attend the AGM and participate in voting must provide Air Astana JSC with information on citizenship (country of incorporation) of the shareholder itself, as well as on citizenship of the ultimate owners exercising effective control over such shareholder as per the form "Information on Shareholder and its Ultimate Owners" (the "Nationality Information"), posted on the Company's website: https://ir.airastana.com/media/Demand for disclosure.docx. An illustrative example for filling in the form "Information on Shareholder and its Ultimate Owners" is available on the website of the Company: Example of the filled form

The shareholder wishing to attend the AGM and/or participate in voting, who has not provided the Nationality Information earlier or whose Nationality Information has changed since it has been provided, must provide Air Astana with the Nationality Information not later than 22 May 2026 in the Kazakh or Russian or English language by sending the Nationality Information to the following email address of Air Astana: [e-mail]

The individual shareholders who are the citizens of the Republic of Kazakhstan will be able to satisfy this requirement and participate in the AGM by presenting an identity card of a citizen of Kazakhstan at the registration for participation in the AGM.

Air Astana JSC hereby reminds that, in accordance with the provisions of Clauses 4 and 5 of Article 74-1 of the Aviation Law, as well as Articles 8.8 and 8.9 of the Charter of Air Astana JSC:

1.    in the event of partial or complete failure by the shareholder to provide the Nationality Information, such shareholder: (1) is not counted towards the quorum of the AGM; and (2) is not entitled to take part in voting and/or discussion of matters considered by the AGM;

2.    in the event the shareholder provides false information which is discovered after adoption of the relevant decision by the AGM: (1) if that decision was voted for by the majority of voting shares (without taking into account the voting shares of the shareholder who provided the false information), the decision of the AGM is considered to be adopted without taking into account the votes of the specified shareholder, subject to meeting the requirements for a quorum; and (2) if the vote of the shareholder who provided the false information was a casting vote, such circumstance is a ground for invalidation of the respective decision of the AGM.

Enquiries: Investor Relations [e-mail] Corporate Secretary Service [e-mail]

About the Air Astana Group

Air Astana Group is the largest airline group in Central Asia and the Caucasus regions by revenue and fleet size. The Group operates a fleet of 63 aircraft split between Air Astana JSC, its full-service airline that operated its inaugural flight in 2002, and FlyArystan JSC, its low-cost airline established in 2019. The Group provides scheduled, point-to-point and transit, short-haul and long-haul air travel and cargo on domestic, regional and international routes across Central Asia, the Caucasus, the Far East, the Gulf, India and Europe. Air Astana JSC has been recognised by Skytrax as the Best Airline in Central Asia & CIS fourteen years running and received the Best Airline Staff Service in Central Asia & CIS award nine times in a row. FlyArystan JSC has been recognised as the Best Low-Cost Carrier in Central Asia & CIS at the Skytrax awards three times. Additionally, Air Astana was awarded a five-star rating in the major airline category by the Airline Passenger Experience Association (APEX). Air Astana JSC is listed on the Kazakhstan Stock Exchange, Astana International Exchange and London Stock Exchange (ticker symbol: AIRA).

 

END