Resolutions adopted at the AGM

JSC Halyk Bank

24 April 2026

 

JOINT STOCK COMPANY

HALYK BANK OF KAZAKHSTAN

(40, Al-Farabi Avenue, Medeu District, А26М3К5, Almaty, Republic of Kazakhstan)

INFORMATION NOTE FOR JSC HALYK BANK SHAREHOLDERS

In accordance with Article 51-6 of the Law of the Republic of Kazakhstan "On Joint Stock Companies", the Board of Directors of JSC Halyk Bank announces the results of absent voting at the Annual General Shareholders' Meeting of JSC Halyk Bank by absent voting without holding the in-person General Shareholders' Meeting on 23 April 2026 (the "General Shareholders' Meeting").

The items included in agenda of the General Shareholders' Meeting, and resolutions adopted by the General Shareholders' Meeting, and the absent voting results are as follows:

1. Item of the agenda of the General Shareholders' Meeting: "On approval of the agenda of the Annual General Shareholders' Meeting of JSC Halyk Bank".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To approve the agenda of the Annual General Shareholders' Meeting of JSC Halyk Bank prepared by the Board of Directors of JSC Halyk Bank (resolution of the Board of Directors of JSC Halyk Bank on item 3 in minutes to the meeting of the Board of Directors of JSC Halyk Bank by absent voting No.11 dated 10 March 2026).

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by majority of votes out of total number of the JSC Halyk Bank's voting shares presented at the meeting.

2. Item of the agenda of the General Shareholders' Meeting: "On approval of JSC Halyk Bank consolidated annual financial statements taking into account the independent auditor's report for 2025".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To approve JSC Halyk Bank consolidated annual financial statements for 2025, taking into account the independent auditor's report, presented for consideration of the Annual General Shareholders' Meeting of JSC Halyk Bank.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

3. Item of the agenda of the General Shareholders' Meeting: "On approval of the procedure for distribution of JSC Halyk Bank net income for 2025. Adoption of a resolution on dividend payment on JSC Halyk Bank common shares. Approval of the amount of dividend per common share of JSC Halyk Bank".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To approve the following distribution of net income of JSC Halyk Bank received as a result of the 2025 financial and operating performance of JSC Halyk Bank:

part of the net income shall be allocated for payment of dividends on common shares of JSC Halyk Bank (ISIN KZ000A0LE0S4):

name: JSC Halyk Bank;

location of JSC Halyk Bank: 40, Al-Farabi Avenue, Medeu District, А26М3К5, Almaty, Republic of Kazakhstan;

bank and other details of JSC Halyk Bank: National Bank of the Republic of Kazakhstan; BIC - NBRKKZKX, correspondent account - KZ87125KZT1001300313, BIN - 940140000385, Beneficiary code - 14;

the dividend payment period: 2025;

the amount of dividend per common share: KZT 30.10;

the dividend payment start date: 18 May 2026;

the timing  and form of dividend payment:

the record date of the list of shareholders eligible to receive dividends, as of the beginning of the date (00:00) 30 April 2026 (Almaty time);

the dividend payment form - bank transfer.

Part of JSC Halyk Bank net income for 2025 remaining after the payment of dividends on common shares of JSC Halyk Bank shall not be distributed, and shall be allocated to retained earnings.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,591,717,305, "Against" - 19,285,235, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

4. Item of the agenda of the General Shareholders' Meeting: "On consideration of the 2025 Performance Report of JSC Halyk Bank Board of Directors".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To acknowledge the 2025 Performance Report of the Board of Directors of JSC Halyk Bank submitted for consideration of the Annual General Shareholders' Meeting of JSC Halyk Bank, and recognize the activity of the Board of Directors and performance of functions by the members of the Board of Directors as positive.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

5. Item of the agenda of the General Shareholders' Meeting: "On determination of the number of members of JSC Halyk Bank Board of Directors".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To determine the Board of Directors of JSC Halyk Bank to consist of seven (7) persons.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

6. Item of the agenda of the General Shareholders' Meeting: "On determination of the term of powers of JSC Halyk Bank Board of Directors".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To determine the term of powers of JSC Halyk Bank Board of Directors to be 3 (three) years, which shall expire at the time of the Annual General Shareholders' Meeting which will elect the new Board of Directors of JSC Halyk Bank.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

7. Item of the agenda of the General Shareholders' Meeting: "On election of members of JSC Halyk Bank Board of Directors".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To elect the following persons to be members of the Board of Directors of JSC Halyk Bank: Zhaksybek Abdrakhmetovich Kulekeyev, Hermann Tischendorf, Piotr Romanowski and Henk Jan Hoogendoorn as the Independent Directors, Zhomart Dossankulovich Nurabayev as the representative of ALMEX Holding Group JSC, Arman Galiaskarovich Dunayev, Umut Bolatkhanovna Shayakhmetova.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. Total number of votes of shareholders for cumulative voting that are registered at the General Shareholders' Meeting is 53,277,017,780, out of which 52,983,555,060 cumulative votes participated at the General Shareholders' Meeting by absent voting, 293,462,720 cumulative votes did participate in voting.

Results of cumulative voting: Arman Galiaskarovich Dunayev - 6,999,693,420 cumulative votes, Zhomart Dossankulovich Nurabayev - 7,053,860,420 cumulative votes, Hermann Tischendorf - 7,880,280,220 cumulative votes, Zhaksybek Abdrakhmetovich Kulekeyev - 7,880,280,220 cumulative votes, Piotr Romanowski - 7,840,277,740 cumulative votes, Henk Jan Hoogendoorn - 7,880,280,180 cumulative votes, Umut Bolatkhanovna Shayakhmetova - 7,448,882,860 cumulative votes.

8. Item of the agenda of the General Shareholders' Meeting: "On approval of amendment to JSC Halyk Bank Charter".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To approve the amendment to the Charter of JSC Halyk Bank, as proposed for consideration by the Annual General Shareholders' Meeting of JSC Halyk Bank.

To authorize Umut Bolatkhanovna Shayakhmetova, CEO of JSC Halyk Bank, to sign the amendment to the Charter of JSC Halyk Bank.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

9. Item of the agenda of the General Shareholders' Meeting: "On approval of amendments to JSC Halyk Bank Corporate Governance Code".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To approve the amendments to the Corporate Governance Code of JSC Halyk Bank, as proposed for consideration by the Annual General Shareholders' Meeting of JSC Halyk Bank. 

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 293,218,724.

The resolution was adopted by supermajority of votes out of total number of the voting shares of JSC Halyk Bank in accordance with Article 36-2 of the Law of the Republic of Kazakhstan "On Joint Stock Companies" and Article 25-2 of the Bank's Charter.

10. Item of the agenda of the General Shareholders' Meeting: "On approval of amendments to the Regulations on JSC Halyk Bank Board of Directors".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To approve the amendments to the Regulations on the Board of Directors of JSC Halyk Bank, as proposed for consideration by the Annual General Shareholders' Meeting of JSC Halyk Bank.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,611,002,540, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

11. Item of the agenda of the General Shareholders' Meeting: "On informing the shareholders of JSC Halyk Bank on the amount and structure of remuneration for the members of the Board of Directors and Management Board of JSC Halyk Bank".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To acknowledge the information regarding the size and composition of remuneration of the members of the Board of Directors and the Management Board of JSC Halyk Bank submitted for consideration of the Annual General Shareholders' Meeting of JSC Halyk Bank.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 6,830,050,780, "Against" - 591,938,440, "Abstain" - 189,013,320, "Took no part in the voting" - 0.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

12. Item of the agenda of the General Shareholders' Meeting: "On consideration of information on shareholders' appeals on actions of JSC Halyk Bank and its officials, and on results of consideration thereof".

Resolution adopted by the General Shareholders' Meeting and absent voting results:

To acknowledge the information on shareholders' appeals on actions of JSC Halyk Bank and its officials, and on results of consideration thereof, as proposed for consideration at the Annual General Shareholders' Meeting of JSC Halyk Bank.

Total voting shares of JSC Halyk Bank - 7,904,221,264. Total votes of the shareholders that attended the General Shareholders' Meeting by absent voting was 7,611,002,540. "For" - 7,607,053,620, "Against" - 0, "Abstain" - 0, "Took no part in the voting" - 3,948,920.

The resolution was adopted by simple majority of votes out of total number of the JSC Halyk Bank's voting shares participating in the voting.

Board of Directors

JSC Halyk Bank

 

END