VOLGAGRAIN SA

"Category: Notifications issued to company members/nSub-category: Invitation to the General Meeting/nPublication date: SHAB 30.07.2025/nPublicly viewable until: 30.07.2026/nPublication number: UP04-0000007373/nPublishing entity/nRVMH Avocats, Rue GOURGAS 5.

1205 Genève/nInvitation to the extraordinary general meeting/nVOLGAGRAIN SA/nOrganisation concerned:
/nVOLGAGRAIN SA/nCHE-110.032.551/nc/o: de Pfyffer.

avocats/nrue François-Bellot 6/n1206 Genève/nGeneral meeting details:
/n20.08.2025, 10.00 Uhr.

Louis Dreyfus Company Suisse SA/nroute de l'Aéroport 29/n1215 Genève/nInvitation/Agenda:
/n1. Renewal of the mandates of the members of the Board of Directors;
/n2. Ratification of all acts and decision taken by the members of the Board of Directors/nsince the last annual general meeting;
/n3. Discussion on the Company's subsidiary/n4. Miscellaneous/n1/nGeneva, [28] July 2025/nPublication Feuille Officielle Suisse du Commerce (FOSC)/nNotice of an extraordinary shareholders meeting (Assemblée Générale Extraordinaire) to be held/non the [20th of August 2025 at 10 am]/nNotice is hereby given of an extraordinary general meeting, which will be held at Route de l'Aéroport 29/n(in the premises of Louis Dreyfus Company Suisse SA) - 1215 Geneva, Switzerland/n1. Renewal of the mandates of the members of the Board of Directors;
/n2. Ratification of all acts and decision taken by the members of the Board of Directors since the/nlast annual general meeting;
/n3. Discussion on the Company's subsidiary/n4. Miscellaneous/n2/nMINUTES/nof an/nExtraordinary Shareholders' Meeting/nof/nVolgagrain SA/n(the ""Company"")/nCHE-110.032.551/nCompany Capital CHF 100,000/nHeld on the [20th of August 2025] in Geneva/n(the ""Meeting"")/nReappointment of directors/nPresent: Nicolas Maguin Chairman/nAndre Roth Secretary and Teller/nShareholders as per the enclosed Attendance List (the ""Shareholders"")/nThe Meeting was declared open at 10 a.m by Mr. Maguin, in his capacity as Chairman. Andre Roth was/nappointed as the Secretary and vote-teller./nThe Chairman reported that:/n- No corporate bodies nor any other dependent persons in terms of Article 689d of the Swiss/nCode of Obligations (""SCO"") are proposed as a proxy, neither does anyone exercise membership/nrights for shares which have been deposited with him in terms of Article 689e SCO;
/n- In accordance with article 21 of the Company, the meeting was validly convened by way of/npublication of a notice in the Feuille Officielle Suisse du Commerce (FOSC) on the [DD MM 2025];
/n- The necessary quorum for this meeting to proceed and validly take decisions is met/nNo objections were raised against these statements./nThe Chairman then reminds that the Company's bearer shares were automatically converted by Law into/nnominative shares on the 1st of May 2021. The Shares certificates are held in escrow by Me. Jacques/nWICHT, notary in Geneva./nThe Chairman then turned to the Agenda:/nAgenda:/n1. Renewal of the mandates of all the members of the Board of Directors;
/n2. Ratification of all acts and decision taken by the members of the Board of Directors since the/nlast annual general meeting;
/n3. Discussion on the Company's subsidiary;
/n4. Miscellaneous/n3/n1- Renewal of the mandates of all the members of the board of directors (administrateurs)/nThe Chairman reminded the Shareholders that due to external circumstances outside the Company and/nthe Shareholders' control resulting from the outbreak of the war between Russian and Ukraine, the/nCompany has not been able to hold its annual general meetings in 2023, 2024, and 2025 during which/nthe mandates of the members of the board of directors were to be formally renewed, each time for a/nperiod of 1 year in accordance with article 19 of the Company's bylaws./nNotwithstanding the above, the Shareholders wishes to express and confirm that they intended for Mr./nNicolas Maguin and Mr. Andre Roth to be renewed for each of those years as the members of the board/nof directors since the expiry of their mandates (in 2023) and that, have the annual general meetings in/n2023, 2024 and 2025 been held, the renewals of the mandates would have been decided by the/nShareholders./nIn light of the above, the Shareholders hereby resolve to formally ratify the appointment of Mr. Nicolas/nMaguin and Mr. Andre Roth as members of the board of directors of the Company with effect from 30th/nof June 2023 and to renew their mandates until the 30th of June 2026./n2- Ratification of all acts and decision taken by the members of the Board of Directors since/nthe last annual general meeting/nThe last annual general meeting of the Company is dated the 13th of July 2022 (the ""Last AGM""), during/nwhich it was resolved to re-elect all members of the board of directors until the next annual shareholder's/nmeeting. The annual general meeting in 2023 did not take place per the explanation given above at/nAgenda Item 1./nThe Shareholders hereby resolve to confirm and ratify, to the fullest extent necessary and permitted by/nlaw, all acts, documents (of any type), and/or decisions signed, entered into or made since the Last AGM/nby either of Mr. Nicolas Maguin and Mr. Andre Roth, acting jointly or solely./n3- Discussion on the Company's subsidiary/nThe Chairman reminded that the Company is the sole owner of a ""Volgogradskiy Elevator"", a Limited/nLiability Company (the ""Subsidiary""), incorporated and existing under the laws of the Russian/nFederation, registered under the state registration number 1023403846080./nFurther to the decision taken by the LDC Group in April 2023 to cease grains exports from Russia, and/ndespite the Group's attempts to transfer to new owners its existing Russian business and grain assets,/nthe Subsidiary, together with other Russian entities held by entities of the LDC Group, will be shortly/nentering into a voluntary liquidation process./nThe Shareholders hereby confirm that they are aware of such liquidation process being initiated and do/nnot oppose to it./nThe Shareholders confirm that they have been assessing the impact of the liquidation of the Subsidiary/non the Company's activity and affairs and they will continue to monitor any future developments./n4/n4- Miscellaneous/nNo other matters or questions were raised for discussion./nAll the agenda items having been discussed, the meeting is adjourned at 10.30 am./nThe Chairman The Secretary ad hoc/n_______________________ ___________________/nMr. Nicolas Maguin Mr. Andre Roth/nEncl. Attendance sheet/n5/nAttendance sheet of the Extraordinary General Meeting of Volgagrain S.A./nHeld on the 20th of August 2025/nShareholder Represented by Signature Number of shares/nLouis Dreyfus/nCommodities and/nEnergy Holdings B.V./nAnne Rigoli 83 shares of CHF/n83,000/nMrs Elena V. Makarova Absent Absent 9 shares of/nCHF?9,000/nMrs Ekaterina L./nTitova/nAbsent Absent 8 shares of/nCHF?8,000/nTotal 100 shares/nrepresenting CHF/n100,000.00/nThe Chairman The Secretary/n_______________________ ___________________/nMr. Nicolas Maguin Mr. Andre Roth/n6/nLIMITED POWER OF ATTORNEY/nGranted on: DD MM 2025/nThe Undersigned,/nLouis Dreyfus Commodities and Energy Holdings B.V., a company registered in The Netherlands,/nhaving company registration number 24154028 (the ""Company"")/nWhereas/nThe Company is the majority shareholder of Volgagrain SA, a company registered in Switzerland under/nnumber CHE-110.032.551, (hereafter ""Volgagrain""),/nPower of Attorney/nThe Company hereby grants a limited Power of Attorney (volmacht) within the meaning of article 3:62(2)/nDutch Civil Code, with no power of substitution or sub-delegation to Mrs.

Anne Rigoli as its true and/nlawful attorney-in-fact, in order to, acting individually on its behalf :
/nattend the Extraordinary General Meeting of Volgagrain to be held on the 20th of August 2025 at 10 am/nin the premises of Louis Dreyfus Company Suisse SA, Route de l'aéroport 29, 1215 Geneva, Switzerland,/nor at the later replacement date and place if the previous meeting could not be held as agreed.

and vote/nin the context of the following agenda items :
/n1. Renewal of the mandates of all the members of the Board of Directors;
/n2. Ratification of all acts and decision taken b"

VOLGAGRAIN SA, à Genève, CHE-110.032.551 (FOSC du 04.08.2021, p. 0/1005264913). Le 01.05.2021, les actions au porteur ont été converties de par la loi en actions nominatives. Les statuts de la société n'ont pas encore été adaptés à la conversion, mais devront l'être lors de la prochaine modification.

Capital-actions:
CHF 100'000, libéré à concurrence de CHF 100'000, divisé en 100 actions de CHF 1'000, nominatives.

VOLGAGRAIN SA, à Genève, CHE-110.032.551 (FOSC du 10.07.2020, p. 0/1004934738). Zozulya Evgeny n'est plus administrateur;
ses pouvoirs sont radiés.