Zwack Unicum Nyrt. RESOLUTIONS of the Annual General Meeting

Resolution of the AGM No. 1/2014. 06. 26.

The AGM approved the election of Mr. Sándor Zwack as conducting chairman, Mr. György Guttengéber and Mr. Tibor Petrás as vote counters, the election of Barbara Stampfer Nagy as keeper of the Minutes of the June 26, 2014 Annual General Meeting, and the election of Mrs. Anne Zwack de Wahl representative of the shareholder PZHAG, and Ms. Fáni Zsolnai, representative of the shareholder Diageo Holdings Netherlands B.V., as confirmers of the Minutes.

Number of votes

Ratio of votes

Yes

Abstention

1.547.230

99,907%

1.545.790

1.440

Report of the Board of Directors on the business activities of the Company in the business year starting on April 1, 2013 and terminating on March 31, 2014 and presentation of the related draft Annual Report of the Company; Report of the Auditor; Report of the Supervisory Board, including the report of the Audit Board; Approval of the Corporate Governance Report

Resolution of the AGM No. 2/2014. 06. 26.

The AGM approved the report of the Board of Directors regarding the business activities and financial results of the Company in the business year starting on April 1, 2013 and terminating on March 31, 2014.

Number of votes

Ratio of votes

Yes

Abstention

1.545.966

99,996%

1.545.900

Resolution of the AGM No. 3/2014. 06. 26.

Number of votes

Ratio of votes

Yes

Abstention

1.545.997

99,828%

1.543.340

2.102

555

Resolution of the AGM No. 4/2014. 06. 26.

The AGM approved the report of the Supervisory Board, including the report of Audit Committee for the business year starting on April 1, 2013 and terminating on March 31, 2014.

Number of votes

Ratio of votes

Yes

Abstention

1.547.210

99,883%

1.545.401

105

1.704

Resolution of the AGM No. 5/2014. 06. 26.

The AGM approved the Corporate Governance Report of the Board of Directors, approved by the Supervisory Board for the business year starting on April 1, 2013 and terminating on March 31, 2014.

Number of votes

Ratio of votes

Yes

Abstention

1.547.245

99,903%

1.545.744

1.252

249

Resolution on the determination and allocation of the after-tax profit of the Company generated in the business year starting on April 1, 2013 and terminating on March 31, 2014

Resolution of the AGM No. 6/2014. 06. 26.

The AGM approved the proposal of the Board of Directors on the allocation of profits, on the basis of which the Company has declared the payment of dividend in the amount of thousand HUF 1 514 818 (one billion five hundred and fourteen million eight hundred and eight-teen thousand Hungarian Forints) from the after-tax profit, and thousand HUF 3 572 682 (three billion five hundred and seventy-two million six hundred and eighty-two thousand) from the profit reserves amounting altogether to thousand HUF 5 087 500 (five billion eighty-seven million five hundred thousand Hungarian Forints). The AGM has ordered the Board of Directors to take the necessary steps for the payment of the dividends on a pro rata basis in accordance with the shareholding set forth in the Company’s Share Register on July 17, 2014. The distribution of the dividends shall commence on July 24, 2014.

Number of votes

Ratio of votes

Yes

Abstention

1.547.277

99,947%

1.546.462

815

Approval of the Annual Report of the Company, including the Balance Sheet concerning the business year starting on April 1, 2013 and terminating on March 31, 2014

Resolution of the AGM No. 7/2014. 06. 26.

The AGM approved the Annual Report of the Company concerning the business year starting on April 1, 2013 and terminating on March 31, 2014, which was prepared in accordance with Hungarian accounting standards and contains the audited balance sheet concerning the business year starting on April 1, 2013 and terminating on March 31, 2014, showing a total balance of assets and liabilities in the amount of thousand HUF 13 742 811 as well as the profit-and-loss statement with a net profit of HUF 0 as follows:

Number of votes

Ratio of votes

Yes

Abstention

1.547.100

99,903%

1.545.596

900

604

Approval of the Annual Report of the Zwack Unicum Plc. concerning the business year starting April 1, 2013 and terminating on March 31, 2014, prepared in accordance with the international accounting standards (IFRS)

Resolution of the AGM No. 8/2014. 06. 26.

The AGM approved the Annual Report of Zwack Unicum Plc. concerning the business year starting on April 1, 2013 and terminating on March 31, 2014, prepared in accordance with the international accounting standards (IFRS) as follows:

Number of votes

Ratio of votes

Yes

Abstention

1.546.798

99,872%

1.544.822

150

1.826

Resolution on the remuneration of the members of the Board of Directors and the Supervisory Board

Resolution of the AGM No. 9/2014. 06. 26.

The AGM approved the honoraria for the members of the Company’s Board of Directors and the Supervisory Board in regard to the business year starting on April 1, 2013 and terminating on March 31, 2014 as follows:

Chairman of the Board of Directors: 3,6 M HUF

Deputy Chairman of the Board of Directors: 3,0 M HUF

Members of the Board of Directors: 2,4 M HUF

Chairwoman of the Supervisory Board: 3,6 M HUF

Deputy Chairman of the Supervisory Board of Directors: 3,0 M HUF

Members of the Supervisory Board: 2,4 M HUF

Number of votes

Ratio of votes

Yes

Abstention

1.544.471

99,737%

1.540.409

3.434

628

Election of members of the Board of Directors, Supervisory Board and Audit Board

Resolution of the AGM No. 10/2014. 06. 26.

The AGM approved the reelection of Mr. Mag. Wolfgang Spiller (mother’s full maiden name: Ilse Althaler; address 2380 Perchtoldsdorf, Herzogbergstrasse 18, Austria) as a member of the Board of Directors for a definite period of time starting on August 1, 2014 and expiring on July 31, 2017.

Number of votes

Ratio of votes

Yes

Abstention

1.545.717

99,824%

1.542.990

1.175

1.552

Resolution of the AGM No. 11/2014. 06. 26.

The AGM approved the reelection of Mr. Dr. Rudolf Kobatsch (mother’s full name: Eleonore Kobatsch, born Reisinger; Address: A-3003 Gablitz, Grillparzergasse 7, Austria) as a member of the Supervisory Board for a definite period of time starting on August 1, 2014 and expiring on July 31, 2017.

Number of votes

Ratio of votes

Yes

Abstention

1.545.719

99,843%

1.543.297

236

2.186

Resolution of the AGM No. 12/2014. 06. 26.

The AGM approved the reelection of Mr. Stephen Charles Morley (mother’s full maiden name: Jill Eames; address Oakdene, Oaklane, Seven Oaks, Kent, United Kingdom TN131UH) as a member of the Supervisory Board for a definite period of time starting on August 1, 2014 and expiring on July 31, 2017.

Number of votes

Ratio of votes

Yes

Abstention

1.545.501

99,797%

1.542.360

815

2.326

Resolution of the AGM No. 13/2014. 06. 26.

The AGM approved the reelection of Mr. Dr. Rudolf Kobatsch (mother’s full name: Eleonore Kobatsch, born Reisinger; Address: A-3003 Gablitz, Grillparzergasse 7, Austria) as a member of the Audit Board for a definite period of time starting on August 1, 2014 and expiring on July 31, 2017.

Number of votes

Ratio of votes

Yes

Abstention

1.545.212

99,813%

1.542.330

259

2.623

Election of the Company’s auditor and approval of its remuneration

Resolution of the AGM No. 14/2014. 06. 26.

The AGM approved the re-election of PricewaterhouseCoopers Auditing Ltd. (H-1055 Budapest, Bajcsy-Zsilinszky út 78., registration no.:001464; individual auditor in charge: Mr. Balázs Mészáros, registration no.: 005589, the substitute auditor appointed in the event of any extended absence of the auditor in charge is: Ms. Szilvia Szabados, registration no.: 005314), as statutory auditor of the Company for a definite period expiring on July 31, 2015. The AGM authorized the Board of Directors to conclude the agreement with the statutory auditor.

Number of votes

Ratio of votes

Yes

Abstention

1.544.178

99,855%

1.541.938

575

1.665

Resolution of the AGM No. 15/2014. 06. 26.

The AGM has approved the honoraria – amounting to HUF 14 300 000 + VAT for PricewaterhouseCoopers Könyvvizsgáló Ltd. (H-1055 Budapest, Bajcsy-Zsilinszky út 78., registration no.:001464;) for its performance as auditor of the Company. The honoraria includes the fee for the auditing of the annual report concerning the business year starting on April 1, 2014 and terminating on March 31, 2015 in accordance with the Hungarian accounting principles and International Financial Reporting standards (IFRS).

Number of votes

Ratio of votes

Yes

Abstention

1.545.649

99,749%

1.541.774

2.022

1.853

Resolution on continuing the Company’s operation in accordance with the provisions of Act V of 2013 on the (new) Civil Code

Resolution of the AGM No. 16/2014. 06. 26.

The AGM approved that the Company shall continue its operation in accordance with the provisions of Act V of 2013 on the (new) Civil Code, and amend its Statutes for this purpose.

Number of votes

Ratio of votes

Yes

Abstention

1.544.139

99,916%

1.542.848

456

835

Modification and amendment of the Statutes of the Company

Resolution of the AGM No. 17/2014. 06. 26.

The AGM approved the amendments of the Statutes of the Company as set attached to the Minutes of the AGM as Appendices 1/A and 1/B.

Number of votes

Ratio of votes

Yes

Abstention

1.542.514

99,926%

1.541.374

1.067

Approval of the consolidated text of the Company’s Statutes, including amendments to date

Resolution of the AGM No. 18/2014. 06. 26.

The AGM approved the consolidated version of the Statutes including the modifications and amendments set forth by the above Resolutions of the AGM (containing all the amendments to date) attached to the Minutes of the AGM as Appendices 2/A and 2/B.

Number of votes

Ratio of votes

Yes

Abstention

1.543.922

99,939%

1.542.977

945

June 26, 2014 Budapest

Board of Directors of the Zwack Unicum Plc.