OREANDA-NEWS. May 29, 2012. The Annual General Meeting of AS Viisnurk (registry code: 11421437, address: Suur-Joe 48, Parnu 80042, hereinafter the Company) will be held on the 19th of June 2012 at 11am at the office of AS Viisnurk at Suur-Joe 48, Parnu.

The agenda of the General Meeting with the proposals of the Supervisory Board:

1. Approval of the Annual Report 2011

Proposal of the Supervisory Board: To approve the Annual Report of the Company for 2011 prepared by the Management, which exposes the consolidated balance sheet value of 15 950 thousand euros and the net profit in the amount of 2 565 thousand euros as at 31.12.2011.

2. Profit distribution in 2011

Proposal of the Supervisory Board: Not to allocate the net profit 2011 in the amount of 2 565 thousand euros for dividends and to transfer the profit to retained earnings of previous periods.

3. Appointment and remuneration principles of auditor for the financial year 2012

Proposal of the Supervisory Board: To appoint AS PricewaterhouseCoopers (registry code: 10142876, address: Parnu mnt 15, 10141 Tallinn) as the auditor of the Company for the financial year 2012. Public accounting services will be paid for in accordance with the contract to be drawn up with the auditor.

4. Changing the business name of the Company

Proposal of the Supervisory Board: To change the business name of the Company. The new business name shall be Skano Group AS.

5. Changing the Articles of Association

Proposal of the Supervisory Board: To approve the new reduction of the Articles of Association of AS Viisnurk as published on the Company’s web site www.viisnurk.ee and made available at the office of the Company at Suur-Joe 48, Parnu. Art. 1.1. of the Articles of Association is changed due to changing the Company’s business name to Skano Group AS.

6. Extending the term of office for the members of the Supervisory Board and election of new Supervisory Board member.

Proposal of the Supervisory Board: To extend the term of office of the Supervisory Board members Ulo Adamson, Joakim Johan Helenius and Heiti Riisberg for (5) five years and to elect Pekka Armas Soikkeli to the position of fourth member of the Supervisory Board also with the term of office of 5 (five) years as of the adoption of this resolution.

Ulo Adamson (born 1978) is member of Supervisory Board since 2003. In addition, he is member of Supervisory Board of AS Trigon Property Development, member of Management Board of majority shareholder OU Trigon Wood, member of Management Board and COO of AS Trigon Capital and CEO and President of Trigon Agri A/S.

Joakim Johan Helenius (born 1957) is member of Supervisory Board since 1999. In addition, he is member of Supervisory Board of AS Trigon Property Development, member of Management Board of majority shareholder OU Trigon Wood, Chairman of Supervisory Board of AS Trigon Capital and Chairman of Board of Directors of Trigon Agri A/S.

Heiti Riisberg (born 1980) is member of Supervisory Board since 2010. In addition, he is member of Audit Committee of AS Viisnurk, member of Supervisory Board of AS Trigon Property Development and Head of Asset Management division of AS Trigon Capital.

Pekka Armas Soikkeli (born 1958) is the CEO and Board member of Thominvest Oy and several other Thominvest group companies (Thomfinance Oy, Thomscapital Oy). Pekka Soikkeli has MBA from Helsinki School of Economics.

The documents of Annual Report of AS Viisnurk, proposal for profit allocation and auditor’s report to the Annual Report of  2011 and new reduction of Articles of Association will be available at the head office of the Company at Suur-Joe 48, Parnu, starting from 28th of May, 2012, and on Company’s web site www.viisnurk.ee.

Information on the procedure for exercising the rights specified in the Commercial Code § 287, § 293 (2) and (21) and § 293'1 (4) is published on the website of the Company www.viisnurk.ee.

As of the date of publishing of the announcement, the share capital of AS Viisnurk is 2 699 436.60 euros. The company has 4 499 061 shares and each share gives one vote.

The date of closing the list of shareholders entitled to vote at the Annual General Meeting will be June 12, 2012 at 23:59.

Registration of the participants in the meeting will begin at 10:45

To register yourself as a participant in the general meeting, please present:

a shareholder who is a sole proprietor – an identity document

a representative of a shareholder who is a sole proprietor – an identity document and a written authorisation document

a representative of a shareholder who is a legal person – valid certified copy of the registry card (for legal persons in Estonia, certified no earlier than 7 days ago), which entitles the person to represent the shareholder, and an identity document of the representative, or an authorisation document prepared as required and an identity document of the representative. We request prior legalisation or apostille certification of documents of a legal person registered in a foreign country, unless stated otherwise in the international agreement. AS Viisnurk may register a shareholder who is a legal person of a foreign country as a participant in the general meeting also in case all required data on the legal person and the representative are included in the notarised authorisation document issued to the representative in a foreign country and the authorisation document is acceptable in Estonia.

If a shareholder has deposited his/her shares on a nominee account, a respective certificate issued by the account administrator shall be submitted, certifying the right of ownership of the shares as of 12th of June 2012.