OREANDA-NEWS. AS PRFoods (register code 11560713, address Betooni 4, 11415 Tallinn, Republic of Estonia), hereby convenes the annual general meeting of shareholders which will be held on 28.05.2015 starting at 10:00 at the conference room „Gamma“ of hotel Radisson Blu Olimpia (address: Liivalaia 33, Tallinn, Estonia).

The list of shareholders entitled to vote at the general meeting will be determined seven days before the meeting i.e. on 20.05.2015 at 23:59.

Registration to the meeting will start at the location of the meeting on 28.05.2015 at 9:30 and end at 10:00.

For the registration, shareholders are asked to present:

  • Shareholders who are private individuals: passport or identity card. Representative of the shareholder must also submit a written power of attorney in written form.
  • Representatives of shareholders that are legal entities: an extract from the respective register where the legal entity is registered evidencing the authorities of the legal entity’s representative to represent the legal entity (representation by virtue of law), and passport or identity card of the representative. If the legal entity is represented by a person who is not the legal representative of the legal entity, a written power of attorney is also required. The documents of a shareholder located abroad shall be legalized or certified with an apostille, unless a relevant international agreement stipulates otherwise.

According to the decision of the supervisory board of AS PRFoods dated 28.04.2015, the agenda of the annual general meeting along with the proposal of the supervisory board is as follows:

  1. Approving the Company’s 2014 annual report
    The supervisory board of AS PRFoods proposes to the annual General Meeting to approve the annual report of the Company for the financial year 2014 in the form submitted to the annual General Meeting.
     
  2. Deciding on covering the loss
    The loss of AS PRFoods as at 31.12.2014 is EUR 2 026 000. The supervisory board of AS PRFoods proposes to the general meeting of the Company’s shareholders to cover the loss from the profit of future accounting periods.
     
  3. Appointment of auditor for the financial year 2015 and determining auditor’s remuneration
    The supervisory board proposes the annual general meeting to appoint AS PricewaterhouseCoopers as the auditor of the AS PRFoods for the financial year 2015 and to determine the remuneration of the auditor pursuant to the agreement to be executed with the auditor.
     
  4. Amending the Company’s articles of association
    The supervisory board proposes the annual general meeting to amend the Company’s articles of association and approve the new version of articles of association that was submitted for the review of shareholders before the general meeting.
     
  5. Reduction of the share capital of AS PRFoods
    The supervisory board proposes the annual general meeting to adopt the decision for the reduction of share capital of AS PRFoods as follows:
  •  The share capital shall be reduced by reducing the nominal value of Company’s share by EUR 0.30 (30 euro cents) as a result of which the new nominal value of the share shall be EUR 0.20 (20 euro cents);
  • In total the share capital shall be reduced by EUR 11,604,858 and the new share capital of the Company shall be EUR 7,736,572;
  • The reason for the reduction of share capital of AS PRFoods is the adjustment of company’s capital structure. The reduction of share capital of AS PRFoods enables to balance the company’s debt-to-equity ratio and bring the company’s return on equity and other financial ratios to level that is more adequate. The reduction of the share capital will take place based on the receivables for sale of ice cream and frozen products unit.