LDJ: Regarding the Convocation of Extraordinary General Meeting of AB Lietuvos Dujos Shareholders
An Extraordinary General Meeting of Shareholders of AB Lietuvos Dujos is to be convened on the initiative and by the decision of the Board of the Company on 8 June 2015.
The date, time and place of the Extraordinary General Meeting of Shareholders: The Extraordinary General Meeting of Shareholders of AB Lietuvos Dujos (hereinafter – General Meeting) will be held on 1 July 2015, at 11.00 a. m., at the head office of AB Lietuvos Dujos, Aguon? str. 24, LT-03212 Vilnius, conference hall on Floor 2.
The registration of shareholders will start at 10.25 a.m., 1 July 2015.
The registration of shareholders will be stopped at 10.55 a.m., 1 July 2015.
The Record Date of the General Meeting : 23 June 2015. Persons who are shareholders of the Company at the end of the Record Day (23 June 2015) are entitled to attend the Extraordinary General Meeting and to vote at the meeting.
The following agenda of the General Meeting and proposed draft decision were approved by the decision of the Board of Directors of the Company on 8 June 2015:
Agenda of the General Meeting:
- Regarding the election of the audit company for the audit of financial reports of AB Lietuvos Dujos for the year 2015 and set of terms of remuneration for audit services.
The proposed draft decision of the General Meeting of Shareholders of AB Lietuvos Dujos on the abovementioned agenda item:
- Regarding the election of the audit company for the audit of financial reports of AB Lietuvos Dujos for the year 2015 and set of terms of remuneration for audit services:
“1.1. To elect “PricewaterhouseCoopers” UAB as the audit company for the audit of AB Lietuvos Dujos for the year 2015 and to pay for audit services no more than EUR 37.000 (VAT not included).”
A person attending the General Meeting and entitled to vote shall present a document for proof of personal identity. A person who is not a shareholder shall in addition present a document certifying his right to vote at the General Meeting. Shareholders participating in the General Meeting shall produce an identity document. Shareholders shall be granted pecuniary and non-pecuniary rights provided for by laws and other legal acts of the Republic of Lithuania. Shareholders entitled to participate in the aforementioned General Meeting shall have the right to authorise, in writing, a natural or legal person to participate and vote on their behalf at the General Meetings indicated in this notice. Such a written authorisation shall be approved in accordance with the procedure laid down in legal acts and shall be delivered to Aguon? str. 24, Vilnius no later than by the end of shareholder registration for a relevant General Meeting. Shareholders entitled to participate in the General Meeting shall also have the right to authorise, by electronic means of communication, a natural or legal person to participate and vote on their behalf at the General Meeting. An authorisation issued by electronic means of communication shall be recognised as valid provided that the security of the information transferred is ensured and it is possible to identify the shareholder. Shareholders shall report the issuance of an authorisation by electronic means of communication by sending it by e-mail to ld@lietuvosdujos.lt not later than by the end of the working day on 30 June 2015 (16:30 p.m.). The authorised person shall have an identity document and shall enjoy the same rights at the General Meeting as the shareholder represented by him would enjoy (unless the issued authorisation or laws provide for narrower rights of the authorised person). The shareholder’s right to participate in the General Meeting shall also include the right to ask. AB Lietuvos Dujos has not approved any special authorisation form of the abovementioned General Meeting.
The Company does not provide a possibility of participating in the General Meeting of Shareholders and voting by using electronic means of communications.
The agenda of the General Meeting may be supplemented on the initiative of shareholders of the Company whose shares held in the Company carry at least 1/20 of all votes at the General Meeting. The proposal to supplement the agenda of the respective General Meeting shall be accompanied by draft decisions or, where no decisions have to be taken, by explanations on each proposed agenda item of the General Meeting. The agenda shall be supplemented if the proposal is received no later than 14 before the respective General Meeting. Shareholders whose shares held in AB Lietuvos Dujos carry at least 1/20 of all votes at the General Meeting shall have the right to propose, at any time before the General Meeting, new draft decisions on issues that are included or will be included in the agendas of the General Meeting. Proposals on the supplementation of the respective agenda or relevant draft decisions shall be submitted in writing to AB Lietuvos Dujos, Aguon? str. 24, Vilnius, or by e-mail to ld@lietuvosdujos.lt.
Shareholders of AB Lietuvos Dujos shall have the right to present questions related to the agenda of the General Meeting. Questions may be presented by e-mail to ld@lietuvosdujos.lt or delivered to AB Lietuvos Dujos to Aguon? srt. 24, Vilnius, no later than 3 working days before the General Meeting.
Shareholders will be able to vote on the agenda items of the General Meeting in writing by filling in ballot papers. At the request of a shareholder, AB Lietuvos Dujos shall send, free of charge, a ballot paper to the shareholder by registered post or deliver it by hand against signature no later than 10 days before the General Meeting. A completed ballot paper shall be signed by the shareholder or a person authorised by the shareholder. Where a person authorised by the shareholder casts a vote, a document certifying the right to vote shall be attached to the completed ballot paper. Filled and signed general ballot paper and the document confirming the voting right can be sent to the Company by registered mail or delivered at Aguon? str. 24, Vilnius, no later before the General Meeting. The Company retains the right not to recognize the advance vote of the shareholder or his/her authorised representative, if his/her submitted general ballot paper does not meet the requirements of Paragraphs 3 and 4 of Article 30 of the Law on Companies of the Republic of Lithuania, was received to late or is filled so that the true will of the shareholder on an individual matter cannot be determined. Electronic means of communication shall not be used for participation and voting at either of the abovementioned General Meeting.
Shareholders can get familiar with documents related to the agenda of the General Meeting, draft decisions on the agenda, documents to be submitted to General Meeting and other information related to the implementation of the rights of shareholders specified in this notice on the website of AB Lietuvos Dujos at www.lietuvosdujos.lt from the date of this notice as well as on the premises of AB Lietuvos Dujos (Aguon? str. 24, Vilnius) during working hours (7.30–11.30 a.m. and 12.15–4.30 p.m.; 7.30–11.30 a.m. and 12.15–3.15 p.m. on Fridays).
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