Draft resolutions prepared by the Board of Directors of JSC Rokiskio suris for
the General Meeting of Shareholders to be held on 27th April 2007:
1.To approve the Annual report of the Company for the year 2006.
2.To approve the Auditor report.
3.To approve the financial accounting for the year 2006.
4.To approve the Profit distribution for the year 2006:
1) Non-distributable profit (loss) at beginning of year LTL 41.900 thous
(EUR 12.135 thous)
2) Approved by shareholders dividends for the year 2005 LTL (10.276) thous (EUR
2.976 thous)
3) Transferred to reserves for treasury share acquisition LTL (20.000) thous
(EUR 5.792 thous)
4) Non-distributable profit (loss) at beginning of year after
dividend payout and transfer to reserves LTL 11.624 thous (EUR 3.367 thous)
5) Net profit (loss) of fiscal year LTL 13.021 thous (EUR 3.771 thous)
6) Transfers from distributable reserves LTL 65.091 thous (EUR 18.852
thous)
7) Distributable profit (loss) LTL 89.736 thous (EUR 25.989 thous)
8) Profit share for mandatory reserve LTL 651 thous (EUR 189 thous)
9) Profit share for acquisition of treasury shares -
10) Profit share for other reserves -
11) Profit share for dividend payout LTL 10.081 thous (EUR 2.920 thous)
12) Profit share fro annual payments (tantiemes) to the
Board of Directors, employee bonuses and other -
13) Non-distributaable profit (loss) at end of year LTL 79.004 thous (EUR
22.881 thous)
As for dividends it shall be distributed LTL 2.36 (0.684 EURO) per ordinary
registered share LTL 10 per value of JSC Rokiskio suris. In total it shall be
allocated LTL 10.081 million (2.920 million EURO) to dividend payment.
5.To appoint UAB “PriceWaterhouseCoopers“ as an Auditor of JSC Rokiskio suris.
The Board of Directors shall establish the fee for the auditor's work. The
Company's
Chief Executive Officer shall sign a contract with the auditor.
6.To amend point 6.5 of the Articles of Association of AB “Rokiškio sūris“ as
follows:
„6.5. Competence of the Board of Directors does not differ from the Board
competence as described by the Law on Joint Stock Companies “.
To amend point 6.8 of the Articles of Association of AB “Rokiškio sūris“ as
follows:
„6.8. The Board of Directors may accept resolutions and its meeting is
considered to be in force when over 2/3 of the members present at the meeting.
Decision of the Board is considered to be accepted when voices “for” exceed
voices “against”.
To amend point 7.4 of the Articles of Association of AB “Rokiškio sūris“ as
follows:
„7.4. Competence of the Chief Executive Officer does not differ from the
Director's competence as described by the Law on Joint Stock Companies“
Point 7.5 of the Articles of Association of AB “Rokiškio sūris“ has lost its
effect.
To amend point 10.1 of the Articles of Association of AB “Rokiškio sūris“ as
follows:
„10.1. The Company's information regulated by Article 28 of the Law on
Securities is announced publicly as requested and also it is circulated via
Central data base of regulated information. A notification convening General
shareholders' meeting is announced in daily newspaper „Lietuvos rytas“ and
regional paper „Gimtasis Rokiškis“. Other announcements for shareholders,
creditors etc may be circulated via daily “Lietuvos rytas” as well, given
personally under signature or sent by the registered mail as requested by the
Lithuanian legacy.“
To authorize the CEO Antanas Trumpa to sign the amendments to the Articles of
Association and to present them for registration by Register of Juridical
persons.
7.Election of the Board member:
A Board member will be offered and elected by General shareholders' meeting.
Dalius Trumpa
Board Chairman
8 458 55204
Draft resolutions of the General Shareholders' Meeting to be held on 27th April 2007
| Source: Rokiskio Suris
Attachments
