Resolutions of the annual general meeting of AS Merko Ehitus held on
30 April 2007:
I. Approval of annual report 2006
To approve the annual report of AS Merko Ehitus for the financial year 2006.
II. Resolving the distribution of profit
To approve the profit distribution as follows:
(i) to approve the net profit for the financial year 2006 in the amount
of 581 738 087 Estonian kroons.
(ii) to pay dividends from the net profit of 2006 to shareholders in the
total amount of 123 900 000 Estonian kroons, which is 7 kroons per
share.
the shareholders entered in the share register of AS Merko Ehitus
as at 23.59 on 16 May 2007 will be entitled to the dividends.
the dividends will be paid to the shareholders on 22 May 2007 by
transfer of the respective amount to the current account linked
to the securities account of the shareholder.
(iii) to retain the remaining net profit.
III. Approval of the auditor for the financial year 2007
To approve AS PricewaterhouseCoopers as the auditor of AS Merko Ehitus for
the financial year 2007 and to pay to the auditor according to the contract.
IV. Amendment of the terms of service of the members of the supervisory
board with regard to business secrets, competition prohibition,
bonuses and severance payments
To approve the amendments to the terms of service of the members of the
supervisory board in the presented form:
1) to specify the definition of a business secret, including to
approve an exemplifying list of information that is regarded
to constitute business and industrial secrets of the company;
2) to specify the procedure for preparing a list of the competitors
of the company;
3) a member of the supervisory board will be entitled to a bonus
as follows:
- the chairman of the supervisory board - 0.4% of the profit
before taxes of the company, minus the respective minority
holding;
- a member of the supervisory board - 0.35% of the profit
before taxes of the company, minus the respective minority
holding.
The additional remuneration shall be paid after the approval
of the annual report for the respective year at the general
meeting of shareholders. In maximum 75% of the aforesaid
additional remuneration can be paid to the members of the
supervisory board in advance.
4) to spread the compensation payable to the members of the
supervisory board upon termination of their contract of service
over 12 months.
1 EUR = 15,6466 EEK
Alar Lagus
Member of the Board
+372 680 5109