Draft agenda and draft decisions for the General Meeting of Shareholders on 25 November 2008


Draft agenda and draft decisions for the Extraordinary General Meeting of TEO
LT, AB (hereinafter ‘the Company' or ‘TEO') shareholders to be held on 25
November 2008 proposed by the Board of the Company: 

1. Regarding approval of the reorganisation by merging of AB Nacionalinė
Skaitmeninė Televizija into TEO LT, AB. 

Draft decision:
To reorganize TEO LT, AB and AB Nacionalinė Skaitmeninė Televizija in
accordance with Part 3 of Article 2.97 of the Civil Code of the Republic of
Lithuania by way of merging, by merging AB Nacionalinė Skaitmeninė Televizija,
which, after the reorganization, will cease its activities as a legal entity,
into TEO LT, AB according to the reorganization conditions attached hereto as
Annex 1. To approve the reorganization conditions attached hereto as Annex 1. 

2. Regarding approval of a new edition of the By-laws of TEO LT, AB.

Draft decision:
To approve the new edition of the By-laws of TEO LT, AB (attached hereto as
Annex 2) as of the company that continues its business activities after the
reorganization of TEO LT, AB and AB Nacionalinė Skaitmeninė Televizija. 
To authorize General Manager of TEO LT, AB by providing him with the right to
reauthorize, to sign the new edition of the By-laws, to register them in
accordance with the procedure established by law and to perform all other
actions related to the reorganization. 

The documents possessed by the Company related to the agenda of the Meeting,
including draft resolutions, are available at the headquarters of TEO LT, AB,
Savanorių ave. 28, Vilnius, Lithuania, or at the Company's internet website
www.teo.lt. 

ENCL.: 	
- Reorganization conditions of TEO LT, AB and AB Nacionalinė Skaitmeninė
Televizija. 
- Draft of By-laws of TEO LT, AB.


Eglė Gudelytė-Harvey, 
Head of Corporate Administration and Legal Affairs Unit,  
tel. +370 5 236 72 92.

Attachments

reorganization conditions.pdf draft bylaws.pdf