The ordinary general meeting of AB Ukio bankas (registration address 25 Maironio str. Kaunas LT-44250, company number 112020136) shareholders convened in the VDU large hall (28 Daukanto str. Kaunas) at 11 a.m. on 27 March 2009 adopted the following resolutions: 1. Ukio bankas annual report on activities during 2008 was heard (see appendix No. 1). 2. To take into consideration Ukio bankas auditor's UAB “Deloitte Lietuva” conclusion while approving AB Ukio bankas financial statements for the year 2008 (see appendix No. 1). 3. To approve Ukio bankas financial statements for the year 2008 (see appendix No. 1). 4. To approve Ukio bankas profit (loss) distribution for the year 2008. 4.1. Approve Ukio bankas profit (loss) distribution for the year 2008 as follows: 4.1.1. Retained earnings (loss) of the previous financial year at the end of reporting year LTL 33,825.00 thousand; 4.1.2. net profit (loss) for the reporting year LTL 57,383.00 thousand; 4.1.3. disallowance for reporting year profit (loss) LTL 0 thousand; 4.1.4. transfer from limited profit reserve for distribution LTL 0 thousand; 4.1.5. profit (loss) for distribution LTL 91,208.00 thousand; 4.1.6. transfer to legal reserve LTL 4,561.00 thousand; 4.1.7. profit share allocated to capital reserve LTL 86,647.00 thousand; 4.1.8. profit share allocated to general purpose revenue reserves to cover asset loss LTL 0 thousand; 4.1.9. profit allocated for dividends LTL 0 thousand; 4.1.10. retained profit (loss) at the end of reporting year to be transferred to the following financial year LTL 0 thousand 4.2. Not to pay bonuses to board and council members. 5. Elect UAB “Deloitte Lietuva” to be Ūkio bankas auditor and set the following payment terms: 5.1. audit of financial statements for the year 2009 LTL - 410,000.00 plus VAT; 5.2. audit overheads LTL - 32,800.00 plus VAT. 6. To cancel the decision of general meeting of shareholders from 27 March 2008 and take a new decision regarding the increase of Ukio bankas share capital by issue of new shares from company's resources. 6.1. Cancel all decisions connected to the general meeting of shareholders from 27 March 2008 agenda issue “The increase of Ukio bankas authorized capital by additional contributions of shareholders in order to strengthen capital base”. 6.2. Increase Ukio bankas authorized capital from company's resources up to LTL 245,824,000.00 by using LTL 49,116,000.00 general purpose reserve to cover asset loss. 6.3. Issue LTL 49,116,000.00 issue of ordinary registered shares of 1 (one) litas nominal value. 6.4. Set the price of the shares of the new issue - 1 (one) litas for one share. 6.5. The shares of the new issue give free to the shareholders of Ukio bankas in proportion to the nominal value of shares held by proprietary right at the end of the rights accounting day of this general meeting of shareholders. 6.6. Amend Ukio bankas articles of association III (3) as follows: “The Bank's authorized capital of LTL 245,824,000.00 (two hundred forty five million eight hundred and twenty four thousand) is divided into 245,824,000.00 (two hundred forty five million eight hundred and twenty four thousand) ordinary registered shares. The par value of one share is 1 (one) litas” and incorporate into the current edition of Ukio bankas articles of association. 6.7. Authorize Chief Executive Officer to sign the new edition of the Bank's articles of association. 6.8. Delegate Ukio bankas Board to register the issue of 49,116,000.00 (forty nine million one hundred and sixteen thousand) ordinary registered shares of the nominal value of 1 (one) litas and respective amendments Ukio bankas articles of association as provided by the law. 7. Approve the new edition of Ukio bankas articles of association (see appendix No. 2). Authorize Chief Executive Officer to sign the new edition of Ukio bankas articles of association. 8. Elect Edita Karpaviciene the member of the Supervisory Council. 9. Since by resolution of agenda issue No 8 the single member of the Supervisory Council Edita Karpaviciene was elected, agenda issue No 9 was not considered. 10. Assign, lease or pledge as well as stand surety and guarantor for obligations of other entities with Ukio bankas fixed assets and currently held and, pursuant to this resolution, obtained securities, rights and subsequently acquired movable and immovable property of other issuers. Delegate Ukio bankas Board to make decisions in each specific case on the basis to this resolution of the general meeting on property assignment, lease or security of obligations, as well as standing surety or guarantor with this property. Odeta Bankauskiene, Deputy Head of Legal Department +370 37 301 352
The resolutions of Ukio bankas ordinary general meeting held on 27 March 2009
| Source: Ukio Bankas AB