Management Board of joint stock company “Nordeka” (registration number: 40003022404, legal address: 121 Dzirciema iela, Riga, Latvia, LV-1055) calls up and announces that Annual General Meeting of Shareholders of joint stock company “Nordeka” will take place on May 21, 2014 at 11 a.m. at the 2nd floor meeting room at administrative premises of joint stock company “Nordeka”, 121 Dzirciema iela, Riga, Latvia.

 

Agenda:

  1. Approval of Annual report for the year 2013.
  2. Election of auditor for the audit of Annual report for the year 2014 and determination of the remuneration for auditor.
  3. Denomination of the share nominal value to euro.
  4. Amendments to the Articles of Association.
  5. Election of the Supervisory Council.

 

Shareholder Registration will be open from 10.30 a.m. till 11.00 a.m. on the day of meeting – May 21, 2014 - at the venue of the meeting.

 

The record date for participation at the annual shareholders’ meeting of joint stock company “Nordeka” is May 13, 2014. Only those persons who are shareholders on the record date with the amount of the shares they own on the record date have rights to participate at the annual shareholders’ meeting of joint stock company “Nordeka” to be held on May 21, 2014.

 

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document;
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder (form of a written power of attorney is also available on website of joint stock company “Nordeka” - www.nordeka.lv, on website of the central storage of regulated information - www.oricgs.lv and website of joint stock company “NASDAQ OMX Riga” - www.nasdaqomxbaltic.com), or legal representatives shall present a document certifying the authorisation.

 

The shareholders who represent at least 1/20 of the company’s share capital, have rights within 7 days after the publication of the notification to require the institution which convenes the shareholders meeting, to include additional items in the agenda of the meeting. The shareholders, who propose to include additional issues on the agenda of the shareholders meeting, are obliged to submit the draft resolution on the issues that are proposed by them for inclusion in the agenda, or explanation on the issues where no resolution is planned to be adopted to the institution which convenes the shareholders meeting. The shareholders have rights to submit draft resolutions on issues included in the agenda of the shareholders’ meeting within 7 days after the notification about convocation of shareholders’ meeting is released. Shareholders have rights to submit draft resolutions on issues included in the agenda of the shareholders’ meeting during the meeting, if all the draft resolutions that have been submitted to the shareholders’ meeting are reviewed and rejected. If a shareholder submits a written requisition to the Management Board at least 7 days before the shareholders’ meeting, the Management Board is obliged to give him the required information on the issues included in the agenda at least 3 days before the shareholders’ meeting. Upon request of the shareholders, the Management Board is obliged to provide information to the shareholders’ meeting about the company’s economic situation to such an extent that is necessary to objectively review and adopt a resolution on the respective issue on the agenda.

 

Shareholders can get acquainted with Annual report for the year 2013 and other draft resolutions and give their suggestions and proposals on the agenda starting from May 7, 2014 till May 20, 2014 at premises of joint stock company “Nordeka” at the secretariat, 121 Dzirciema iela, Riga, Latvia on all business days from 08.00 a.m. till 16.00 p.m. and at Registration on the meeting day.

 

Information on the shareholders’ meeting and shareholders rights is also available on website of joint stock company “Nordeka” - www.nordeka.lv, on website of the central storage of regulated information - www.oricgs.lv and website of joint stock company “NASDAQ OMX Riga” - www.nasdaqomxbaltic.com.

 

The total amount of shares and total amount of the shares with voting rights of joint stock company “Nordeka” is 1 906 588.

 

The draft resolution on the 4th item of the agenda “Amendments to the Articles of Association” is following:

  1. To express the Clause 2.1. of the Articles of the Association in the new wording:

 “2.1. The share capital of the Company is 2 669 223,20 EUR (two million six hundred sixty nine thousand two hundred twenty three euro twenty cents). The Company’s share capital consists of 1 906 588 (one million nine hundred six thousand five hundred eighty eight) shares. The nominal value of one share is 1,40 EUR (one euro forty cents).”

  1. To supplement the Clause 4.3. of the Articles of the Association with the following subclauses:

 

“10) long-term Company’s development strategy and investment programmes;

  11) provision of the guarantees and other type of security for the execution of liabilities;

  12) conclusion of the loan agreements, where the Company is the borrower;

  13) disposal and/or acquisition of the trademarks and other intellectual property;

  14) provision of the exclusivity rights for the deals with the Company;

  15) for sponsorship and donations for which the amount exceeds EUR 2850 (two thousand eight hundred fifty euro)”.

 

The Management Board of joint stock company “Nordeka”

 

Additional information:

Ieva Zicmane

Assistant to the Chairman of the Management Board
Office: +371 67463266

E-mail: ieva@nordeka.lv