Vilnius, Lithuania, 2014-10-07 15:22 CEST (GLOBE NEWSWIRE) -- On 29 October 2014, at 10 a.m., the Extraordinary General Meeting of Shareholders (hereinafter – the Meeting) of AB Lietuvos Dujos (company code 120059523, the address of the head office: Aguonų g. 24, LT-03212 Vilnius, Republic of Lithuania) (hereinafter – the Company) will be convened at the initiative of its shareholder Lietuvos Energija, UAB and upon the decision of the Company’s Board. The meeting will be held at the head office of AB Lietuvos Dujos, Aguonų g. 24, LT-03212 Vilnius, conference hall on Floor 2.
The agenda of the Meeting:
- Regarding the revocation of the Board of Directors of AB Lietuvos Dujos.
- Regarding the activity report of the Audit Committee of AB Lietuvos Dujos.
- Regarding the withdrawal of the Audit Committee of AB Lietuvos Dujos and the granting of powers.
- Regarding the approval of new version of the Bylaws of AB Lietuvos Dujos and the granting of powers to sign the Bylaws.
- Regarding the election of members of the Supervisory Board of AB Lietuvos Dujos.
- Regarding the approval of contracts with members of the Supervisory Board of AB Lietuvos Dujos on activity conditions and the granting of powers to sign these contracts.
- Regarding the approval of the conditions for the protection of confidential information of contracts with members of the Supervisory Board of AB Lietuvos Dujos and the granting of powers to sign these contracts.
The registration of shareholders will start at 9 a.m. on 29 October 2014.
The registration of shareholders will be stopped at 9.45 a.m. on 29 October 2014.
The Record Date of the Meeting of Shareholders: 22 October 2014. Persons who are shareholders of the Company at the end of the Record Day (22 October 2014) are entitled to attend the General Meeting of Shareholders and to vote at the Meeting.
A person attending the General Meeting of Shareholders and entitled to vote shall present a document for proof of personal identity. A person who is not a shareholder shall in addition present a document certifying his right to vote at the General Meeting of Shareholders.
The Company does not provide a possibility of participating in the General Meeting of Shareholders and voting by using electronic means of communications.
The Board of Directors of the Company approved by its decision of 6 October 2014 the proposed Agenda and draft resolutions.
- Regarding the revocation of the Board of AB Lietuvos Dujos.
Draft Resolution:
“To withdraw the Board of AB Lietuvos Dujos in corpore.”
- Regarding the activity report of the Audit Committee of AB Lietuvos Dujos.
Draft Resolution:
“To take of the information presented by the Audit Committee on its activities for nine months of 2014.”
- Regarding the withdrawal of the Audit Committee of AB Lietuvos Dujos and the granting of powers.
Draft Resolution:
“To withdraw the Audit Committee of AB Lietuvos Dujos. To authorise the General Manager of AB Lietuvos Dujos to terminate service provision agreements signed with members of the Audit Committee”.
- Regarding the approval of new version of the Bylaws of AB Lietuvos Dujos and the granting of powers to sign the Bylaws.
Draft Resolution:
“To approve the new version of the Bylaws of AB Lietuvos Dujos (attached). To empower the General Manager of AB Lietuvos Dujos to personally or through his authorized persons to sign the new version of the Bylaws of AB Lietuvos Dujos and carry out all actions related to the registration of the Bylaws in the Register of Legal Entities of the Republic of Lithuania”.
- Regarding the election of members of the Supervisory Board of AB Lietuvos Dujos.
Draft Resolution:
“To elect the delegates of Lietuvos Energija, UAB Darius Kašauskas, Ilona Daugėlaitė, Petras Povilas Čėsna (independent member) to the Supervisory Board of AB Lietuvos Dujos.”
- Regarding the approval of contracts with members of the Supervisory Board of AB Lietuvos Dujos on activity conditions and the granting of powers to sign these contracts.
Draft Resolution:
“To approve the conditions of contracts with members of the Supervisory Board of AB Lietuvos Dujos on their activities in the Supervisory Board of AB Lietuvos Dujos (attached). To authorise the General Manager of AB Lietuvos Dujos to sign these contracts with members of the Supervisory Board on behalf of the Company.
- Regarding the approval of the conditions for the protection of confidential information of contracts with members of the Supervisory Board of AB Lietuvos Dujos and the granting of powers to sign these contracts.
Draft Resolution:
“To approve the conditions for the protection of confidential information of contracts with members of the Supervisory Board (attached). To authorise the General Manager of AB Lietuvos Dujos to sign these contracts with members of the Supervisory Board.”
The shareholders may familiarize themselves with the Draft Resolutions of the General Meeting of Shareholders and other supplementary material related to the Agenda and implementation of shareholders’ rights from 7 October 2014, on workdays from 2.00 p.m. till 4.00 p.m. (on Fridays: till 3.15 p.m.) in the head office of the Company at Aguonų g. 24, LT-03212 Vilnius, tel. (8 5) 236 0145. These documents are also available in e-format on the Central Database of Regulated Information (www.crib.lt) and the website of the Company www.dujos.lt.
Annexes:
General Ballot Paper (.pdf)
Power of Attorney (.pdf)
Shareholders’ Rights (.pdf)
Annexes to EGMS Resolutions:
New version of Bylaws of AB Lietuvos Dujos (.pdf)
Draft contract with a member of the Supervisory Board (.pdf)
Draft contract with an independent member of the Supervisory Board (.pdf)
Draft contract on the protection of confidential information (.pdf)
Authorised person:
Justinas Stašinskas
Head of Legal Division
tel. (8 5) 236 01 45
