The Annual General Meeting of TEO LT, AB (code 121215434, registered address: Lvovo str. 25, Vilnius, Lithuania) Shareholders will be held at room on the 23rd floor of TEO LT, AB headquarters, Lvovo str. 25, Vilnius, Lithuania, at 13.00 on 29 April 2015. Registration will take place from 12.00 till 12.40.
The meeting is convened by initiative of the Board and following the decision of the Board adopted on 25 March 2015.
The General Meeting of Shareholders’ accounting day is 22 April 2015.
The shareholders’ proprietary rights accounting day is 14 May 2015.
Proposed Agenda:
1. Information of the Company’s auditor.
2. Approval of the annual consolidated financial statements of the Company for the year 2014 and presentation of the consolidated annual report of the Company for the year 2014.
3. Allocation of the profit of the Company of 2014.
4. Regarding the reduction of the Company’s obligatory reserve.
5. Election of the Company’s auditor.
6. Regarding the par value of shares and change of the authorized capital expression in litas into expression in euro.
7. Approval of the new wording of the By-Laws of the Company.
8. Election of the Company’s Board members.
9. Regarding implementation of decisions.
Shareholders who at the end of the General Meeting of Shareholders’ accounting day, i.e. 22 April 2015, will be shareholders of the Company have a right to participate and vote at the General Meeting of Shareholders personally or by proxy, or to be represented by the person with whom an agreement on the transfer of voting rights is concluded.
A person attending the General Meeting of Shareholders and having a voting right must bring with him/her a person’s identification document. A person who is not a shareholder must additionally produce a document confirming his/her right to vote at the Annual General Meeting of Shareholders.
Each shareholder shall have a right, in the manner established by the Law, to authorise another (natural or legal) person on his/her behalf to attend and vote at the General Meeting of Shareholders. At the General Meeting of Shareholders, an authorised person shall have the same rights as would be held by the shareholder or shareholders represented by him/her, unless the authorized person's rights are limited by the power of attorney or by the Law. The authorised person must provide a power of attorney certified in the manner established by the Law. A power of attorney issued in a foreign state must be translated into Lithuanian and legalised in the manner established by the Law. The Company does not establish special form of power of attorney.
A shareholder or a person authorised by him/her shall have a right to vote in writing in advance by filling in the General Voting Ballot. Upon a shareholder's request, the Company, not later than 10 days before the General Meeting, shall send the General Voting Ballot by registered mail free of charge. The sample of General Voting Ballot is also provided on the Company’s website at www.teo.lt under the heading ‘Investor Relations’. The General Voting Ballot, duly filled in and signed by the shareholder or a person, having a voting right, and the document confirming the voting right (if any) must be submitted to the Company in writing not later than on the last business day before the General Meeting of Shareholders by sending them by registered mail to TEO LT, AB, Lvovo str. 25, LT-03501 Vilnius, Lithuania, or by submitting them to the Company on the business days (to the before mentioned address).
The Company is not providing the possibility to attend and vote at the General Meeting of Shareholders through electronic means of communication.
Shareholder shall have the right to authorize through electronic communication means another person (natural or legal) to participate and vote in the General Meeting of Shareholders on shareholder’s behalf. No notarisation of such authorization is required. The power of attorney issued through electronic communication means must be confirmed by the shareholder with a safe electronic signature developed by safe signature equipment and approved by a qualified certificate effective in the Republic of Lithuania. The shareholder shall inform the Company on the power of attorney issued through electronic communication means by e-mail egle.gudelyte@teo.lt not later than on the last business day before the General Meeting of Shareholders. The power of attorney and notification shall be issued in writing. The power of attorney and notification to the Company shall be signed with the electronic signature but not the letters sent via e-mail.
Persons, who at the end of the tenth business day following the General Meeting that will adopt a respective decision, i.e. on 14 May 2015, (rights accounting day) will be shareholders of the Company, shall have proprietary rights (to get dividends).
Each shareholder holding shares that grant at least 1/20 of all votes shall have the right of proposing to supplement the agenda of the General Meeting of Shareholders. Draft decisions on the proposed issues shall be submitted together with the proposal or, if the decisions do not need to be approved, explanations on each proposed issue of the General Meeting of Shareholders shall be presented. Proposal to supplement the agenda must be presented in writing by sending it by registered mail to TEO LT, AB, Lvovo str. 25, LT-03501 Vilnius, Lithuania, or by e-mail egle.gudelyte@teo.lt, or by submitting it to the Company on the business days (to the before mentioned address). The agenda will be supplemented if the proposal is received not later than 14 days before the General Meeting of Shareholders.
Each shareholder holding shares that grant at least 1/20 of all votes shall have the right of proposing draft resolutions on the issues already included or to be included in the agenda of the General Meeting of Shareholders, to nominate the audit company, additional candidates to the Board. The proposed draft decisions at any time before the General Meeting of Shareholders must be presented in writing by sending them by registered mail to TEO LT, AB, Lvovo str. 25, LT-03501 Vilnius, Lithuania, or by e-mail egle.gudelyte@teo.lt, or by submitting it to the Company on the business days (to the before mentioned address). The shareholders shall also be entitled to propose draft resolutions on the agenda issues of the General Meeting of Shareholders in writing during the Meeting.
The shareholders shall have the right to present questions related to the agenda issues of the General Meeting of Shareholders to the Company in advance in writing, by providing the shareholder's (natural or legal person’s) personal identification number, the natural person’s consent to process personal data -- personal identification number, in the letter and by sending it by registered mail. The Company undertakes to respond if the questions are received not later than 3 business days before the General Meeting of Shareholders. Responses of a general character shall be posted on the Company’s website www.teo.lt under the heading ‘Investor Relations’. The Company will not respond personally to the shareholder if the respective information is posted on the Company's website.
The shareholders could get familiarised with the documents possessed by the Company related to the agenda of the Meeting, including draft resolutions, and other documents to be submitted to the General Meeting of Shareholders as well as to get information regarding execution of the shareholders’ rights at the headquarters of TEO LT, AB, Lvovo str. 25, Vilnius, Lithuania, or on the Company’s website at www.teo.lt under the heading ‘Investor Relations’.
The total number of the Company’s shares and the number of shares granting voting rights during the General Meeting of Shareholders is the same and amounts to 582,613,138. ISIN code of the Company’s shares is LT0000123911.
Additional information is provided by tel.: +370 5 236 7878 and on the web site www.teo.lt.
Darius Džiaugys,
Head of Investor Relations,
+370 5 236 7878
