Alytus, Lithuania, 2015-04-30 13:59 CEST (GLOBE NEWSWIRE) -- The General Meeting of shareholders of Snaige AB was held on 30 April 2015.
At the meeting was made following resolutions:
1. THE AGENDA QUESTION: Consolidated annual report of Snaigė AB on the company’s activity for 2014.
In the meeting taken for information the consolidated annual report of Snaigė AB on the company’s activity for 2014.
2. THE AGENDA QUESTION: Auditor’s conclusion on the company’s financial statements for 2014.
In the meeting taken for information with the auditor’s conclusion on the company’s financial statements for 2014.
3. THE AGENDA QUESTION: Approval of the set of financial statements of the company for 2014.
THE DECISION: The set of financial statements of the company for 2014 has been approved
4. THE AGENDA QUESTION: Approval of distribution of profit (loss) of Snaigė, AB for 2014.
THE DECISION: The distribution of profit (loss) of Snaigė,AB for 2014 has been approved:
Non-distributed profit (loss) at the end of the last financial year: LTL -10,766,848 (EUR -3,118,294.72)
Net result - profit (loss) of financial year: LTL -2,495,648 (EUR -722,789.62)
Distributable result- profit (loss) of financial year: LTL -13,262,496 (EUR -3,841,084.34)
Contributions of shareholders to cover loss: LTL 0 (EUR 0)
Share premium for covering of loss LTL 0 (EUR 0)
Transfers from reserves: LTL 0 (EUR 0)
- for social and cultural needs: 0 (EUR 0)
- for investments: 0 (EUR 0)
Transfers from reserve foreseen by law: 0 (EUR 0)
Transfers from reserve of share premium for covering of loss: 0 (EUR 0)
Contributions of shareholders to cover loss: 0 (EUR 0)
Distributable profit (loss): LTL -13,262,496 (EUR -3,841,084.34)
Distribution of profit (loss): LTL 0 (EUR 0):
Portion of profit allocated to reserves foreseen by law: LTL 0 (EUR 0)
Portion of profit allocated to other reserves: LTL 0 (EUR 0)
- for support and charity LTL 0 (EUR 0)
- for social and cultural needs LTL 0 (EUR 0)
Portion of profit allocated for payment of dividends: LTL 0 (EUR 0)
Portion of profit allocated for payment of premiums: LTL 0 (EUR 0)
Portion of profit allocated for payment of tantiemes: LTL 0 (EUR 0)
Other: LTL 0 (EUR 0)
- portion of profit allocated to reserve for acquisition of own shares: LTL 0 (EUR 0)
- portion of profit allocated to reserve for investments: LTL 0 (EUR 0)
Non-distributed result - profit (loss) at the end of financial year: LTL -13,262,496 (EUR -3,841,084.34).
5. THE AGENDA QUESTION: Election of Board members for the new term.
THE DECISION: Aleksey Kovalchuk, Svetlana Ardentova, Oleg Tsarkov, Olga Kuznecova and Vladislav Sviblov have been elected for the new Board.
The General Manager of the Company was authorized (including the power to delegate) to perform all necessary actions, sign and submit documents related with information about elected members of Board to the Register of Juridical persons.
6. THE AGENDA QUESTION: Election of the audit firm for auditing purposes of financial statements and establishment of terms regarding the payment for audit services.
THE DECISION: UAB KPMG Baltics has been elected for 2015 auditing purposes of annual financial statements.
The General Director was authorized (with the right to delegate) of the company to sign the agreement with the audit firm by establishing the terms of payment for the audit services and other terms.
7. THE AGENDA QUESTION: Election of members of Audit Committee.
THE DECISION: Until the end of term of the Company’s Board to elect Anton Kudryashov, Virginijus Dumbliauskas, Rasa Balčiūnaitė Kaminskienė.
8. THE AGENDA QUESTION: The adjustment of AB Snaige articles of association in connection with the change of the Company’s authorized capital and per value of share expression from litas into euro and other changes.
THE DECISION: To approve that the autorised capital of Company is converted in euro in accordance with Law of Republic of Lithuania and after this change is EUR 11490494,55 (eleven million four hundred ninety thousand four hundred ninety four euro and 55 eurocents).
The nominal value per share is converted in euro in accordance with Law of Republic of Lithuania and after this change is 0,29 (twenty nine eurocents) euro.
There are approved other changes in article of association:
3.14. point is eliminated.
3.15. point after change became 3.14 point.
The new redaction of 4.1 point: “4.1. The authorised capital of the Company is EUR 11490494,55 (eleven million four hundred ninety thousand four hundred ninety four euro and 55 eurocents).
The new redaction of 5.1 point: “5.1. The authorized capital of the Company is divided into 39,622,395 (thirty nine million six hundred thirty twenty two thousand three hundred ninety five) shares. The nominal value of one share is 0,29 (twenty nine eurocents) euro”.
The new redaction of 5.4 point: “5.4. The Company has a right to purchase its own shares according to the regulations specified in the Law on Companies and according other legal acts”.
The new redaction of 5.5 point: “5.5. The Company has no right to employ the property or non-property rights granted by purchased shares”.
The new redaction of 5.6 point: “5.6. The decision on the acquisitions The Company’s own shares makes the general meeting of shareholders”.
Points from 5.7 till 5.10 are eliminated from articles of association.
There are decreased the number of Board members from 6 till 5. The new redaction of 6.1.2. point:
“6.1.2. A board of directors comprising five members and elected for 4 years term”.
The new redaction of 8.1. point: “8.1 The general meeting must approve the set of financial annual accounts of the Company”.
The new redaction of 8.2. point: “8.2 The set of Company’s financial annual accounts, the Company’s annual report, and the auditor’s opinion must be submitted to the manager of the register of legal entities not later than 30 days from the general meeting”.
The new redaction of 8.3. point: “8.3 Upon the approval of the set of financial annual accounts by the general meeting, the latter must appropriate the distributable profit (loss)”.
The new redaction of 9.2. point: “9.2. Notices (including periodic and current information and information about essential events as stated in the Law on Securities) are provides in the cases specified in the Law on Companies, in the Law on Securities and in other laws of Republic of Lithuania according to the procedures established in the Law on Companies and in this articles of association”.
The new redaction of 9.3. point: “9.3. Other public notices (other than listed in p. 9.1 and in p. 9.2) which according the Law on Companies and in other laws of Republic of Lithuania must be published publicly in the daily are publishing in the electronic publication published by register of legal entities for announcement the public announcements. In cases when such notices cannot be announced in such publication due to technical obstacles or other important reasons, notices are publishing in the daily “Kauno diena”. Such notices are publishing according terms and method of the Civil code, the Law on Companies and other laws of Republic of Lithuania”.
To approve the new edit of AB “Snaige” article of association.
To authorize (with the right to subdelegate) the head of the Company to sign the new wording of the Articles of Association of the Company and to submit it for registration with the Register of Legal Entities.
Managing Director
Gediminas Čeika
+370 315 56206
