LESTO AB, identification code 302577612, registered office placed at Žvejų str. 14, Vilnius, Republic of Lithuania. The total number of registered ordinary shares issued by company is 603 944 593; ISIN code LT0000128449.
On 4 May, 2015 LESTO AB received a request from the Company’s shareholder - „Lietuvos Energija“, UAB, holding 94,39 percent shares of the Company – to convene the Extraordinary General Meeting of Shareholders of LESTO AB. An Extraordinary General Meeting of Shareholders of LESTO AB is to be convened by the decision of the Board of company on 4 May 2015.
The date, time and place of the Extraordinary General Meeting of Shareholders: The Extraordinary General Meeting of Shareholders of LESTO AB will be held on 29 May 2015, at 9.00 a.m., at Aguonų str. 26, Vilnius).
The shareholders registration will start at 8.25 a.m. and will end at 8.55 a.m.
The record date of these General Meetings is 22 May 2015. Only persons who are shareholders of LESTO AB at the end of the record date of the General Meeting of Shareholders of company shall have the right to attend and vote at the General Meeting of Shareholders of LESTO AB.
The following agenda of the Extraordinary General Meeting of Shareholders of LESTO AB and proposed draft decision were approved by the decision of the Board of company on 4 May 2015:
Agenda of the Extraordinary General Meeting of Shareholders of LESTO AB:
1. Regarding the approval of drafting the reorganization conditions and the delegation to draft the reorganization conditions.
The proposed draft decision of the General Meeting of Shareholders of LESTO AB on the abovementioned agenda item:
1. Regarding the approval of drafting the reorganization conditions and the delegation to draft the reorganization conditions.
„1.1. To approve the drafting of the conditions of reorganization by way of merger of AB LESTO and AB „Lietuvos dujos“.
1.2. To delegate to the Board of AB „Lietuvos dujos“ together with the Board of AB LESTO to draft the conditions of reorganization by way of merger of AB LESTO and AB „Lietuvos dujos, and to perform all the procedures indicated in the laws, which are necessary to implement this resolution."
Shareholders participating in the General Meeting of Shareholders of LESTO AB shall produce an identity document. Shareholders shall be granted pecuniary and non-pecuniary rights provided for by laws and other legal acts of the Republic of Lithuania. Shareholders entitled to participate in the aforementioned shareholder meeting shall have the right to authorise, in writing, a natural or legal person to participate and vote on their behalf at the General Meetings of Shareholders indicated in this notice. Such a written authorisation shall be approved in accordance with the procedure laid down in legal acts and shall be delivered to Aguonų str. 26, Vilnius no later than by the end of shareholder registration for a relevant General Meeting. Shareholders entitled to participate in the General Meeting of Shareholders of LESTO AB shall also have the right to authorise, by electronic means of communication, a natural or legal person to participate and vote on their behalf at the General Meeting of Shareholders. An authorisation issued by electronic means of communication shall be recognised as valid provided that the security of the information transferred is ensured and it is possible to identify the shareholder. Shareholders shall report the issuance of an authorisation by electronic means of communication by sending it by e-mail to info@lesto.lt not later than by the end of the working day on 28 May 2015 (4:30 p.m.). The authorised person shall have an identity document and shall enjoy the same rights at the General Meeting as the shareholder represented by him would enjoy (unless the issued authorisation or laws provide for narrower rights of the authorised person). The shareholder’s right to participate in the General Meeting of Shareholders shall also include the right to ask. LESTO AB has not approved any special authorisation form of the abovementioned General Meeting of Shareholders.
The agenda of the General Meeting of Shareholders of LESTO AB may be supplemented on the initiative of shareholders of company whose shares held in company carry at least 1/20 of all votes at the General Meeting of Shareholders of LESTO AB. The proposal to supplement the agenda of the respective General Meeting of Shareholders shall be accompanied by draft decisions or, where no decisions have to be taken, by explanations on each proposed agenda item of the General Meeting of Shareholders. The agenda shall be supplemented if the proposal is received no later than 14 before the respective General Meeting of Shareholders. Shareholders whose shares held in LESTO AB carry at least 1/20 of all votes at the General Meeting of Shareholders of company shall have the right to propose, at any time before the General Meeting of Shareholders of LESTO AB, new draft decisions on issues that are included or will be included in the agendas of the General Meeting of Shareholders of LESTO AB. Proposals on the supplementation of the respective agenda or relevant draft decisions shall be submitted in writing to LESTO AB, Aguonų str. 26, Vilnius, or by e-mail to info@lesto.lt.
Shareholders of LESTO AB shall have the right to present questions related to the agend of the General Meeting of Shareholders of company. Questions may be presented by e-mail to info@lesto.lt or delivered to LESTO AB to Aguonų str. 26, Vilnius, no later than 3 working days before the General Meeting of Shareholders.
Shareholders will be able to vote on the agenda items of the General Meeting of Shareholders of LESTO AB in writing by filling in ballot papers. At the request of a shareholder, LESTO AB shall send, free of charge, a ballot paper to the shareholder by registered post or deliver it by hand against signature no later than 10 days before the General Meeting of Shareholders of LESTO AB. A completed ballot paper shall be signed by the shareholder or a person authorised by the shareholder. Where a person authorised by the shareholder casts a vote, a document certifying the right to vote shall be attached to the completed ballot paper. Filled and signed general ballot paper and the document confirming the voting right can be sent to the company by registered mail or delivered at Aguonų str. 26, Vilnius, no later before the General Meeting of Shareholders. The company retains the right not to recognize the advance vote of the shareholder or his/her authorised representative, if his/her submitted general ballot paper does not meet the requirements of Paragraphs 3 and 4 of Article 30 of the Law on Companies of the Republic of Lithuania, was received to late or is filled so that the true will of the shareholder on an individual matter cannot be determined. Electronic means of communication shall not be used for participation and voting at either of the abovementioned General Meeting of Shareholders.
Shareholders can familiarise themselves with documents related to the agenda of the General Meeting of Shareholders of LESTO AB, draft decisions on the agenda, documents to be submitted to General Meeting of Shareholders and other information related to the implementation of the rights of shareholders specified in this notice on the website of LESTO AB at http://www.lesto.lt from the date of this notice as well as on the premises of LESTO AB (Aguonų str. 26, Vilnius) during working hours (7.30–11.30 a.m. and 12.15–4.30 p.m.; 7.30–11.30 a.m. and 12.15–3.15 p.m. on Fridays).
Information is not confidential.
Corporate Communications Unit Manager Lina Rimkutė-Žičkė, tel. (8~5) 251 4503.