Approved at the meeting of the Board of joint stock company “Grindeks” on 24 May 2016
and revised at the meeting of the Supervisory Council of joint stock company “Grindeks” on 24 May 2016
DRAFT RESOLUTIONS
of Annual General Meeting of Shareholders
of joint stock company “Grindeks” to be held on 7 June 2016
1. Reports of Board, Supervisory Council, Audit Committee and statement of Sworn auditor
To take notice of the reports of the Board, the Supervisory Council, the Audit Committee and the statement of the sworn auditor of joint stock company “Grindeks”.
2. Approval of Annual report for the year 2015
To approve the following Annual Reports for the year 2015 prepared by the Board of joint stock company “Grindeks” and revised by the Supervisory Council of joint stock company “Grindeks”:
1) Annual Report for the year 2015 of joint stock company “Grindeks” prepared in accordance with the legislative acts of the Republic of Latvia;
2) Consolidated annual Report for the year 2015 of joint stock company “Grindeks” prepared in accordance with International Financial Reporting Standards (IFRS);
To note the profit of the Group in the amount of 1 036 734 EUR in 2015 and to cover losses in 2015 of parent joint stock company “Grindeks” in the amount of 806 901 EUR from the undistributed profit from the previous years.
3. Election of the auditor and determination of the remuneration for the auditor
1) To elect “Deloitte Audits Latvia” Ltd. (certificate number 43) as auditor of the Annual Reports of joint stock company “Grindeks” for the year 2016.
2) To determine the remuneration for the auditor of the Annual Reports of joint stock company “Grindeks” for the year 2016 in the amount of EUR 41 000 (forty one thousand euros), not including taxes provided by the legislative acts.
3) To assign the Board of joint stock company “Grindeks” to sign the contract with the elected auditor for audit of the Annual Reports of joint stock company “Grindeks” for the year 2016.
4. Election of the Supervisory Council and determination of the remuneration for the Supervisory Council*
1) In accordance with the Clause 296 Section 9 of Commercial law and with the statement of resignation from the position of Supervisory Council from the Supervisory Council member Uldis Osis dated on 12 January 2016 to recall: Janis Naglis, Kirovs Lipmans, Anna Lipmane un Arkadiy Vertkin from their positions of the members of joint stock company “Grindeks” Supervisory Council as of 7 June 2016.
2) To elect in positions of the member of joint stock company “Grindeks” Supervisory Council for the term three years, starting on 7 June 2016:
1. _________________;
2. _________________;
3. _________________;
4. _________________;
5. _________________.
3) To determine the annual remuneration fund for the members of the Supervisory Council for the fulfilment of their duties in accordance with the approved Annual Budget of the joint stock company “Grindeks” and to authorize the Chairperson of the Supervisory Council to determine the distribution of the remuneration fund among the members of the Supervisory Council of joint stock company “Grindeks”.
*The candidates of the Supervisory Council of JSC “Grindeks” will be nominated and the annual remuneration fund for the members of the Supervisory Council will be determinated at the Annual General Meeting of Shareholders.
Riga, 24 May 2016
On behalf of the Board of joint stock company “Grindeks”,
Chairman of the Board: J.Bundulis
Laila Kļaviņa
Head of the Communications Department
JSC “Grindeks”
Phones: (+371) 67083370, (+371) 29256012
Fax: (+371) 67083505
e-mail: laila.klavina@grindeks.lv