Lietuvos Energija AB does not have official data and therefore in the draft decisions it cannot provide detailed information. The Board of Lietuvos Energija AB (company code: 220551550) has reached a decision to approve the following draft decisions: 1. Increasing of authorized capital. 1.1. To increase the authorized capital of Lietuvos Energija AB (hereinafter - “Company") from 689 515 435 (six hundred eighty nine million, five hundred fifteen thousand, four hundred thirty five) litas to [ ] ([ ]) litas by additional contributions. The authorized capital is increased by issuing [ ] ([ ]) new ordinary nominal Company shares with the face value of each being equal to 1 (one) litas (hereinafter - New shares). The price of each New shares emission is equal to [ ] ([ ]) litas, while the total price of all New shares emission is equal to [ ] ([ ]) litas. 1.2 To establish that the part of emission price of the Company New shares to be listed, proportional to the face value of shares, owned by the State of Lithuania by way of ownership right, on the day of the general shareholders meeting, which accounts for [ ] ([ ]) of ordinary nominal shares to be newly listed, must be paid in non-cash contributions - shares of the joint stock company Rytu Skirstomieji Tinklai and joint stock company VST in the following order: 1.2.1. State of Lithuania, acting through the Ministry of Economy of the Republic of Lithuania (public legal entity, state budget institution, code 188621919, registered address - Gedimino pr. 38, Vilnius) for [ ] ([ ]) of ordinary nominal Company New shares, of which the face value is equal to [ ] ([ ]) litas, total emission price is equal to [ ] ([ ]) litas, pays in non-cash contribution of nominal shares of joint-stock company Rytų Skirstomieji Tinklai, total - [ ] ([ ]) shares of joint stock company Rytų Skirstomieji Tinklai. Total face value of the Company New shares (sum of nominal values), paid in non-cash contribution, does not exceed the value of non-cash contribution indicated in the report (Annex [ ]) of assets appraisal firm. 1.2.2. NDX Energija UAB [to which the State of Lithuania by procedure established by Law on Nuclear Power Plant, Article 11, Item 5, and Law on joint stock companies, Article 57, Item 4, transfers / waives a part of its superiority right in favor of NDX Energija UAB] (private legal entity, joint stock company, code 126211233, registered address J.Jasinskio g. 16C, Vilnius) for [ ] ([ ]) of ordinary nominal Company New shares, of which the face value is equal to [ ] ([ ]) litas, total emission price is equal to [ ] ([ ]) litas, pays in non-cash contribution of nominal shares of joint-stock company VST, total - [ ] ([ ]) shares of joint stock company VST. Total face value of the Company New shares (sum of nominal values), paid in non-cash contribution, does not exceed the value of non-cash contribution indicated in the report (Annex [ ]) of assets appraisal firm. 1.3. The right to acquire the remaining part of Company New shares to be listed is granted to other Company shares in proportion to face value of its owned shares by ownership right on the day of general shareholders meeting, while the emission price is paid in cash within the periods established in contracts on shares acquisition. 1.4. To establish the deadline [ ], until which the company shareholders, using their right of superiority, they could acquire Company New shares at the value, in proportion to face value of their owned shares by ownership right on the day of general shareholders meeting. To publicly publish a notice in a periodical publication, indicated in Articles of Association of the Company on proposal to acquire Company shares by using superiority right and submit the notice to the company of registry of legal entities not later than on the first day of the posting of the notice in the periodical publication, indicated in Articles of Association of the Company. 1.5. To establish that all other acquisition conditions of New shares and order and procedure will be defined in the shares acquisition contracts, which will be made between the Company and the entities, acquiring the New shares. 1.6. To delegate to the General Director of the Company the task of defining all New shares acquisition contract conditions and on behalf of the Company to sign New shares acquisition contracts with Company shareholders and other individuals, acquiring New shares. 1.7. To establish that in case when within 30 (thirty) days from adoption of this decision to increase the Company authorized capital, not all New shares are acquired, then the authorized capital will be increased to as much as of the sum of face values of acquired shares, while the Board of the Company in Articles of Association of the Company must respectively adjust the value of the authorized capital and number of shares or (and) their nominal value. 2. Revision of Articles of Association of the Company and approval of the new revision of Articles of Association 2.1. To revise Articles of Association of the Company and approve the new revision of Articles of Association, attached to this decision as Annex [ ]. 2.2. To authorize Mr.Rymantas Juozaitis, General Director, to sign the revised Articles of Association under procedure established by laws, submit them for registry by the company or registry of legal entities. 3. Dismissal of the Board of Supervisors To dismiss the entire Board of Supervisors in corpore. 4. Election of the Board of Supervisors To elect the new Board of Supervisors, composed of the following members of the Board of Supervisors: 1) [ ] 2) [ ] 3) [ ] 4) [ ] 5) [ ] Ona Garnienė Leading economist Phone 8 5 2782457
Draft decisions of extraordinary general shareholders meeting scheduled for November 27,2007.
| Quelle: Lietuvos Energija AB