General meeting of shareholders
Resolutions of the Repeated General Meeting of Shareholders
The Repeated General Meeting of shareholders of Snaige AB was held on 15 May 2019.
At the meeting was made following resolutions:
THE AGENDA QUESTION: Consolidated Consolidated annual report of “Snaigė” AB on the company’s activity for 2018 with information about the Company strategy and its implementation.
In the meeting taken for information the the consolidated annual report of “Snaigė” AB on the company’s activity for 2018 with information about the Company strategy and its implementation.
- THE AGENDA QUESTION: Auditor’s conclusion on the company’s financial statements for 2018.
In the meeting taken for information with the auditor’s conclusion on the company’s financial statements for 2018.
- THE AGENDA QUESTION: Approval of the set of financial statements of the company for 2018.
THE DECISION: The set of financial statements of the company for 2018 has been approved
- THE AGENDA QUESTION: Approval of distribution of profit (loss) of Snaigė, AB for 2018.
THE DECISION: The distribution of profit (loss) of Snaigė,AB for 2018 has been approved:
| Non-distributed profit (loss) at the end of the last financial year || (12,576,142) Eur |
| Net result - profit (loss) of financial year || (336,216) Eur |
| Distributable result- profit (loss) of financial year || (12,912,358) Eur |
| Transfers from reserves: || 946,161 Eur |
- For the acquisition of own shares
| 0 Eur |
- Transfers from mandatory reserve
| 946,161 Eur |
| Distributable profit || (11,966,197) Eur |
| Distribution of profit || 946,161 Eur |
- To reserve foreseen by law
| 946,161 Eur |
| Non-distributed result - profit (loss) at the end of financial year || (12,912,358) Eur |
5. THE AGENDA QUESTION: The election of the Board for new term.
THE DECISION: For the new Board term to the Board elected:
To authorize the General Manager of the Company Gediminas Čeika (with the right to reauthorize) to perform all necessary actions, sign and submit documents relating with changed date presentation to register of Juridical persons.
6. THE AGENDA QUESTION: The election of the audit committee for new term and solution related issues.
THE DECISION: Anna Korneeva, Igor Zentsov elected to audit committee for new 4 years cadence. To authorize the Board of Snaigė AB to approve regulations of audit committee elected in this meeting. After the Company’s articles of associations will be changed as provided in this shareholder’s decision according the Board right to establish committees, to establish committees and to appoint members to Audit committee.
7. THE AGENDA QUESTION: The change of the articles of association.
THE DECISION: Taking into consideration the amendments of the Republic of Lithuania Low on Companies that come into force after registration of the last wording of the articles of association, to change the articles of association in this way: to supplement p. 6.3 of the articles of association by authorizing the Board to establish committees and for supervision function and approve p. 6.3. of the Articles of association:
„6.3 The General Meeting of Shareholders shall elect and remove the Board of the Company in compliance with the procedure prescribed by the Law on Companies. The Board of the Company shall have the right to adopt a decision on issuing debentures, as well as, following the procedure approved by the General Meeting of Shareholders, to resolve the matters related to the establishment of remuneration to the Board members. The Board is authorized to establish committees provided in valid legal acts of Lithuanian Republic and other committees necessary for the activity of the Company, to appoint Board members or other persons to these committees and to approve regulations of such committees. The Board’s powers with regard to other matters shall conform to the powers stipulated in the Law on Companies.
The Board carries supervision functions (indicated in article 34 p. 11 of Lithuanian Republic law on companies). The working procedure of the Board shall be laid down in the rules of procedure of the Board.“
To authorize the General Manager of the Company Gediminas Čeika (with the right to reauthorize) to perform all necessary actions relating to implementation of approved decisions by the ordinary shareholders meeting and to sign changed articles of association with new wording of p. 6.3.
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