VLP: Draft resolutions of Ordinary General Meeting of the Shareholders, to be held on 29 April 2016
Item 1 of the Agenda: Company's consolidated annual report for the year 2015.
Draft resolution: To attended the consolidated annual report of the Company for the year 2015.
Item 2 of the Agenda: Auditor‘s Report regarding the Company’s Financial Statements for 2015.
Draft resolution: Heard.
Item 3 of the Agenda: Approval of Company's annual separated and consolidated financial statement for the year 2015.
Draft resolution: To approve of Company's annual separated and consolidated financial statements for the year 2015.
Item 4 of the Agenda: Profit (loss) appropriation for the year 2015.
Draft resolution: To approve the non-appropriated profit (loss) for the year 2015 as follows under IAS:
|1) Non-appropriated profit (loss) at the end of the year 2014||10,518|
|2) Approved by shareholders dividends of the year 2014||836|
|3) Transfers to reserves provided by law||0|
|4) Portion of the profit allocated to the reserve for the purchase of own shares||87|
|5) Non-appropriated profit (loss) at the beginning of the current financial year after dividends payout and transfer to reserves||9,595|
|6) Net profit (loss) of the reporting period||-83|
|7) Transfers from reserves||169|
|8) Total profit (loss) to be appropriated:||9,681|
|- portion of the profit allocated to the legal reserve||0.454|
|- portion of the profit allocated to the reserve for the purchase of own shares||0|
|- portion of the profit allocated for payment of the dividends||0|
|- portion of the profit allocated to the other reserves||0|
|- portion of the profit allocated to be paid as annual payouts (tantiemes) to board members, bonuses to employees and for other purposes||0|
|9) Non-appropriated profit (loss) at the end of the current financial year carried forward to next financial year||9,681|
Item 5 of the Agenda: A decision on the purchase of own shares.
Draft resolution: A decision with regard to the purchase of own shares has been approved:
a) To purchase up to 10 percent of the Company’s shares.
b) The purpose of acquisition of own shares – to maintain and increase the price of the Company’s shares.
c) Period during which the Company may acquire own shares – until 28 April 2017.
d) To set the maximum price per share of own shares to be acquired – at 2.10 EUR, at the same time setting the minimum acquisition price per share equal to the nominal value of a share, i.e. 0.29 EUR.
e) To commit the Board to organize the purchase of own shares, to determine the procedure for purchase and sale of shares, time, number of shares and price, as well as to perform other actions relating thereto in compliance with the terms set in this resolution as well as in accordance with the requirements established in the Republic of Lithuania Law of Companies.
Item 6 of the Agenda: Election of the Company's Audit firm for the year 2016, 2017 and 2018 and setting the conditions of payment.
1) To elect KPMG Baltics, UAB as the Company's Audit firm for the year 2016, 2017 and 2018.
2) To authorize Mr. Gintaras Bertasius, the Company's General Director, to contract with KPMG Baltics, UAB and to set the conditions of payment for the services.
Item 7 of the Agenda: Election of the independent member of Audit Committee.
Draft resolution: To elected the independent member of Audit Committee Au?ra Lobinien?, The Head of Internal Audit of Taurag? Credit Union.
Additional information authorized to provide Economics and Finance director Vilija Milaseviciute, phone +370 441 55102