We hereby inform you that on the initiative and by the decision of the Board of AB Klaip?dos Nafta, code 110648893, registered at Buri? st. 19, Klaip?da (hereinafter – the Company), an Extraordinary General Meeting of Shareholders of the Company is being convened on 4 December 2013 at 1:00 p.m. The meeting will be held in the registered office of the Company at Buri? st.19, Klaip?da, in the premises of the administration of the Company (at the hall on the 2-nd floor of the firehouse building).
Agenda of the meeting:
Regarding approval of the decisions of the Board of AB Klaip?dos Nafta to conclude, sign, undertake and fulfil obligations under the Agreement on the Margin Payment and Mortgage of Property and under the Maximum Conditional and Ordinary Mortgage Agreement, which will be concluded with the Ministry of Finance of the Republic of Lithuania.
The shareholders will be registered from 12.30 p.m. to 12.55 p.m. The persons intending to participate in the meeting have to have a personal ID document (an authorised representative shall have to additionally have a proxy approved under the established procedure. The natural person’s proxy shall be notarised. A proxy issued in a foreign state shall be translated into Lithuanian language and legalised under the procedure prescribed by laws).
A shareholder or his proxy shall have the right to vote in writing in advance by filling in a general ballot paper. At the request of the shareholder, at least 10 days before the meeting, the Company shall send a general ballot paper by registered mail free of charge. The filled-in general ballot paper and the document attesting the right to vote shall be submitted to the Company no later than until the meeting, sending by registered mail or providing them at the address of the registered office of the Company indicated in the notice.
The shareholders who hold shares carrying at least 1/20 of all the votes may propose additions to the agenda of the general meeting of shareholders by submitting with every proposed additional item of the agenda a draft decision of the general meeting of shareholders or, when a decision needs not to be adopted, the explanation. Proposals on addition of the agenda shall be submitted in writing or sent by e-mail. Written proposals shall be submitted to the Company on business days or sent by registered mail at the address of the registered office of the Company indicated in the notice. Proposals submitted by e-mail shall be sent to the following e-mails: info@oil.lt and g.kuncyte@oil.lt . The agenda shall be supplemented if the proposal is received no later than 14 days before the extraordinary general meeting of shareholders. If the agenda of the general meeting of shareholders is supplemented, the Company shall notify on the additions no later than 10 days before the meeting in the same ways as in the case of convocation of the meeting.
The shareholders, who hold shares carrying at least 1/20 of all the votes, at any time before the general meeting of shareholders or during the meeting, may propose new draft decisions on items which are or will be included in the agenda of the meeting. The proposals may be submitted in writing or sent by e-mail. Written proposals shall be submitted to the Company on business days or sent by registered mail at the address of the registered office of the Company indicated in the notice. Proposals submitted by e-mail shall be sent to the following e-mails: info@oil.lt and g.kuncyte@oil.lt .
The shareholders shall have the right to submit to the Company in advance written questions relating to the items on the agenda of the meeting. The shareholders may submit their written questions to the Company on business days or sent by registered mail at the address of the registered office of the Company indicated in the notice no later than 3 business days before the meeting. The Company will reply to the questions by e-mail or in writing before the meeting, except the questions which are related to commercial (industrial) secret, confidential information of the Company or which have been submitted later than 3 business days before the meeting.
The Company does not provide the possibility of participating and voting at the meeting by means of electronic communications.
Shareholder shall have the right to authorize through electronic communication channels another person (natural or legal) to participate and vote in the meeting on shareholder’s behalf. Such authorization shall not be approved by the notary public. The power of attorney issued through electronic communication channels must be confirmed by the shareholder with a safe electronic signature developed by safe signature equipment and approved by a qualified certificate effective in the Republic of Lithuania. The shareholder shall inform the Company on the power of attorney issued through electronic communication channels by e-mails: info@oil.lt and g.kuncyte@oil.lt no later than until the last business day before the meeting at 1.00 p.m. The power of attorney and notification shall be issued in writing. The power of attorney and notification to the Company shall be signed with the electronic signature but not the letters sent via the e-mail. By submitting the notification to the Company the shareholder shall include the internet address from which it would be possible to download free of charge software to verify an electronic signature of the shareholder.
The record date of the meeting shall be 27 November 2013 (only those persons who will be shareholders of the Company at the close of the record date of the general meeting of shareholders or their authorised persons, or persons with whom an agreement on assignment of the voting right has been executed may participate and vote at the general meeting of shareholders).
The shareholders of the Company may familiarise with draft decisions and supporting material of the meeting, the form of the general ballot paper under the procedure prescribed by laws in the registered office of the Company at Buri? st. 19, Klaip?da (tel.: +370 46 391636) or on the Company’s website at http://www.oil.lt . On the indicated internet website of the Company also the following information and documents shall be provided:
- notification on convocation of the meeting;
- total number of the Company’s shares and the number of shares with voting rights on the convening day of the meeting.
Enclosures:
1. Draft decision of the General Meeting of Shareholders.
2. General voting ballot paper of the General Meeting of Shareholders.
Mantas Bartuška, Director of Finance and Administration Department, (+370 46) 391 763
