Under initiative and the decision of the of Company’s Management Board the third issue of the agenda of the shareholders’ Extraordinary General meeting of AB Kauno energija (code of enterprise 235014830, address Raudondvario av. 84, Kaunas) held on 6th January, 2014) is added: „Regarding the election of audit company and of the terms of remuneration for audit services”.
The date of the Meeting – the 6th January, 2014, Monday. Time – 1 p. m., place – Raudondvario av. 86A (first floor), Kaunas, Lithuania. Registration of shareholders begins at 12.30 p.m.
The Board confirmed the following agenda for the Extraordinary General Meeting and declared proposed draft decisions on agenda items, submitted to the Board of AB “Kauno energija” by Company’s main shareholder Kaunas city municipality by initiating agenda items and proposed agenda item by Supervisory Board:
- Regarding AB "Kauno energija" share capital increase.
Draft decisions – increase the share capital of AB "Kauno energija" by 420 996 LTL (four hundred twenty thousand nine hundred ninety six litas) from 256 391 862 LTL (two hundred fifty six million three hundred ninety one thousand eight hundred sixty two litas) to 256 812 858 LTL (two hundred fifty six million eight hundred twelve thousand eight hundred fifty eight Litas) by issuing 70 166 (seventy thousand one hundred sixty six) ordinary registered shares by nominal value 6 LTL each, which issue price is equal to the nominal value of shares.
- Regarding reversal of priority right of all shareholders to obtain newly issued shares. .
Draft decisions – revoke priority right of all shareholders to acquire the newly issued 70 166 ordinary registered shares of AB “Kauno energija” by nominal value 6 LTL each, which issue price is equal to the nominal value of shares giving the right to Kaunas city municipality (code 111106319, address Laisv?s av. 96, Kaunas).
- Regarding AB " Kauno energija " Statute changes.
Draft decisions – amend AB “Kauno energija” Statute recasting and to authorize the AB "Kauno energija” General Director Rimantas Bakas sign the modified text of joint-stock company “Kauno energija”.
- Regarding revocation of the AB "Kauno energija" Supervisory Board member.
Draft decisions – revoke Valys Venclova from the Supervisory Board of AB "Kauno energija".
- Regarding election of the Supervisory Board member AB "Kauno energija".
Items of agenda – elect Žydr?nas Garšva as the member of the Supervisory Board of AB "Kauno energija".
- Regarding support for " Žalgiris " basketball center (code 302811111)..
Draft decisions – grant for up to 1 000 000 (one million Litas) support for public company "Žalgiris" basketball center (code 302811111), the amount of support is to be included in AB "Kauno energija" 2013 audited operating profit (loss) distribution project.
The AB Kauno energija shall not provide the possibility to participate and vote in the Meeting through electronic communication channels.
The account date of the Extraordinary General Meeting of Shareholders – the 27th December, 2013. Shareholders that own AB Kauno energija shares on the end of the working day of 27th December, 2013, shall have the right to participate in convened Extraordinary General Meeting.
AB Kauno energija share capital is divided into 42,731,977 (forty-two million seven hundred thirty-one thousand nine hundred and seventy-seven) ordinary registered shares. All of these shares carry the right to vote with their shareholders.
The person participating in Extraordinary General Meeting of Shareholders must submit an identity document. A person who is not a shareholder, to this document, also must submit a document confirming the right to vote at the Extraordinary General Meeting of Shareholders. The authorized person at the Extraordinary General Meeting of Shareholders shall have the same rights as it should represent by the shareholder. Shareholder's right to attend the Extraordinary General Meeting of Shareholders also include the right to ask questions
Please be informed that shareholders, who are entitled to participate at the Extraordinary General Meeting of Shareholders, own the right to authorize by electronic means physical or legal person to attend and vote on behalf of them at the Extraordinary General Meeting of Shareholders. Power of attorney that is issued by the shareholder must be submitted by sending e-mail j.sereikiene@kaunoenergija.lt not later than the 3th January, 2014 (2.00 p. m.).
Please be informed that, on decisions which are included into Extraordinary General Meeting of Shareholders agenda can be voted in writing by completing the general ballot paper. If the person who had completed the general ballot paper is not a shareholder, the completed general ballot paper must be accompanied by a document confirming the right to vote. The duly completed general ballot paper (voting bulletin) should be sent by mail or delivered directly to the Company's office at Raudondvario av. 84, room 203, Kaunas till 6th January, 2014 (12 a.m.). The Company reserves the right not to include in the shareholder vote early, if the general ballot paper does not meet the third and fourth parts of the 30 Article of Law on Companies requirements or the general ballot paper is written in a way that it is impossible to establish shareholder‘s will on a separate issue.
The agenda of the Extraordinary General Meeting of Shareholders may be supplemented by initiative of shareholders who own shares no less than 1/20 of all the votes. Proposals to the agenda of the Extraordinary General Meeting of Shareholders may be submitted by mail or delivered to the Company's representative office at Raudondvario av.. 84, room 203, Kaunas no later than the 20th December, 2013.
Please be informed that, along with a proposal to supplement the agenda of the Extraordinary General Meeting of Shareholders must be submitted the drafts of proposed decisions, or if the decisions shall not be adopted, explanations on each of the proposed issue.
Please be informed that, shareholders who own shares no less than 1/20 of all votes own the right at any time before the Extraordinary General Meeting of Shareholders or during the meeting in writing or by mail propose new draft decisions related to the questions included into agenda.
Shareholders own the right to ask the questions concerning the agenda of the Extraordinary General Meeting of Shareholders. Questions may be submitted by e-mail j.sereikiene@kaunoenergija.lt or delivered directly to the Company's office at Raudondvario av.. 84, room 203, Kaunas, not later than 2.00 p.m. 27th of December, 2013.
Since 12th of December, 2013 shareholders can get acquainted with the company‘s documents related to the agenda of shareholders meeting and decisions projects of the meeting and information relating to shareholders' rights by coming to the company - Raudondvario av. 84, Kaunas or in the webpage of the company (http://www.kaunoenergija.lt).
Jovita Sereikien?, Head of Asset Management Department, +370 37 305 664
