Vilnius, Lithuania, 2014-12-08 15:30 CET (GLOBE NEWSWIRE) -- On the initiative and decision of the Management Board of INVL Technology the General Shareholders Meeting of INVL Technology, AB (identification code 303299817, the registered address Kalvariju str. 11A-20, Vilnius, Lithuania) is to be held on 19 December 2014 at 8:30 a.m. in the office of Invalda LT (Seimyniskiu str. 1, Vilnius).
Registration of the shareholders will start at 8:00 a.m.
Only the persons who are the shareholders of the Company at the end of the accounting day of the General Shareholders Meeting (12 December 2014) are entitled to participate and to vote at the General Shareholders meeting.
The Management Board of INVL Technology, AB on 8 December 2014 decided to supplement the agenda of the Shareholders Meeting that is to be held on 19 December 2014, with the following questions:
• Regarding election of the Audit Committee members.
• Regarding approval of the remuneration for the Audit Committee members.
• Approval of the regulations of the formation and activity of the Audit Committee.
The supplemented agenda of the General Shareholders Meeting of INVL Technology, AB includes:
1. Regarding approval of the joint stock company INVL Technology participation in the reorganisation;
2. Regarding approval of the joint stock company INVL Technology reorganisation;
3. Regarding election of the audit company to audit financial statements of the financial year 2014 and setting the conditions of payment for the audit services;
4. Regarding replacement of the registered office of INVL Technology.
5. Regarding election of the Audit Committee members.
6. Regarding approval of the remuneration for the Audit Committee members.
7. Approval of the regulations of the formation and activity of the Audit Committee.
The supplemented draft resolutions of the General Shareholders meeting of INVL Technology, AB:
1. Regarding approval of the joint stock company INVL Technology participation in the reorganisation.
To approve participation of the joint-stock company INVL Technology in the reorganization by way of merger, merging BAIP group (code 300893533) transformed into a joint stock company to the joint-stock company INVL Technology.
To authorize the Management Board of INVL Technology to prepare and announce according to the laws the reorganization terms.
2. Regarding approval of the joint stock company INVL Technology reorganisation.
To approve the reorganization of the joint-stock company INVL Technology by way of merger, merging the joint-stock company INVL Technology to BAIP group (code 300893533) transformed into a joint stock company.
To authorize the Management Board of INVL Technology to prepare and announce according to the laws the reorganization terms.
3. Regarding election of the audit company to audit financial statements of the financial year 2014 and setting the conditions of payment for the audit services.
To elect joint-stock company PricewaterhouseCoopers, code 111473315, to audit annual financial statements the financial year 2014.
To set the payment for the audit services not more than LT 8000 (eight thousand litas), VAT is not included in this amount.
4. Regarding replacement of the registered office of INVL Technology.
To change the registered office of INVL Technology and to register the new address in the premises located at Seimyniskiu str. 1A, Vilnius, Lithuania (unique No. 1399-8031-1015).
5. Regarding election of the Audit Committee members.
To elect Danute Kadanaite and Tomas Bubinas (independent member) to the Audit Committee of INVL Technology, AB for the 4 (four) years term of office.
6. Regarding approval of the remuneration for the Audit Committee members.
For a work in the Audit Committee of INVL Technology, AB, to fix a rate not higher than 500 Litas per hour. To delegate to the Board of the Company to determine the remuneration payment procedure for the Audit Committee members.
7. Approval of the regulations of the formation and activity of the Audit Committee.
To approve new wording of the regulations of the formation and activity of the Audit Committee of INVL Technology, AB.
The documents related to the agenda, draft resolutions on every item of agenda, documents what have to be submitted to the General Shareholders Meeting and other information related to realization of shareholders rights are available at the office of INVL Technology (Seimyniskiu str. 1A, Vilnius, 6 floor) during working hours.
The shareholders are entitled: (i) to propose to supplement the agenda of the General Shareholders Meeting submitting draft resolution on every additional item of agenda or, than there is no need to make a decision - explanation of the shareholder. Proposal to supplement the agenda is submitted in writing by registered mail or delivered in person against signature. The agenda is supplemented if the proposal is received no later than 14 before the General Shareholders Meeting; (ii) to propose draft resolutions on the issues already included or to be included in the agenda of the General Shareholders Meeting at any time prior to the date of the General Shareholders meeting (in writing, by registered mail or delivered in person against signature) or in writing during the General Shareholders Meeting; (iii) to submit questions to the Company related to the issues of agenda of the General Shareholders Meeting in advance but no later than 3 business days prior to the General Shareholders Meeting in writing by registered mail or delivered in person against signature.
Shareholder participating at the General Shareholders Meeting and having the right to vote must submit documents confirming personal identity. Each shareholder may authorize either a natural or a legal person to participate and to vote on the shareholder's behalf at the General Shareholders Meeting. The representative has the same rights as his represented shareholder at the General Shareholders Meeting. The authorized persons must have documents confirming their personal identity and power of attorney approved in the manner specified by law which must be submitted to the Company no later than before the commencement of registration for the General Shareholders Meeting. Shareholder is entitled to issue power of attorney by means of electronic communications for legal or natural persons to participate and to vote on its behalf at the General Shareholders Meeting. The shareholders must inform the Company about power of attorney issued by means of electronic communications no later than before the commencement of registration for the General Shareholders Meeting. The power of attorney issued by means of electronic communications and notice about it must be written and submitted to the Company by means of electronic communications.
Shareholder or its representative may vote in writing by filling general voting bulletin, in such a case the requirement to deliver a personal identity document does not apply. The form of general voting bulletin is presented at the Company's webpage. If shareholder requests, the Company shall send the general voting bulletin to the requesting shareholder by registered mail or shall deliver it in person against signature no later than 10 days prior to the General Shareholders Meeting free of charge. The filled general voting bulletin must be signed by the shareholder or its authorized representative. Document confirming the right to vote must be added to the general voting bulletin if authorized person is voting. The filled general voting bulletin must be delivered to INVL Technology by registered mail (address Seimyniskiu str. 1A, LT09312 Vilnius, Lithuania) or in person against signature no later than before the day of the General Shareholders Meeting.
The Company does not provide opportunities to participate and vote at the meeting by electronic means. Information related with the convened General Shareholders Meeting (notice on convocation of General Shareholders Meeting, information about Company's shares, draft resolution, etc.) are available at Company's webpage http://www.invltechnology.com .
The person authorized to provide additional information:
Darius Sulnis
Director
Phone +370 5279 0601
E-mail:Darius@InvaldaLT.com
