Notice on Convening an Extraordinary General Meeting of Shareholders of LITGRID AB

In accordance with the initiative and decision of the Board of LITGRID AB (company code 302564383, registered address at Karlo Gustavo Emilio Manerheimo st. 8, LT-05131, Vilnius) (hereinafter – LITGRID, Company), the Extraordinary General Meeting of LITGRID shareholders is convened at the Company’s registered office (address Karlo Gustavo Emilio Manerheimo st. 8, LT-05131, Vilnius, Room 229) on 30 August 2023, 10:00 am. 

Agenda of the LITGRID Extraordinary General Meeting of Shareholders:

1) Election of the audit company of LITGRID AB and determination of the terms of payment for audit services for the period of 2023-2025.

The beginning of shareholders' registration: 9:30 a. m. on 30 August 2023.

End of shareholders' registration: 9:55 a. m. on 30 August 2023.

The record date of the Extraordinary General Meeting of Shareholders: 23 August 2023. The right of participation and voting in the Extraordinary General Meeting of Shareholders can be exercised only by the persons who remain shareholders of LITGRID by the end of the record date of the Extraordinary General Meeting of Shareholders.

A person attending at the General Meeting of Shareholders and entitled to vote must provide a proof of identity. A person who is not a shareholder shall, in addition to the aforementioned document, provide a document confirming his/her right to vote at the General Meeting of Shareholder.

Participation and voting at the General Meeting of Shareholders by electronic means shall not be possible.

On 8 August 2023, the Board of LITGRID approved the agenda of the Extraordinary General Meeting of Shareholders and the Draft Resolution of the meeting:

The agenda of the General Meeting of shareholders:

1) Election of the audit company of LITGRID AB and determination of the terms of payment for audit services for the period of 2023-2025.

Proposed Draft Resolution:

1.1. UAB PricewaterhouseCoopers, code 111473315 has been elected as the audit company that will perform the audit of the financial statements of LITGRID AB prepared in accordance with the International Financial Reporting Standards adopted in the European Union for the period of 2023-2025;

1.2. To set a remuneration of no more than 482,300 euros (excluding VAT) (including the cost of the audit of interim financial statements of 160,800 euros) for the audit services referred to in point 1.1 of this Decision for the years 2023 - 2025.

The shareholders may familiarize themselves with the Draft Resolutions of the General Meeting of Shareholders and other additional materials related to the General Meeting of Shareholders also with the implementation of the shareholders’ rights at the Central Database of Regulated Information and on Company’s website .

The shareholders of LITGRID, whose shares are entitled to at least 1/20 of the total number of votes, have the right to supplement the agenda for the General Meeting of Shareholders. The proposal to supplement the agenda shall be submitted in writing and sent by registered mail or delivered to the head office of the Company to the address: Karlo Gustavo Emilio Manerheimo st. 8, LT-05131 Vilnius (hereinafter – “Head Office”). Draft Resolutions on the proposed issues or, when it is not mandatory to adopt resolutions, explanatory notes on each proposed issue of the agenda of the General Meeting of Shareholders must be presented alongside the proposal. The agenda will be supplemented if the proposal is received not later than 14 August 2023.

The shareholders entitled to at least 1/20 of the total number of votes have the right, at any time before the General Meeting of Shareholders or during the meeting, to propose in writing new draft resolutions on the items put on the agenda of the General Meeting of Shareholders. Such proposal must be made in writing and submitted to the Company by registered mail or delivered to the Head Office. The proposal submitted during the meeting must be formalized in writing and delivered to the Secretary of the General Meeting of Shareholders.

Shareholders have the right to submit questions to the Company regarding the agenda of the Extraordinary General Meeting of Shareholders to be held on 30 August 2023, in advance, but not later than 24 August 2023. Questions must be formalized in writing and delivered to the Company by registered mail or to the Head Office. The Company will not provide any answer to the question submitted by a shareholder personally to him / her in the case relevant information is available on the Company’s website .

Any shareholder has the right to authorize a natural or legal person to participate and vote in his/her behalf at the General Meeting of Shareholders. The proxy holder of the shareholder must have the document confirming the person’s identity and the certified Power of Attorney issued and valid in accordance with the law, which must be delivered to the Head Office not later than before the end of the registration of the attendees of the Extraordinary General Meeting of Shareholders. At the Extraordinary General Meeting of Shareholders, the proxy holder has the same rights as would be held by the shareholder represented by him/her. The form of the Power of Attorney to represent at the General Meeting of Shareholders is available on the website of the Company: .

On the issues on the agenda of the General Meeting of Shareholders, the shareholders may vote in writing by filling in a General Ballot Paper. On the shareholder’s request, the Company, not later than 10 days before the day of the General Meeting of Shareholders, will send a General Ballot Paper by registered mail free of charge or submit it in person against signature to the shareholder. The shareholder or his/her proxy holder must undersign the filled in General Ballot Paper. If the General Ballot Paper is signed by a person who is not a shareholder, a document certifying his / her right to vote must be appended to the filled in Ballot Paper. The duly filled General Ballot Paper must be delivered to the Company by registered mail or submitted against signature at the Head Office not later than before the end of registration of the attendees of the Extraordinary General Meeting of Shareholders. The form of the General Ballot Paper is available on the website of the Company: .

On the day of convocation of the Extraordinary General Meeting of the Shareholders the total number of shares was 504 331 380. All these shares grant voting right.

Information referred to in Articles 26² of the Law on Companies of the Republic of Lithuania will be available on the website of the Company: .

Information about the additions to the agenda, as well as resolutions made by the general meeting will also be available in the Central Database of Regulated Information .

ANNEXES:

1. Voting ballot.
2. Power of Attorney form.

More information:

Jurga Eivaitė

Communications Project Manager

Attachments