JSC ‘Siguldas ciltslietu un mākslīgās apsēklošanas stacija’ Draft Resolutions to the Regular Shareholders’ Meeting on 24 April 2026

1.    To approve the reports of the company’s management board and the supervisory board on the annual report for the year 2025.

2.    To approve the annual report for the year 2025, including the corporate governance report and the remuneration report for members of the management board and the supervisory board, prepared as separate components of the annual report.

3.    To leave the profit of the reporting year 29 111.36 euro undistributed. To pay out 33 795.20 euros in dividends from the retained earnings of previous years, which arose from January 1, 2018, and on which corporate income tax has been paid, which is 0.08 euros per share. To set the record date for dividend payment: May 20, 2026, and dividend payment date: May 21, 2026. Ex-date: May 19, 2026.

4.    To discharge the members of the management board, the members of the supervisory board and the auditor from responsibility for action in the year 2025 and to resign from bringing claims against them. 

5.    To elect certified auditor Inga Grunte (certificate No. 217, ‘Orients Audit & Finance’ Ltd, license No. 28) as the auditor. To confirm the remuneration of 5100.00 EUR for the auditor for the audit of the annual report for the year 2026, applicable to VAT under the effective legislation. 

6.    To approve the articles of association of the joint stock company in a new version:

Clause 6 of the articles of association is amended in the following wording: 

„The Supervisory Board is a supervisory institution of the Company which represents the interests of the shareholders in-between the meetings and supervises the actions of the Management Board within the limits of the mandate laid out in the Articles of Association. The Supervisory Board consists of three members of the Supervisory Board who from among themselves elect a Chairman of the Supervisory Board and his deputy.

For decision making on significant issues the Management Board needs the Supervisory Board’s consent. By significant issues are to be understood: 

1)    obtaining partnership in other companies, expanding or diminution of it,

2)    obtaining or dispossessing of an enterprise,

3)    obtaining, dispossessing or encumbering of real estate with rights in things,

4)    opening or closing of affiliates or representative offices,

5)    conclusion of deals which exceed 70 000 EUR or the amounts specified in the Supervisory Board’s resolutions,

6)    providing of loans which are not related to the Company’s usual business activities,

7)    providing of credits to the employees of the Company,

8)    undertaking of new types of activities and termination of the exiting types of activities.”

7.    To elect the supervisory board of three members for a three-year term and to approve the remuneration of 300.00 EUR per month to chairman of the supervisory board and of 250.00 EUR per month to each member of the supervisory board:

·         Nils Ivars Feodorovs – at the Latvian Academy of Agriculture got an education as zootechnician. In 1999 elected chairman of the management board of JSC ‘Siguldas ciltslietu un mākslīgās apsēklošanas stacija’ (current term of office expires on 21.04.2026).

·         Maija Beča – She has obtained a Doctor of Agriculture degree in Animal Husbandry (Dr.agr.) from the Latvian University of Agriculture. She has been working as the Head of the Milk Quality Control Laboratory at JSC ‘Siguldas ciltslietu un mākslīgās apsēklošanas stacija’ since 2004.

·         Baiba Mecauce – a veterinarian, elected to the supervisory board in 2017.

8.   To assign the performing of the functions of the audit committee to the supervisory board for a three-year term without additional remuneration.

 

The management board of the joint stock company ‘Siguldas ciltslietu un mākslīgās apsēklošanas stacija’

Zanda Mālniece

Public relations specialist

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