Notice of the Ordinary General Meeting of Shareholders of restructuring AB ,,Utenos trikotažas" (hereinafter – Company).
On the initiative of the Company's Management Board and on the basis of the decisions of the minutes of the Board's meeting, the Ordinary General Meeting of Shareholders of the restructured joint stock company "UTENOS TRIKOTAŽAS" (registered office J. Basanavičiaus g. 122, LT-28214 Utena, company code 183709468, the total number of shares is 9,503,000, the number of shares with voting rights is 9,503,000) (hereinafter referred to as "Company") is hereby called to be held on April 30, 2025, at 11.00 am. The Company's registered office at J. Basanavičiaus g. 122, Utena (meeting room). Registration of shareholders from 10:00 a.m. to 10:55 a.m. The record date of the Shareholders is April 23, 2025. Record date for shareholders' rights - May 15, 2025
Agenda of the meeting:
- Presentation of the Company's 2024 consolidated annual report.
- Presentation of the independent auditor's report on the Company's 2024 set of consolidated financial statements and consolidated annual report.
- Approval of the 2024 set of Company and consolidated financial statements.
- Allocation of the Company's profit/loss for 2024.
- Election of the Company's Management Board members.
- Approval of the initiation of the company's reorganisation (merger) and related matters.
The persons entitled to attend and vote at the Ordinary General Meeting shall be those persons who, at the close of business on the record date of the Ordinary General Meeting, will be the shareholders of the Company, either in person or by proxy, or those persons with whom an has been entered into to transfer the voting rights. The property rights will be held by persons who, at the end of the tenth business day following the general meeting which adopted the relevant resolution (i.e. at the close of business on the record date for shareholders' rights), are shareholders of the Company. A person attending an Ordinary General Meeting of Shareholders and entitled to vote must produce of identity. A person who is not a shareholder shall, in addition to this document, produce a document confirming the right to vote at the Ordinary General Meeting. Each shareholder shall have the right to authorize another person to attend and vote on his/her behalf at the meeting in accordance with the procedure established by law. A proxy shall have the same rights at the meeting as the shareholder or shareholders he or she represents would have, unless the power of attorney issued to the proxy or the law provides for narrower proxy rights. The proxy must produce a power of attorney certified in accordance with the law. A power of attorney issued abroad must be translated into Lithuanian and legalised in accordance with the procedure established by law. The Company does not prescribe a specific form of power of attorney. A shareholder or his proxy shall have the right to vote in advance in writing by completing a general ballot paper. If the shareholder so requests, the Company shall send the general ballot paper by registered free of charge not later than 10 days before the meeting. A specimen of the General Ballot Form is available on the Company's website /investuotojams/. A duly completed and signed by a shareholder or other person entitled to vote, the general voting ballot and a document confirming the right to vote shall be submitted to the Company by registered mail or delivered by hand to the registered office of the Company at the address of AB ,,Utenos trikotažas", J. Basanavičiaus g. 122, LT-28214 Utena, not later than by the end of the registration period of the General Shareholders Meeting
Shareholders of the Company are invited to exercise their right to vote on the items on the agenda of the Meeting by submitting to the Company duly completed General Ballot Papers
The Company does not offer the possibility to attend and vote at the meeting by electronic . Shareholders holding shares carrying at least 1/20 of the total votes shall have the right to propose items to be added to the agenda. The proposal shall be accompanied by draft decisions on the proposed items or, where no decisions are required, explanations of each proposed item on the agenda of the Ordinary General Meeting of Shareholders. The proposal to supplement the agenda shall be submitted in writing by registered mail to AB ,,Utenos trikotažas", J. Basanavičiaus g. 122, LT-28214 Utena, or by e-mail . The agenda shall be supplemented if the proposal is received not later than 14 days before the Ordinary General Meeting of Shareholders. Shareholders holding shares representing at least 1/20 of the total votes shall have the right to propose new draft resolutions on the items included in the agenda of the meeting or on items to be included in the agenda. Proposed draft resolutions shall be submitted in writing at any time prior to the Ordinary General Meeting of Shareholders by registered mail to AB ,,Utenos trikotažas", J. Basanavičiaus g. 122, LT-28214 Utena, or by e-mail . Shareholders shall also have the right to propose draft decisions on the items on the agenda of the Meeting in writing during the Meeting. Shareholders have the right to submit to the Company in advance written questions related to the issues on the agenda of the meeting, indicating in the letter the personal (natural or legal) code of the shareholder, the consent of the natural person to the processing of personal data - the natural person's personal identification number, by registered . The Company, in accordance with Article 16 of Law of the Republic of Lithuania on Companies, undertakes to respond if the questions are received not later than 3 working days prior to the Ordinary General Meeting of Shareholders. Answers of a general nature will be published on the Company's website /investuotojams/. The Company will not provide a personal reply to a question submitted by a shareholder if the relevant information is available on the Company's website. Shareholders who come to AB ,,Utenos trikotažas", J. Basanavičiaus g. 122, LT-28214 Utena, or to the Company's website /investuotojams/, will be able to get acquainted with the Company's documents related to the agenda of the meeting, including draft resolutions, and other documents submitted to the Ordinary General Shareholders' Meeting, and to obtain information related to the exercise of shareholder's rights.
Additional information about the material event is available from the Company's Chief Financial Officer, Aurimas Likus tel. .
Nomeda Kaučikienė, Managing Director of the Company
ADDED
Appendix 1a 2024 Consolidated and Company financial statements, consolidated annual report;
Appendix 1b Independent auditor's report;
Annex 2 Draft allocation of the Company's profit/loss for 2024;
Annex 3 Draft decisions on agenda items;
Annex 4 Ballot paper.
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