Notice of the Annual General Meeting of APB “APRANGA” shareholders
By the initiative and the decision of the Board of APB “APRANGA” the annual general meeting (hereinafter referred to as the Meeting) of APB “APRANGA” (legal entity code 121933274, registered at Ukmerges str. 362, Vilnius, hereinafter – the Company) shareholders will be held on 30th April 2020 at 11:00 am. Registration starts at 10:30 am. on 30th April 2020.
Meeting place is the Company's premises at Ukmerges g. 362, Vilnius.
The accounting date for the shareholders is 23rd April 2020.
The rights accounting day is 15th May 2020. Property rights shall be held by the persons who will be shareholders at the close of the tenth working day after the general shareholders' meeting having adopted the respective decision.
Meeting agenda:
1. Consolidated annual report on the activities of the Company in 2019.
2. Auditor's report on the Company’s financial statements and annual report.
3. Approval of the consolidated and Company’s financial statements for the year 2019.
4. Company's profit (loss) allocation for the year 2019.
5. Election of firm of auditors and establishment of the terms of remuneration for audit services.
6. Approval of the Company's Remuneration Policy.
The Company is not providing the possibility to attend and vote at the Meeting through electronic means of communication.
Draft decisions on each Meeting agenda item, the documents to be submitted to the Meeting and information, which is related to the implementation of the shareholder rights, not later than 21 days prior to the Meeting will be available at the Company’s website under “Investors”. Due to the difficult situation and the establishment of quarantine restrictions at the state level, access to this information at the Company's registered office will not be possible.
Shareholders holding shares that grant at least 1/20 of all votes shall have the right of proposing to supplement the agenda of the Meeting. Draft decisions on the proposed issues shall be submitted together with the proposal or, if the decisions are not needed to be approved, explanations on each proposed issue of the Meeting shall be presented. Proposal to supplement the agenda must be presented in writing sending it by email or by a registered mail to the Company, address: Ukmreges g. 362, LT-14311, Vilnius. The agenda shall be supplemented if the proposal will be received not later than 14 days before the Meeting.
Shareholders holding shares that grant at least 1/20 of all votes shall have the right of proposing draft resolutions on the issues already included or to be included in the agenda of the Meeting, additional candidates to members of the Company board, the audit company. The proposed draft decisions must be presented in writing sending them by email or by a registered mail to the Company, address: Ukmerges g. 362, LT-14311 Vilnius. The shareholders shall also be entitled to propose draft resolutions on the Meeting agenda issues, additional candidates to members of the Company board, the audit company in writing at any time prior to the Meeting or during the Meeting.
Shareholders have a right to submit in advance in writing sending by email or by registered mail to Company questions related with Meeting agenda by indicating shareholder‘s personal identification code and consent to process personal data – personal identification code. The Company must respond if the questions will be received not later than 3 working dccays before the Meeting. The Company shall not respond personally to shareholder‘s questions if respective information is provided in Company‘s website .
The persons who are shareholders of the Company at the close of the accounting day of the Meeting (23rd April 2020) shall have the right to attend and vote at the Meeting in person or their authorized persons or persons with whom an agreement on the disposal of the voting right is concluded.
The person attending the Meeting and having the right to vote must submit the document confirming person’s identity. The person who is not a shareholder besides this document must submit document confirming the right to vote in the Meeting.
Each shareholder has a right pursuant to the procedure established by laws to authorize other person to attend and vote on his/her behalf at the Meeting. Authorized person must present a proxy issued pursuant to the procedure established by laws. The proxy issued by private person must be notarized. The proxy issued abroad must be translated to Lithuanian and legalized pursuant to the procedure established by laws. The Company does not establish special form of proxy.
Please note, that with the rapid rise of infectious disease COVID-19 caused by coronavirus in Lithuania, and being unable to accurately envisage further decisions of the Government of the Republic of Lithuania regarding the extension of quarantine, we are actively encouraging all shareholders to vote in advance by filling the general ballot paper.
The Company in any case following the term established by the Law on Companies shall call the General Meeting of Shareholders and has no right to prohibit the shareholders its actual attendance, thus by voting by filling in the general ballot paper, You would not only exercise your rights as a shareholder but also this would be the best way ensuring the safety and health of Yourelf and others.
If you physically attend the General Meeting of Shareholders, you must follow all government recommendations or mandatory instructions set forth at that time, in addition to: wearing a protective mask, disposable gloves, keeping a safe distance from others, and not attend the meeting if you have any contagious illness. The Company will make every effort to ensure proper ventilation of the premises, the presence of disinfectant fluid, sitting of people as far away from each other as possible, etc.
Upon the shareholder‘s written request the Company at least 10 days before the Meeting shall free of charge send the general ballot paper by registered mail or email address indicated by the shareholder. Personally these general ballot papers will not be passed to the shareholders at thos time. The filled-in general ballot paper and the document confirming the right to vote must be submitted to Company by sending it by email or registered mail to the address Ukmerges g. 362, 14311 Vilnius not later than on last working day before Meeting.
The total number of the Company’s shares and the number of shares granting voting rights during the Meeting is the same and amounts to 55 291 960.
Rimantas Perveneckas
„Apranga“ Group General Manager
