Decisions of the annual general meeting of shareholders of Tallinna Kaubamaja Grupp AS 18th of March 2024
The Annual General Meeting of Shareholders of Tallinna Kaubamaja Grupp AS was held on 18th of March 2024 in Tallinn, at Viking Motors dealership at Tammsaare tee 51. 29,269,053 votes, i.e. 71.86% of the Company`s 40,729,200 votes were represented at the meeting and 81 shareholders were represented at the meeting.
The decisions of the General Meeting were as follows:
1. Approval of the annual report of Tallinna Kaubamaja Grupp AS for 2023
With 29,124,679, i.e. 99.51% votes in favour, to approve the annual report for 2023 prepared by the Management Board of Tallinna Kaubamaja Grupp AS and approved by the Supervisory Board, in accordance with which the consolidated balance sheet of Tallinna Kaubamaja Grupp AS as at 31 December 2023 is 691,508 thousand euros, sales revenue 947,257 thousand euros, and net profit 37,424 thousand euros.
2. Profit distribution
With 29,267,403, i.e. 99.99% votes in favour, to approve the proposal for the distribution of the profit of Tallinna Kaubamaja Grupp AS for 2023 submitted by the Management Board and approved by the Supervisory Board as follows:
| Retained earnings from previous years | 90,536 thousand euros |
| Net profit for 2023 | 37,424 thousand euros |
| Total distributable profit as at 31 December 2023 | 127,960 thousand euros |
| Pay a dividend of 0.72 euros per share | 29,325 thousand euros |
| Retained earnings after the distribution of profits | 98,635 thousand euros |
The list of shareholders entitled to receive the dividend will be fixed on 3rd of April 2024 as at the end of the business day of Nasdaq CSD’s Estonian settlement system. The dividend will be paid to shareholders on 8th of April 2024 by transfer to the shareholder’s bank account.
3. Recalling members of the Supervisory Board, electing new members of the Supervisory Board and determination of the procedure for remuneration
In connection with the expiration of the term of office of some members of the Supervisory Board and with the aim of harmonizing the terms of office of the members of the Supervisory Board, to recall with 29,027,579, i.e. 99.17% votes in favour the entire composition of the current Supervisory Board of Tallinna Kaubamaja Grupp AS from 20th of May 2024 and to elect as members of the Supervisory Board of Tallinna Kaubamaja Grupp AS from 20th of May 2024 for the next 3-year term Jüri Käo (personal identification code 36511160272), Enn Kunila (personal identification code 35003190254), Gunnar Kraft (personal identification code 36403160286), Meelis Milder (personal identification code 35804054210) and Kristo Anton (personal identification code 37605250302). Remunerate the chairman of the Supervisory Board a fee of 4,200 euros per month and the members of the Supervisory Board a fee of 3,500 euros per month.
4. Change of articles of association and business name of Tallinna Kaubamaja Grupp AS
With 29,268,853, i.e. 100% votes in favour to change the business name of Tallinna Kaubamaja Grupp AS and in this regard, to approve a new revision of the Articles of Association, where the new business name is TKM Grupp AS.
Dividend payment ex-date of Tallinna Kaubamaja Grupp AS
Proceeding from the above, Tallinna Kaubamaja Grupp AS informs that the dividend payment ex-date is 2nd of April 2024. From that date the new owner of the shares is not entitled to dividends for the year 2023.
The webinar recording of the annual general meeting shall found as of 19 March 2024 at
Raul Puusepp
Chairman of the Board
Phone
