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LLK: Resolutions of the Annual General Meeting of Shareholders

Spekuliantai.lt | 2013-04-30 | NASDAQ OMX biržų naujienos | perskaitė: 652
Raktiniai žodžiai: Limarko Laivininkystes Kompanija AB, LLK
LLK: Resolutions of the Annual General Meeting of Shareholders

Limarko Laivininkystes Kompanija AB Notification on material event 30.04.2013

Resolutions of the Annual General Meeting of Shareholders

The following resolutions were adopted at the annual General Meeting of Limarko
laivininkystes kompanija AB on 30 April 2013:

1. Company’s Annual Report for the year 2012 – Annual Report for the year 2012
has been familiarized with.
2. Audit report for the year 2012 – Audit report for the year 2012 has been
familiarized with.
3. Approval of company’s financial statements for the year 2012 –financial
statements for the year 2012 were approved.

1. Appropriation of profit (loss) for the year 2012 - to resolve the question
when considering the fifth item of the agenda.
2. Regarding the ratio of equity and authorised capital – as it was decided
not to cover the losses by shareholders’ contributions, the following
resolution was adopted:

5.1. To reduce the authorised capital of the Company from LTL 20 000 000
(twenty million Litas) to LTL 8 600 000 (eight million six hundred thousand
Litas).

5.2. The purpose of the reduction of the share capital of the Company – to
cancel the losses recorded in the balance sheet of the Company.

5.3. The way of reduction of share capital of the Company – cancellation of the
Companies’ shares.

5.4. To reduce the number of shares owned by the shareholders of the Company in
the following order:

5.4.1. the shares are cancelled to all the shareholders of the Company in
proportion to the nominal value of shares owned by them;

5.4.2. The number of shares attributable to the shareholders, who at the end of
the day of registration of amended Company’s articles of association hold more
than 1 (one) share, shall be calculated by multiplying the number of shares,
held by the shareholder at the end of the day of registration of amended
Company’s articles of association, by the coefficient 0,43 (reduced share
capital divided by the current share capital, two digits after the decimal
point) and rounding off in the following order:

5.4.2.1. if the fractional part of the number of shares is equal to 0.5 or more
– the number of shares shall be rounded up to the whole number;

5.4.2.2. if the fractional part of the number of shares is less than 0.5 – the
number of shares shall be rounded down to the whole number (in such case the
existing difference between the whole number and its fractional part shall not
be compensated).

5.4.3. The Shareholders that under the rules on share exchange stipulated in
this decision after rounding-off are attributed the number of shares
(hereinafter – the Calculated number of shares) lesser than 1 (one), shall
maintain 1 (one) share of the Company.

5.4.4. If the Calculated number of shares to all the shareholders exceeds 8 600
000 (eight million six hundred thousand), i.e. the number of shares in the
Company after reduction of the Company’s share capital (hereinafter – the
Maximum number of shares), the number of shares to the shareholder, who holds
the biggest Calculated number of shares, shall be reduced by the number equal
to the difference between the Calculated number of shares to all the
shareholders and the Maximum number of shares in order the Companies’ share
capital be constituted from the Maximum number of shares.

5.4.5. If the Calculated number of shares to all the shareholders is less than
the Maximum number of shares, the number of shares to the shareholder, who
holds the biggest Calculated number of shares, shall be increased by the number
equal to the difference between the Calculated number of shares to all the
shareholders and the Maximum number of shares in order the Companies’ share
capital be constituted from the Maximum number of shares.

5.5. Prior to presentation of documents to the registrar of the Register of
Legal Entities for registration of documents regarding reduction of the share
capital, an application shall be submitted for suspension of the trading in
shares of the Company in AB NASDAQ OMX Vilnius stock exchange. It is intended
to suspend the trading in shares of the Company until the day on which the
registrar of the Register of Legal Entities registers the articles of
association of the Company with indicated reduced share capital and the Central
Securities Depository of Lithuania makes adjustments of general securities
account, unless it would be necessary to suspend the above trading for a longer
period.

5.6. To establish that after the reduction of the share capital of the Company,
the share capital of the Company shall be divided into 8 600 000 (eight million
six hundred thousand) ordinary registered shares with a par value of LTL 1 (one
Litas) each.

5.7. To approve the new wording of the Articles of Association of the Company
with regard to decrease of the share capital of the Company and to authorize
Mr. Vytautas Lygnugaris to sign the new articles of association, as well as to
register them at the Register of Legal Entities.

5.8. To approve the profit (loss) appropriation for the year 2012, having
regard to the decisions taken under item five of the Agenda. The profit (loss)
appropriation becomes effective as of the day of registration of amended
Articles of Association at the Register of Legal Entities.

Information is not confidential. Full resolutions are available for the
shareholders at company’s premises at Naujoji Uosto str. 8, Klaipėda.
Additional information about the material event can be obtained from the
authorised person – Executive Director Mr. Mindaugas Petrauskas, tel. +370 46
340001.


Mindaugas Petrauskas
Executive Director
Tel.: +370 46 340001 ext. 713


1. Profit (loss) appropriation for 2012.pdf
(https://newsclient.omxgroup.com/cds/DisclosureAttachmentServlet?messageAttachmentId=430568)

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