Notice of the convening of the Ordinary General Meeting of Shareholders of Vilkyskiu pienine AB

By the initiative and decision of the Board of Vilkyskiu pienine AB (company code 277160980), the Ordinary General Meeting of Shareholders of Vilkyskiu pienine AB is convened at the office of Vilkyskiu pienine AB (address P. Lukošaičio str. 14, Vilkyškiai, LT-99254, Pagėgių sav.) on 26 April 2024 at 1 p.m.

Shareholders’ registration starts from 12 p.m. until 12.50 p.m.

AGENDA OF THE ORDINARY GENERAL MEETING OF SHAREHOLDERS:

1. Regarding Company’s Consolidated annual report for 2023.
2. Regarding independent auditor‘s conclusion on the Company’s consolidated and separated financial Statements for 2023.
3. Regarding comments and proposals of Company’s Supervisory Board.
4. Regarding the approval of Company’s separated and consolidated financial statement for the year 2023.
5. Regarding the approval of the remuneration report of the Company for 2023, which is a part of the annual report.
6. Regarding the approval of net profit (loss) allocation of the Company for the year 2023.
7. Regarding the election of the Company’s Audit firm, that will perform the audit of the Company for the years 2024-2026 and setting the conditions of payment.

The Company shall not provide the possibility for shareholders to participate, vote and give the mandate to represent them in the General Meeting of Shareholders through electronic communication channels.

The account date of the Ordinary General Meeting of Shareholders is 19 April 2024. In General Meeting of the shareholders have the rights to participate and vote persons who were company’s shareholders at the end of accounting date of shareholders meeting personally or their authorized persons, or persons with whom voting rights transferring contract is signed.

The rights accounting day is 13 May 2024. Property rights are possessed by persons who are shareholders at the end of the 10th working day after the shareholders’ meeting that issued appropriate decision.

Ex-Date, the date since which Vilkyskiu pienine AB shares (VLP1L, ISIN kodas LT0000127508) bought via stock exchange with settlement cycle T+2 do not provide the right to dividends for year 2023, is 10 May 2024.

Draft decisions for the Ordinary General Meeting of Shareholders of Vilkyskiu pienine AB, proposed by the Board of the Company on 5 April, 2024:

1) Regarding Company’s Consolidated annual report for 2023.

Provided explanation:

The decision of the Ordinary General Meeting of Shareholders is not required. The Board submits the annual report for 2023 for hearing at the General Meeting of Shareholders

2) Regarding independent auditor‘s conclusion on the Company’s consolidated and separated financial Statements for 2023.

Provided explanation:

The decision of the Ordinary General Meeting of Shareholders is not required. Independent auditor‘s conclusion on the Company’s consolidated and separated financial Statements for 2023 is submitted to the General Meeting of Shareholders for information.

3) Regarding comments and proposals of Company’s Supervisory Board.

Provided explanation:

The decision of the Ordinary General Meeting of Shareholders is not required. The Supervisory Board to submit to the General Meeting of Shareholders feedback and proposals on the Company’s consolidated and separated financial Statements for 2023.

4) Regarding the approval of Company’s separated and consolidated financial statement for the year 2023.

Draft decision:

To approve of Company’s separated and consolidated financial statements for the year 2023.

5) Regarding the approval of the remuneration report of the Company for 2023, which is a part of the annual report.

Draft decision:

To approve the remuneration report of the Company for 2023, which is a part of the annual report.

6) Regarding the approval of net profit (loss) allocation of the Company for the year 2023.

Draft decision:

To approve the net profit (loss) allocation of the Company for the year 2023 (attached).

7) Regarding the election of the Company’s Audit firm, that will perform the audit of the Company for the years 2024-2026 and setting the conditions of payment.

Draft decision:

1. To elect „PricewaterhouseCoopers“ UAB the Company’s Audit firm, that will perform the audit of the Company for the years 2024-2026.
2. To authorize the CEO of Vilkyskiu pienine AB AB to sign a contract with Audit firm, that will perform the audit for the years 2024-2026 and setting the conditions of payment.

The agenda of the Ordinary General Meeting of Shareholders may be supplemented by initiative of shareholders who own shares carrying not less than 1/20 of all the votes. Proposals to the agenda of the Ordinary General Meeting of Shareholders may be submitted not later than on the 12 April 2024. Along with a proposal to supplement the agenda of the Ordinary General Meeting of Shareholders it is required to submit the drafts of proposed decisions or, if decisions shall not be adopted, explanations on each of the proposed issues

Shareholders who own shares carrying not less than 1/20 of all votes own the right at any time before the Ordinary General Meeting of Shareholders or during the meeting have the right to propose new draft resolutions regarding the items included or ones that will be included in the meeting agenda. Draft resolutions shall be submitted in writing by sending them via a registered mail at the above-specified head-office address of the Company or by e-mail info@vilvi.eu.

The shareholders shall have the right to present questions related to the 26 April 2024 Ordinary General Meeting of Shareholders agenda issues to the Company in writing by e-mail info@vilvi.eu  or at the head-office address P. Lukošaičio str. 14, Vilkyškiai, LT-99254 Pagėgių sav. The Company undertakes to respond if the questions are received not later than 3 working days before the General Meeting of Shareholders.

Shareholders who participate in General Meeting must submit an identity document, the authorized person – an identity document and the letter of attorney in accordance with the procedure laid down by the law, which shall be delivered to the Headquarters no later than by the close of registration for the General Meeting of Shareholders. The authorized person shall have the same rights at the General Meeting of Shareholders as the shareholder he/she represents. The form of a power of attorney for representation at the General Meeting of Shareholders is attached in annexes.

On decisions, which are included into Ordinary General Meeting of Shareholders agenda, can be voted in writing by completing the general bulletin. On shareholder’s request, send the general bulletin by registered mail free of charge or by hand against receipt. The filled in general bulletin must be signed by shareholders’ or a person authorized by him. The vote of the shareholders’ authorized person voting particulars must be added the right to vote in a document. The duly completed general ballot paper shall be submitted to the Company by registered mail or delivered against signature at the Headquarters not later than the close of shareholder registration for the General Meeting of Shareholders. The form of the general ballot paper is available on the Company’s website at www.vilvigroup.eu and is attached in annexes.

Shareholders can get acquainted with the company‘s documents related to the agenda of shareholders meeting at the company’s office located P. Lukošaičio str. 14, Vilkyškiai, LT-99254 Pagėgių sav., or on the webpage of the company (https://vilvigroup.eu/).

Annexes:

1. Confirmation of responsible persons, consolidated and separate financial statements of Vilkyskiu pienine AB for the year 2023 and consolidated annual report;
2. The allocation project of Company net profit (loss) for the year 2023;
3. Form of the power of attorney of Vilkyskiu pienine AB;
4. Voting bulletin of the ordinary general meeting of shareholders.

Additional information authorized to provide Economics and Finance director Vilija Milaseviciute, phone +370 441 55102, vilija.milaseviciute@vilvi.eu