General Shareholders Meeting – Vilkyškių pieninė
General Shareholders Meeting
General Shareholders
Meeting

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

By the initiative and decision of the Vilkyskiu pienine AB (company code 277160980) Board, the Ordinary General Meeting of Shareholders of Vilkyskiu pienine AB is convened at the office of Vilkyskiu pienine AB (P. Lukošaičio str. 14, Vilkyškiai, LT-99254 Pagėgių sav.) on 29 April 2022 at 1 p.m.

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

THE AGENDA FOR THE ORDINARY GENERAL MEETING OF SHAREHOLDERS:

  1. Approval of Company’s Consolidated annual report for the year 2021.
  2. Independent Auditor‘s Report regarding the Company’s consolidated and separated financial Statements for 2021.
  3. Approval of Company’s separated and consolidated financial statement for the year 2021.
  4. Net Profit (loss) appropriation for the year 2021.
  5. Approval of the Remuneration Report of the Company for 2021 which is part of the Annual Report.
  6. Election of the Company’s Board members for the 4 years period.
  7. Election of the Company’s Audit Committee members.
  8. On the granting of powers to the Chief Executive Officer of Vilkyškių pieninė AB.

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 22 April 2022. 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 2022. 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 Vilkyškių pieninė AB shares (VLP1L, ISIN kodas LT0000127508) bought via stock exchange with settlement cycle T+2 do not provide the right to dividends for year 2020, is 12 May 2022.

Draft decisions for the Ordinary General Meeting of Shareholders of Vilkyskiu pienine AB, proposed by the Board of the Company on 8 April, 2022:

1) Approval of Company’s Consolidated annual report for the year 2021.

Draft decision:
To approve the Consolidated annual Report of the Company for the year 2021.

2) Independent Auditor‘s Report regarding the Company’s consolidated and separated financial Statements for 2021.

Draft decision:
Heard.

3) Approval of Company’s separated and consolidated financial statement for the year 2021.

Draft decision:
To approve of Company’s separated and consolidated financial statements for the year 2021.

4) Net Profit (loss) appropriation for the year 2021.

Draft decision:
To approve the audited net profit (loss) allocation under IFRS for the year 2021 (attached).

5) Approval of the Remuneration Report of the Company for 2021 which is part of the Annual Report.

Draft decision:
To approve the Remuneration Report of the Company for 2021.

6) Election of the Company’s Board members for the 4 years period.

Draft decision:
To elect Board members for the four-year period.

Candidates to the Company’s Board members: Gintaras Bertašius, Sigitas Trijonis, Rimantas Jancevičius, Vilija Milaševičiutė, Linas Strėlis and Andrej Cyba.

7) Election of the Company’s Audit Committee members.

Draft decision:
To elect Audit Committee members.

Candidates to the Company’s Board members: Milana Buivydienė, Aušra Lobinienė, Vilma Morkaitienė.

8) On the granting of powers to the Chief Executive Officer of Vilkyškių pieninė AB.

Draft decision:
To authorise (with the right to sub-delegate) the CEO of Vilkyškių pieninė AB to notify the Register of Legal Entities of the Republic of Lithuania of the election of new members of the Board, to register the changed data in the Register of Legal Entities of the Republic of Lithuania and to perform all other related actions.

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 15 April 2022. 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 29 April 2022 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 below.

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 (www.vilvigroup.eu)

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

POWER OF ATTORNEY

To represent at the ordinary general meeting of shareholders of VILKYSKIU PIENINE AB, held on 29 April 2022

VOTING BULLETIN

Voting bulletin of the ordinary
general meeting of shareholders
on 29 April 2022

PROFIT ALLOCATION PROJECT

The audited net profit (loss) allocation under IFRS for the year 2021

REMUNERATION POLICY

Policy of remuneration for employees
of “Vilvi Group”

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