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Amber Grid AGM Information 2016

Mar 31, 2016

2263_dva_2016-03-31_edeb5573-f4ff-4aca-86dc-bc1baf8d27e1.pdf

AGM Information

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AB Amber Grid

GENERAL BALLOT PAPER GENERAL MEETING OF SHAREHOLDERS OF 26 APRIL 2016 INFORMATION ABOUT SHAREHOLDER

___________________________________________________________________________________________________________________

___________________________________________________________________________________________________________________

____________________________________________________________________________________________________________________

Name of the shareholder:

Code of the shareholder:

Number of shares:

VOTING

Please circle the voting option elected: "FOR" or "AGAINST"

No Issue on the agenda Draft resolution proposed Expression of shareholder's
volition
1. Auditor's report on AB Amber Grid financial
statements for 2015
and
AB Amber Grid
Annual Report 2015.
When taking decisions regarding approval of AB Amber Grid
financial statements for 2015
and
the AB Amber Grid Annual
Report 2015, to take note of the opinion presented in the
Independent auditor's report to the shareholders of AB Amber
Grid.
"FOR" "AGAINST"
2. Information of the Audit Committee. To take note of the information presented by the Audit Committee
on its activities.
"FOR" "AGAINST"
3. Annual Report of AB Amber Grid for 2015. To approve Annual Report of AB Amber Grid for 2015. "FOR" "AGAINST"
4. Approval of AB Amber Grid financial To approve AB Amber Grid financial statements for 2015. "FOR" "AGAINST"
statements for 2015.
5. Approval of AB Amber Grid Profit (Loss)
Allocation for 2015.
To approve AB Amber Grid Profit (Loss) Allocation for 2015
(attached).
"FOR" "AGAINST"
6. The selection of the Audit Company and
determining
the terms of compensation for
audit services
for the year 2016.
To select UAB PricewaterhouseCoopers as the
Audit Company to
perform the audit of AB Amber Grid financial statements as of 31
December 2016
(drawn up in accordance with the International
Financial Reporting Standards and of the Annual Report and
regulated activity financial statements prepared in accordance with
the requirements established by
the Law on Natural Gas and
secondary legislation) and to set remuneration for the services of
the audit of the financial statements and related statements at
EUR 15,910 (excluding VAT).
"FOR" "AGAINST"
7. Amendments to the Articles of Association. 1. To adopt
the new versioof the Articles of Association of AB
Amber Grid
(as per attachment).
2. To authorise the CEO
of AB Amber Grid, Saulius Bilys, either in
person
or through a proxy, to sign the amended version of the
Articles of Association
of AB Amber Grid and to take any and all
actions requiredfor the registration of the Articies of Association
with the Register of Legal Entities of the Republic of Lithuania.
"FOR" "AGAINST"
8. Election of the Board of Directiors 1. Given the fact that the term in office of the Board of Directors
(as elected in accordance with the Articles of Association of AB
Amber Grid
on 11 June 2013) expired before the date of the
present General Meeting of Shareholders, to elect a new Board of
Directors of AB Amber Grid
consisting of the following members:
-________;
"FOR" "AGAINST"
-_____;
-
____;
-_____;
-
____
.
2. Given the fact that the present General
Meeting of Shareholders
has passed the resolution on the adoption of a new version of the
Articles of Association of AB Amber Grid providing for a 4-year
term of Board of Directors, upon the registration of the respective
amendments of the Articles of Association, the term of the Board
of Directors as elected by the present
General Meeting of
Shareholders, shall be 4 years.
9. Abolition of the Audit Committee and
repeal of the Regulations for the Formation
In consideration of the fact the term in office of the Board of
Directors that was elected on 11 June 2013 expired prior to the
"FOR" "AGAINST"
and Activities of the Audit Committee. date of the present General Meeting of Shareholders, which in
accordance with the Regulations for the Formation and Activities
of the Audit Committee means also the expiry of the term in office
of the Audit Committee that was nominated by the Board of
Directors in question, and also in consideration of the fact that in
accordance with the newly adopted version of the Articles of
Association of AB Amber Grid the functions of the Audit
Committee of AB Amber Grid will be carried out by the
Audit
Committee of the parent company, UAB EPSO-G, to abolish
the
Audit Committee of AB Amber Grid, with effect as from the date of
the registration with the Register of Legal Entities of the Articles of
Association as adopted by the present General Meeting of
Shareholders, and to repeal the Regulations for the Formation and
Activities of the Audit Committee of AB Amber Grid (as adopted by
the Extraordinary General Meeting of Shareholders of 11
December 2013).
-- ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- -- --

Note:

1. As provided by the law, all draft resolution proposals, if any, received before the date of posting off of the General Ballot Paper will be included in the General Ballot Paper.

______________ ________________________________________________________________________________________

his shares)

(Date) Name, surname, position, signature of a shareholder (or any other person, authorized to vote