Amber Grid — AGM Information 2019

Jun 26, 2019

AB AMBER GRID MINUTES OF THE BORD MEETING 25 June 2019 No 8 Vilnius

AB Amber Grid, legal entity's code 303090867, registered office address Savanorių ave 28, LT-03116 Vilnius, Republic of Lithuania, data are collected and stored in the Register of Legal Entities (hereinafter – the Company), the Board Meeting took place on 25 June 2019 from 8:30 AM to 12:00 PM. The place of the meeting – the registered office of the Company.

The members of the Board of the Company who were present at the meeting: Nemunas Biknius, Nerijus Datkūnas, Algirdas Juozaponis, Rimvydas Štilinis (participated by e-mail as specified in clause 47 of the Rules of Procedure of the Board), Sigitas Žutautas. 5 out of 5 elected and holding the office members of the Board were present at the meeting. The quorum has been established, the Board can adopt decisions (after it is found that the quorum exists, it shall be deemed to exist during the entirety of the meeting).

The Chairman of the meeting: Nemunas Biknius, the Chairman of the Board. The Secretary of the meeting: Dovilė Juknevičiūtė, the Secretary of the Board. Persons invited who are present at the meeting are specified below next to each agenda item.

The members of the Board confirmed that the Board meeting was convened properly in accordance with the procedures established and after prior notification to all members of the Board. Whereas no comments concerning the agenda of the Meeting have been made, the members of the Board approved the agenda for the meeting which was proposed in advance and agreed by e-mail, and the items of which are examined in the order shown below.

Abbreviations of the notions that were presented for the meeting of the Board of 25 June 2019 are used in the minutes.

Agenda:

No Item and the persons who present the item

• 1. <...>
• 1. Regarding the conclusion of a contract for the purchase of pipes for the construction of GIPL and approval of its essential terms and conditions
• 1. <...>
• 1. <...>
• 1. <...>
• 1. <...>
• 1. <...>
• 1. <...>
• 8.1. <...>

2. Regarding the conclusion of a contract for the purchase of pipes for the construction of GIPL and approval of its essential terms and conditions

Information on this item has been presented in accordance with the pre-submitted material.

VOTED: "in favour" – all members of the Board.

DECIDED:

1.

^&lt;...>

EXTRACT

To conclude a contract for the purchase of pipes for the construction of GIPL and to approve the essential terms and conditions of the contract for the purchase of pipes:

• Object of the purchase - 167 661 m of steel pipes for gas trunklines that are insulated with polymer coating and non-insulated.

Main characteristics and quantities of the pipes:

External diameter (mm)	Thickness of the wall (mm)	Steel	Quantity (m)
Design pressure of the gas pipeline 54 bar
711 (for HDD sections)	12,5	L415 ME	3000
711	8,0	L415 ME	124 300
711	8,0 (non insulated, for welding specimens)	L415 ME	24
711	8,8	L415 ME	9 130
711	11,0	L415 ME	13 570
508	8,0	L415 ME	323
Design pressure of the gas pipeline 84 bar
711	11,0	L485 ME	17 290
711	11,0 (non insulated, for welding specimens)	L485 ME	24
TOTAL			167 661*

Note:

* The specified quantity of the Goods is preliminary. AB Amber Grid shall have the right to reduce the quantity of the Goods purchased or to increase by no more than 5% of specified quantity of the Goods.

The pipes purchased must be new, unused, manufactured not earlier than in 2019. The supplier must deliver the pipes in parts in 2019-2021.

The pipes will be supplied subject to a schedule established and as per the separate orders of AB Amber Grid.

• parties to the contract - AB Amber Grid and Izostal S.A.;
• price of the contract - EUR 26.424.901,09 exclusive of VAT;
• date of expiry of the contract - 31 December 2021;
• other terms and conditions - Amount of the contract performance guarantee – at least 10% of the contract price exclusive of VAT.

EXTRACT

1. To authorize the CEO of the Company or another person authorized by him to harmonize other terms and conditions and to enter with Izostal S.A. into the contract for the purchase of pipes that are required for the construction of GIPL.

2. This decision of the Board will become effective when the General Meeting of Shareholders of AB Amber Grid will adopt the decision to approve the decision of the Board to enter into the contract and to confirm its essential terms and conditions.

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The Chairman of the Board / signature / Nemunas Biknius

The Secretary of the Board / signature / Dovilė Juknevičiūtė