Invalda INVL — Proxy Solicitation & Information Statement 2013

Aug 8, 2013

INVALDA

GENERAL VOTING BULLETIN

of the public joint - stock company Invalda LT

Extraordinary General Shareholders Meeting

to be held on August 30, 2013

Shareholder's name, surname (title) – ____

Shareholder's personal code (legal person's code) - ____

Number of the shares held – ____

Votes held - ____

Agenda includes:

1. On the removal of Audit Committee members of Invalda LT, AB and the election of new members.
2. On the acquisition of own shares of Invalda LT, AB.

Please circle the chosen version: „FOR“, „AGAINST“.

Draft resotions
1. On the removal of Audit Committee members of Invalda LT, AB and the election of new members.
Remove the Audit Committee of Invalda LT, AB in corpore.	FOR	AGAINST
The Board decision on the proposed candidates of the Audit Committee of Invalda LT, AB shall be adopted and published till August 16, 2013.
2. On the acquisition of own shares of Invalda LT, AB.
Invalda LT, AB has formed the reserve for the acquisition of own shares which is equal to 92.5 million litas (26.8 million euro).
In order to implement the will of shareholders, expressed while voting for formation of reserve for own shares, and in order to provide the shareholders the opportunity to sell shares, to delegate the Board to adopt decisions, on the basis of conditions set out below, regarding acquisition of shares of Invalda LT, AB through the market of the official offer of NASDAQ OMX Vilnius in accordance with procedures laid down in the legal acts regulating this market.
The maximum number of shares to be acquired - the nominal value of own shares may not exceed 1/10 of share capital.
The period during which the company may acquire its own shares – 12 months from the day of this resolution.
The maximum one share acquisition price – 3.50 euro (12.08 litas), minimum one share acquisition price – 2.50 euro (8.63 litas).	FOR	AGAINST

AB INVALDA LT

Šeimyniškių g. 1A, LT09312 Vilnius; Tel.: +370 5 279 0601; Faks.: +370 5 279 0530; El. p. info@invaldalt.com; www.invaldalt.com

[monės kodas 121304349; PVM mokėtojo kodas LT213043414; [registruota V] "Registrų centras"; a/s LT25 4010 0424 0124 2013, AB DNB bankas

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INVALDA

| The acquired own shares may be annulled by the decision of the General Shareholders Meeting or sold by the decision of the Board on condition the minimum price of sale of own shares shall be equal to the price at which they were acquired and the procedure of selling the shares shall ensure equal opportunities for all shareholders to acquire the said shares.

The Board of Invalda LT, AB is delegated on the basis of this resolution and the Law on companies of the Republic of Lithuania to organize purchase and sale of the own shares, determine an order and timing for purchase and sale of own shares as well as the amount of shares and shares price, and to complete all other actions related with acquisition of own shares.

(Name, surname or title of shareholder or it's representative)

(signature)

Date __ [day] __ [month] 2013

AB INVALDA LT

Šeimyniškių g. 1A, LT09312 Vilnius; Tel.: +370 5 279 0601; Faks.: +370 5 279 0530; El. p. info@invaldalt.com; www.invaldalt.com

Įmonės kodas 121304349; PVM mokėtojo kodas LT213043414; Įregistruota VJ "Registrų centras"; a/s LT25 4010 0424 0124 2013, AB DNB bankas