KN Energies AB

AGM Information • Feb 4, 2020

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author: "Kristina Kuodien\u0117"
date: 2019-11-20 07:37:00+00:00
processing_status: success_python-docx_mammoth

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BALLOT PAPER FOR VOTING IN WRITING IN THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF AB KLAIPĖDOS NAFTA,

TO BE HELD ON 26-02-2020

Shareholder’s first name, surname (legal entity name)

……………………………………………...............................................................................................................................

Shareholder’s personal ID number (legal entity code)

……………………………………………...............................................................................................................................

Number of shares held

……………………………………………...............................................................................................................................

Number of votes held

……………………………………………...............................................................................................................................

Please cross out what does not apply (“FOR” or “AGAINST”) and leave the selected version of the resolution not crossed:

Organizational issues of the meeting
To propose to elect the following person as the Chairman of the meeting and to vote “for” the proposed candidate: ………………………………………………………
To propose to elect the following person as the Secretary of the meeting and to vote “for” the proposed candidate: ………………………………………………………
To propose to elect the following person as the person responsible for performance of actions provided for in paragraph 2 of Article 22 of the Law of the Republic of Lithuania on Companies and to vote “for” the proposed candidate: ………………………………………………………
Matter on the agenda	Draft resolution
1. Item of the Agenda No 1 - Regarding the approval of the decision of the Board of AB Klaipėdos nafta to pledge current and future amounts receivable (the LNG terminal security component) by a subsequent pledge to the Ministry of Finance of the Republic of Lithuania for the state guarantee issued by the Republic of Lithuania:	“To approve of the following decision of the Board of AB Klaipėdos nafta: 1. To pledge these current and future amounts receivable (the Security Component) by a subsequent pledge to the Ministry of Finance of the Republic of Lithuania for the period until 31 December 2044 in order to secure the obligations of AB Klaipėdos nafta under the state guarantee granted by the Republic of Lithuania issued to secure the agreement with the Nordic Investment Bank for granting of the loan, borrowing up to EUR 160 mln. (one hundred and sixty million euros) for a period of up to 25 (twenty-five) years.”	For	Against
1. Item of the Agenda No 2- Regarding the approval of the decision of the Board of AB Klaipėdos nafta to mortgage the Subačius oil terminal by a subsequent mortgage for obligations of AB Klaipėdos nafta according to the state guarantee granted by the Republic of Lithuania:	“To approve of the following decision of the Board of AB Klaipėdos nafta: 2. To mortgage the Subačius oil terminal at Kunčiai village, Subačius local area, Kupiškis district municipality as a property complex to the Ministry of Finance of the Republic of Lithuania by a subsequent mortgage for the period until 31 December 2044, in order to secure the obligations of AB Klaipėdos nafta under the state guarantee granted by the Republic of Lithuania issued to secure the agreement with the Nordic Investment Bank for granting of the loan, borrowing up to EUR 160 mln. (one hundred and sixty million euros) for a period of up to 25 (twenty- five) years.”	For	Against
1. Item of the Agenda No 3 - Regarding the approval of the decision of the Board of AB Klaipėdos nafta to mortgage the floating liquefied natural gas storage unit by a senior conditional mortgage for obligations of AB Klaipėdos nafta according to the state guarantee granted by the Republic of Lithuania:	“To approve of the following decision of the Board of AB Klaipėdos nafta: 3. To mortgage the floating liquefied natural gas storage unit as a property complex whose ownership rights will be acquired by AB Klaipėdos nafta to the Ministry of Finance of the Republic of Lithuania by a senior conditional mortgage for the period until 31 December 2044, in order to secure the obligations of AB Klaipėdos nafta under the state guarantee granted by the Republic of Lithuania issued to secure the agreement with the Nordic Investment Bank for granting of the loan, borrowing up to EUR 160 mln. (one hundred and sixty million euros) for a period of up to 25 (twenty-five) years.”	For	Against
1. Item of the Agenda No 4 - Regarding the approval of the decision of the Board of AB Klaipėdos nafta to make an agreement for granting of a loan with the Nordic Investment Bank (hereinafter - NIB), borrowing from the NIB up to EUR 160 mln. (one hundred and sixty million euros) for a period of up to 25 (twenty-five) years:	“4.1. To approve of the following decision of the Board of AB Klaipėdos nafta: To make an agreement for granting of a loan with the Nordic Investment Bank (hereinafter - NIB) on behalf of AB Klaipėdos nafta, borrowing from the NIB up to EUR 160 mln. (one hundred and sixty million euros) for a period of up to 25 (twenty-five) years (hereinafter - the Loan for Stage II) with the purpose to acquire the floating liquefied natural gas storage unit, and to approve the following main commercial terms of the agreement: * 6 MEURIBOR + 50 bp (margin) or fixed interest; * administrative fee of 10 bp; * commitment fee of 7 bp; * loan availability period – until 31-12-2024; * the loan is backed by a state guarantee. 4.2. To authorise (with the power to redelegate the authority) the General Manager of AB Klaipėdos nafta to sign the agreement with the NIB according to the terms indicated in paragraph 4.1 of this decision and to decide on the conditions of the borrowing, which will be provided in the payment offers of NIB, including but not limited to: 4.2.1. to decide to borrow at fixed or variable interest; 4.2.2. to decide on the amount of credit requested to be disbursed. 4.3. To determine that the Loan for Stage II provided for in paragraph 4 can be taken and used after (i) the Ministry of Finance of the Republic of Lithuania issues a permission to AB Klaipėdos nafta to assume new obligations, as provided for in paragraph 13(7) of Article 3 of the Law of the Republic of Lithuania on State Debt and (ii) signature and coming into force of the state guarantee as a security for the Loan for Stage II.”	For	Against
Regarding any other new draft resolutions, not indicated above, to vote with all the votes held		For	Against

We hereby confirm that we have familiarised in advance with the agenda of the Extraordinary General Meeting of Shareholders of AB Klaipėdos nafta referred to in this Ballot Paper and the draft resolutions contained herein, therefore we may express in advance in writing the will of …………………..............................................................................................................................., as a shareholder of AB Klaipėdos nafta in voting on the matters considered at the Extraordinary General Meeting of Shareholders. Having regard to our will expressed in writing on the agenda matters of the Extraordinary General Meeting of Shareholders, it should be considered that …………………......................................................................................................................... participated in the Extraordinary General Meeting of Shareholders of AB Klaipėdos nafta held on 26-02-2020.

First name, surname, position of the shareholder (its representative):

Date and signature of the shareholder (its representative):

Date, title and number of the document entitling to vote (if the ballot paper is signed by anyone other than the head of the shareholder):

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