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Rokiskio Suris — AGM Information 2010
Apr 30, 2010
2242_ltr_2010-04-30_c1c1e083-76e2-4bed-8c33-79ac9cfbd9b1.pdf
AGM Information
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Resolutions approved by the general meeting of shareholders of AB "Rokiskio suris" on 30th April 2010:
1. The Company's annual report for the year 2009.
Resolution:
To approve the annual report for the year 2009 of AB "Rokiškio sūris".
2. Auditor's findings regarding the consolidated financial reports and annual report.
Resolution:
To approve the auditor's report.
3. The Audit Committee report.
Resolution:
To consider the report of the Audit Committee.
4. Approval of the company's consolidated financial accounting for the year 2009.
Resolution:
To approve the consolidated financial reports for the year 2009.
5. Allocation of the profit of the Company of 2009.
Resolution:
To approve allocation of the profit of the Company of 2009.
| 1. | Non-distributable profit (loss) at beginning of year | 68 993 thou LTL (19 982 thou EUR) |
|---|---|---|
| 2. | Approved by shareholders dividends related to the year 2008 |
|
| 3. | Transfers to reserves provided by law | |
| 4. | Profit share transferred to reserves for acquisition of own shares |
|
| 5. | Non-distributable profit (loss) at beginning of year after dividend payout and transfer to reserves |
68 993 thou LTL (19 982 thou EUR) |
| 6. | Net profit (loss) of fiscal year | 14 748 thou LTL (4 271 thou EUR) |
| 7. | Distributable profit (loss) | 83 741 thou LTL (24 253 thou EUR) |
| 8. | Profit share for mandatory reserve | 364 thou LTL (105 thou EUR) |
| 9. | Profit share for acquisition of treasury shares | 15 000 thou LTL (4 344 thou EUR) |
| 10. | Profit share for other reserves | |
| 11. | Profit share for dividend payout | 3 844 thou LTL (1 113 thou EUR) |
| 12. | Profit share for annual payments (tantiemes) to the | 2 998 thou LTL (868 thou EUR) |
| Board of Directors, employee bonuses and other | ||
| 13. | Non-distributable profit (loss) at end of year | 61 535 thou LTL (17 822 thou EUR) |
Allotted for the dividends related to 2009 - LTL 3 844 483,40 (EUR 1 113 439,35) i.e. LTL 0,10 (EUR 0,0029) per share (before taxes).
6. Election of the Company's auditor and establishment of payment conditions.
Resolution:
To appoint UAB "PriceWaterhouseCoopers" as an Auditor of JSC Rokiskio suris. The Board of Directors shall establish the fee for the auditor's work. The Company's Chief Executive Officer shall sign a contract with the auditor.
7. Regarding purchase of own shares.
Resolution:
1) To purchase up to 10 per cent of own shares.
2) Purpose of acquisition of own shares – maintain and increase the price of the company's shares.
3) Period during which the company may purchase own shares - 18 months from the approval of resolution.
4) Maximal purchase price per share set as $-$ LTL 12, minimal purchase price per share is set equally to nominal value of share $-LTL$ 1.
5) Minimal sales price per share of the treasury shares is equal to the price at which the shares were purchased.
When selling treasury shares it should be established equal opportunities for all shareholders to acquire the company's shares. Also, to provide opportunity to annul treasury shares.
6) To authorize the Board of Directors to organize purchase and sales of the own shares, establish an order for purchase and sales of the own shares, as well as their price and number, and also complete all other related actions pursuing the resolutions and requirements of the Law on Joint Stock Companies.
8. Regarding compounding the reserve to acquire own shares.
Resolution:
To compound a LTL 15 000 thousand (fifteen million) litas (EUR 4 344 300) reserve. Total reserve for acquisition of own shares including the reserve already accumulated amounts up to LTL 29 188 thousand (EUR 8 453 thousand).