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Rokiskio Suris Proxy Solicitation & Information Statement 2015

Aug 11, 2015

2242_rns_2015-08-11_93cf0272-8790-463c-a970-52c72ae918a2.pdf

Proxy Solicitation & Information Statement

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ROKISKIO

Residency: Pramonės str. 3, LT-42150 Rokiškis
Code of legal body 173057512, VAT code LT730575113
Data accumulated and stored in the Register for Juridical Entities

The 21st August 2015 Extraordinary General Meeting of Shareholders of AB ROKISKIO SURIS

GENERAL VOTING BULLETIN

Information of Shareholder:

Name, family name of Shareholder (natural person); name of Shareholder (juridical person):

Identification Code of Shareholder (natural person); code of Shareholder (juridical person):

Number of shares: ____

Person entitled to vote on behalf of Shareholder:

Name, date, number of document authorizing the right to vote, and the person undersigned:

Name, family name, identification code of the person entitled to vote on behalf of Shareholder:

Number of shares: ____

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Draft resolutions and voting result (the chosen answer should be circled around):

No Agenda items Draft resolutions Voting results
1. Recall of the Company’s Board of Directors. To recall all members of the Board of Directors. FOR AGAINST
2. Election of the Company’s Board of Directors. Provided a bulletin of Election of members of the Board of Directors.
3. Regarding purchase of the company’s shares AB Rokiškio suris have accumulated a reserve for treasury shares amounting to kEUR 11,668.
1. The Company shall acquire the company’s shares whose total nominal value including the shares already kept in the company’s own treasury shall not exceed 1/10 of the Authorized Capital.
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 shall be settled at 10 per cent higher from the market price of the company’s shares on the date when the resolution to start purchasing own shares is adopted by the Board of Directors, and the minimal purchase price per share shall be settled at 10 per cent lower from the market price of the company’s shares on the date when the resolution to start purchasing own shares is adopted by the Board of Directors,
5. Minimal sales price per share of the treasury shares is equal to the price of acquired shares. When selling treasury shares it should be established equal opportunities for all shareholders to acquire the company’s shares.
6. The acquired treasury shares can be cancelled.
7. To authorize the Board of Directors to organize purchase and sales of the treasury 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 provisions of the resolution and requirements of the Law on Public Limited Liability Companies. FOR AGAINST
4. Approval of the procedure for providing loans by the Company. In order to secure the Company’s steady operations and implement other objectives, it shall be settled that the Company may provide loans to the following persons:
- suppliers of raw milk in order to secure steady supply of raw milk and/or improve or maintain good relationship FOR AGAINST

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| | | with major raw milk suppliers;
- buyers of production in order to maintain good relationship with long-time buyers of production;
- other legal and/or natural persons related with the Company’s performance.
It shall be settled that the interest rate established by the Company for the loans provided to the above persons shall not be lower than the total interest rate received by the Company from other credit entities. | | |
| --- | --- | --- | --- | --- |

(name, family name, signature of shareholder (or another person holding the right to vote with shares) stamp of juridical person)

Date _ dd _ mm 2015


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ELECTION OF THE BOARD OF DIRECTORS

BULLETIN

Number of votes of shares ___

Number of votes of election ___

No. Name, family name of candidate Number of votes "for"
1. Antanas Kavaliauskas
2. Darius Norkus
3. Antanas Trumpa
4. Dalius Trumpa
5. Ramūnas Vanagas
TOTAL VOTES:

THE WAY OF VOTING:

  1. Number of votes is obtained by multiplying the number of shares owned by Shareholder with number of members to be elected. The Extraordinary General Meeting of Shareholders shall elect five members of the Board of Directors. Also, there can be introduced as many or more other candidates for the election of the Board of Directors. The number of votes might be devoted to one candidate or the votes might be distributed to several candidates.

  2. Please fill the box beside a name of candidate with the number of votes assigned to the candidate, the number should be a whole number; and in case no votes are assigned to a candidate, then the box should be marked as follows:

  1. The number of votes of election assigned to all candidates cannot exceed the number of votes of election owned by Shareholder.