Zemaitijos Pienas — Proxy Solicitation & Information Statement 2019

Nov 12, 2019

Public company ŽEMAITIJOS PIENAS

Legal office: Sedos g. 35, Telšiai, LT-87101

Enterprise code 180240752, VAT payer's code LT802407515

Data is stored and compiled in the Register of Legal Entities

GENERAL BALLOT PAPER OF THE EXTRAORDINARY GENERAL MEETING OF THE COMPANY'S SHAREHOLDERS HELD ON 14 NOVEMBER 2019

(of the alternative decision)

Shareholder's name, surname (title)

Shareholder's personal number (code)

Number of

shares held

Number of

votes held

Date of

completing the ballot paper

Please circle the selected variant FOR or AGAINST:

Organisational issues of the meeting (enter suggested candidates or put a dash no the candidates (a part thereof) are not suggested)
To suggest electing as the chairman of the meeting and voting “For” the suggested candidate: ...
To suggest electing as the secretary of the meeting and voting “For” the suggested candidate: ...
Order No.	Issue	Draft decision	Expression of will
1.	Regarding approving the participation of the Company in reorganization by way of merger by acquisition of the public company Baltijos Mineralinių Vandenų Kompanija.	To approve participation of the Company in the reorganization by way of merger, by acquiring Baltijos Mineralinių Vandenų Kompanija, legal entity code 141763534, that will be dissolved as a legal entity after the reorganisation, and to instruct the Board of the Company to prepare and to announce the terms of reorganization under the procedure established by the laws, as well as to perform other actions	FOR
	Alternative draft decision of the issue:		AGAINST

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		necessary for implementing this decision with consideration to the exception referred to in sub-paragraph 3 of Paragraph 2 of Article 65 of the Law on Companies and without drawing up interim financial statements of the Company.
2.	Regarding assessment of the terms of reorganisation of the Company and the public Baltijos Mineralinių Vandenų Kompanija by way of merger and drawing up of a report on assessment of the terms of reorganisation.	Having regard to the fact that the Company is the sole shareholder of the public company Baltijos Mineralinių Vandenų Kompanija, to approve that reorganisation of the Company and the public company Baltijos Mineralinių Vandenų Kompanija would be carried out under the procedure established in Article 70 of the Republic of Lithuania Law on Companies, i.e. without making an assessment of the terms of reorganization by way of merger and without organising an assessment of the terms of reorganisation by way of merger.	FOR AGAINST

I hereby confirm that the ŽEMAITIJOS PIENAS shareholder who signed this ballot paper has become familiar in advance with the agenda of the extraordinary general meeting of ŽEMAITIJOS PIENAS shareholders and draft decisions, laid down in this ballot paper, and therefore may express his will in writing in advance when voting on issues on the agenda of the extraordinary general meeting of the shareholders.

Having regard to our will expressed in writing regarding the issues on the agenda of the extraordinary general meeting of shareholders it shall be deemed that the shareholder who signed this ballot paper participated in the extraordinary general meeting of ŽEMAITIJOS PIENAS shareholders held on 14 November 2019.

Forename, surname, job title, signature of the shareholder (his representative)

Title, date, number of the document authorising to vote (if the ballot paper is signed not by the shareholder (shareholder’s manager)):