On the initiative and decision of the Board of INVL Baltic Farmland, AB (company code 303299781, registration address Kalvariju str. 11A-20, Vilnius, office address Seimyniskiu 1A, Vilnius) the General Shareholders Meeting of INVL Baltic Farmland, AB is to be held on 25 June 2014 at 9:00 a.m. at Seimyniskiu str. 1, Vilnius (in the office of Invalda LT).
Registration of the shareholders will start at 8:30 a.m.
Only the persons who are the shareholders of INVL Baltic Real Estate at the end of the accounting day of the General Shareholders Meeting (17 June 2014) are entitled to participate and to vote at the General Shareholders meeting.
The agenda of the General Shareholders Meeting of INVL Baltic Farmland includes:
1. Regarding purchase of own shares of INVL Baltic Farmland, AB
The draft resolutions of the General Shareholders Meeting of INVL Baltic Farmland:
1. Regarding purchase of own shares of INVL Baltic Farmland, AB
A reserve for purchase of own shares, which is equal to LTL 10,659,595.78, is formed in INVL Baltic Farmland.
Seeking to ensure for shareholders a possibility to sell company’s shares, to delegate the Board to adopt decisions, on the basis of conditions set out below, on purchase of own shares of INVL Baltic Farmland through the market of official offer of NASDAQ OMX Vilnius, in accordance with the market rules.
Max number of shares to be acquired – the total nominal value of own shares acquired during the whole period 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 – EUR 4.00 (LTL 13.81), minimum one share acquisition price – EUR 2.86 (LTL 9.88).
Purchased own shares may be cancelled by the decision of the General Shareholders Meeting or sold by the decision of the Board upon the condition that minimum sale price for one share isn’t lower than value of consolidated equity per one share calculated according to the last financial statement of INVL Baltic Farmland, which was announced before the decision of the Board, and the sale procedure will ensure equal possibilities for all shareholders to purchase these shares.
The Board of INVL Baltic Farmland, in accordance with this resolution and the requirements of the Company Law of the Republic of Lithuania, is delegated to organise purchase and sale of own shares, to determine order, time, amount and price of acquired and purchased shares, as well as to
The documents related to the agenda, draft resolutions on every item of agenda, documents what have to be submitted to the General Shareholders Meeting and other information related to realization of shareholders rights are available at Seimyniskiu str. 1A, Vilnius, during working hours.
The shareholders are entitled: (i) to propose to supplement the agenda of the General Shareholders Meeting submitting draft resolution on every additional item of agenda or, than there is no need to make a decision – explanation of the shareholder. Proposal to supplement the agenda is submitted in writing by registered mail or delivered in person against signature. The agenda is supplemented if the proposal is received no later than 14 before the General Shareholders Meeting; (ii) to propose draft resolutions on the issues already included or to be included in the agenda of the General Shareholders Meeting at any time prior to the date of the General Shareholders meeting (in writing, by registered mail or delivered in person against signature) or in writing during the General Shareholders Meeting; (iii) to submit questions to the Company related to the issues of agenda of the General Shareholders Meeting in advance but no later than 3 business days prior to the General Shareholders Meeting in writing by registered mail or delivered in person against signature.
Shareholder participating at the General Shareholders Meeting and having the right to vote must submit documents confirming personal identity. Each shareholder may authorize either a natural or a legal person to participate and to vote on the shareholder’s behalf at the General Shareholders Meeting. The representative has the same rights as his represented shareholder at the General Shareholders Meeting. The authorized persons must have documents confirming their personal identity and power of attorney approved in the manner specified by law which must be submitted to the Company no later than before the commencement of registration for the General Shareholders Meeting. Shareholder is entitled to issue power of attorney by means of electronic communications for legal or natural persons to participate and to vote on its behalf at the General Shareholders Meeting. The shareholders must inform the Company about power of attorney issued by means of electronic communications no later than before the commencement of registration for the General Shareholders Meeting. The power of attorney issued by means of electronic communications and notice about it must be written and submitted to the Company by means of electronic communications.
Shareholder or its representative may vote in writing by filling general voting bulletin, in such a case the requirement to deliver a personal identity document does not apply. The form of general voting bulletin is presented at the Company’s webpage www.invlBalticFarmland.lt. If shareholder requests, the Company shall send the general voting bulletin to the requesting shareholder by registered mail or shall deliver it in person against signature no later than 10 days prior to the General Shareholders Meeting free of charge. The filled general voting bulletin must be signed by the shareholder or its authorized representative. Document confirming the right to vote must be added to the general voting bulletin if authorized person is voting. The filled general voting bulletin must be delivered to the Company’s correspondence address Seimyniskiu str. 1A, LT09312, Vilnius, by registered mail or in person against signature no later than before the day of the General Shareholders Meeting.
Information related with the convened General Shareholders Meeting (notice on convocation of General Shareholders Meeting, information about Company’s shares, draft resolution, etc.) are available at Company’s webpage http://www.invlBalticFarmland.lt.
The person authorized to provide additional information:
Darius Sulnis
Director
Phone +370 5 279 0601
Email: [email protected]