News of the Company
Invalda Privatus Kapitalas AB convenes a General Shareholders’ Meeting2013-09-23
One of the largest Lithuanian private equity companies Invalda Privatus Kapitalas AB convenes the General Shareholders’ Meeting on October 16, 2013 at 10.00 a.m. in the conference hall of Holiday Inn Vilnius hotel (Seimyniskiu str. 1, Vilnius). The Meeting will elect the audit company, set the conditions of payment for the audit services, and also will decide on the amendment and approval of the new wording of Articles of Association and the change of the registered office of the Company.
Registration of the shareholders will start at 09:30 a.m. Only the persons who are the shareholders of the Company at the end of the accounting day of the Extraordinary General Shareholders Meeting (October 9, 2013) are entitled to participate and vote at the Extraordinary General Shareholders Meeting.
Draft resolutions and other information related with the convened Shareholders Meeting
The draft resolutions:
1. Regarding election of the audit company to audit financial statements of the financial year of 2013 and setting the conditions of payment for the audit services.
1.1. To elect joint-stock company PricewaterhouseCoopers, code 111473315, located at municipality of Vilnius city, Vilnius, 16 B J. Jasinskio str., audit company certificate No. 001273, to audit annual financial statements of the financial years 2013 of Invalda Privatus Kapitalas AB.
1.2. To set the remuneration for the audit of each year’s set of annual financial statements – so that it can not exceed LTL 20000 (tventy thousand); VAT is not included in this amount.
2. Amendment and an approval new wording of Articles of Association of Invalda Privatus Kapitalas AB.
2.1. To approve the amended Articles of Association of the Company. The amended paragraphs 13, 21 and 25 shall be read as follows:
13. The scope of competence of the General Shareholders’ Meeting, the rules of its convocation, the scope of competence of the Company’s Board and the Company’s Head, the rules of their election (appointment) and recall will be governed by the Law on Companies of the Republic of Lithuania, except for the decision-making of matters covered in the Article 28. 1 by the Law of the Companies - these decisions shall be taken by the majority vote that must be more than 3/4 of all the votes carried by the shares of the shareholders present at the General Meeting of Shareholders.
21. A shareholder or a group of shareholders holding or having under management 1/2 or more Company’s shares after having provided the Company with written and prepared upon established form obligation not to disclose the Company’s commercial (industrial) secrets, shall have the right to inspect all the Company’s documents.
25. The Articles of Association will be amended by the majority vote that must be more than 3/4 of all the votes carried by the shares of the shareholders present at the General Meeting of Shareholders.
2.2. Regarding the amended paragraphs 13, 21 and 25 of Articles of Association of the Company (enclosed) to authorize the director Dalius Kaziunas to sign the revised Articles of Association.
3. Change of the registered office of Invalda Privatus Kapitalas AB.
3.1. To change the registered office of Invalda Privatus Kapitalas AB and register a new address – Šeimyniškių street 3, Vilnius.
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, when 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 or its representative may vote in writing by filling the general voting bulletin. The form of general voting bulletin is presented at the Company‘s webpage. 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. The general voting bulletin, duly filled in and signed by the shareholder or a person, having a voting right, and the document confirming the voting right (if any) must be submitted to the Company in writing not later than on the last business day before the General Meeting of Shareholders by sending them by registered mail to the public joint - stock company Invalda Privatus Kapitalas AB.
The person authorized to provide additional information:
Tel. +370 618 44001