Convening the Extraordinary General Meeting of Shareholders of “Kauno Energija” AB
07 September 2023 - 4:41PM
Convening the Extraordinary General Meeting of Shareholders of
“Kauno Energija” AB
By the decision No 2023-10-4 of the Board of
“Kauno Energija” AB (hereinafter - the Company) adopted on 5
September 2023, an Extraordinary Meeting of Shareholders of the
Company, company code 235014830, having its registered office at
Raudondvario pl. 84, Kaunas, is convened on 5 October 2023.The date
of the Extraordinary General Meeting is October 5, 2023, Thursday.
Beginning of the Meeting – 10 a.m. The Meeting will take place at
Company’s hall at Raudondvario rd. 84, Kaunas. Registration of
shareholders begins at 09.30 a.m.
The agenda and the resolution projects for the
Extraordinary General Meeting of Shareholders:
1. Election of the audit company and
determination of the terms of payment for audit services.
The resolution projects are as
follows:
1. To elect the audit company UAB ROSK
Consulting for the audit of the consolidated financial statements
of AB Kauno Energija and its subsidiaries for the years 2023 and
2024, for the audit of costs attributed to the regulated activities
of AB Kauno Energija, covered by the income from regulated
activities.
2. To determine that the price of the service of
the audit of consolidated financial statements of AB Kauno Energija
and its subsidiaries for the years 2023 and 2024 is EUR 35,000.00
plus VAT for the performance of 1 (one) year (12 months audited
period) audit, and EUR 70,000.00 plus VAT for the performance of
2-years (2023 and 2024) audit. Payment term is 30 calendar days
after signing of deed of conveyance of the service and submission
of VAT invoices.
3. To determine that the price of the service of
the audit of the costs attributed to the regulated activity of AB
Kauno Energija in 2023 and 2024, covered by the income from the
regulated activity, is EUR 5,00.000 plus VAT for the performance of
1 (one) year (12 months audited period) audit, and EUR 10,000.00
plus VAT for the performance of the audit of 2 years (2023 and
2024). Payment term is 30 calendar days after signing of deed of
conveyance of the service and submission of VAT invoices.
The Company does not provide the possibility to
attend and vote at the meeting by electronic means.The recorded
date for the Extraordinary General Meeting shall be 28 September
2023. The persons entitled to attend and vote at the Extraordinary
General Meeting shall be the persons who are shareholders of the
Company at the end of the workday on 28 September 2023.The
authorised capital of the Company is divided into 42,802,143
(forty-two million eight hundred and two thousand one hundred and
forty-three) ordinary registered shares. All the shares entitle
their holders to exercise a voting right.A person attending the
Extraordinary General Meeting of Shareholders must produce a proof
of identity. A person who is not a shareholder of the Company, in
addition shall furnish the document entitling to vote at the
Extraordinary Meeting of Shareholders. The authorised person shall
have the same rights at an Extraordinary General Meeting as the
principal shareholder. A shareholder's right to attend an
Extraordinary General Meeting shall also include the right to ask
questions.Shareholders entitled to attend an Extraordinary General
Meeting of Shareholders may authorise in writing by electronic
communication means a natural person or legal entity to attend and
vote on their behalf at an Ordinary General Meeting of
Shareholders. A shareholder must notify about the issue of the
power of attorney in writing by emailing the power of attorney to
d.guzeviciene@kaunoenergija.lt no later than by the end of a
business day on 4 October 2023 (4:30 PM).Please note that voting on
the issues on the agenda of the Extraordinary General Meeting of
Shareholders shall be in the form of a general ballot. If the
completed general ballot paper is signed by the person who is not a
shareholder, the completed general ballot must be accompanied by a
document evidencing the voting right. Properly completed general
voting ballot papers must be delivered by post or brought to the
Company at Raudondvario pl. 84, Kaunas, before 9:30 AM on 5
September 2023. The Company reserves the right to exclude a
shareholder's early vote when calculating votes, if the general
ballot paper does not comply with the requirements set forth in
Article 30(3) and (4) of the Law on Companies of the Republic of
Lithuania, or if the completed general ballot paper makes it
impossible to verify the shareholder's actual intentions in respect
of a particular issue.The agenda of an Extraordinary General
Meeting of Shareholders may be amended at the discretion of the
shareholders whose shares carry at least 1/20 of the total number
of votes. Proposals to the agenda of the Extraordinary General
Meeting of Shareholders may be submitted by mail or delivered to
the Company's representative office at Raudondvario pl. 84, Kaunas,
no later than before 22 September 2023.Please note that a proposal
to supplement the agenda of an Extraordinary General Meeting of
Shareholders must be accompanied by a draft decision or, where no
decision is required, by the explanations on each proposed issue of
the agenda of the Extraordinary General Meeting of
Shareholders.Shareholders holding at least 1/20 of the total number
votes are entitled to propose new draft resolutions in writing on
the issues on the agenda of the meeting at any time before or
during an Extraordinary General Meeting of
Shareholders.Shareholders shall have the right to ask the questions
concerning the agenda of the Extraordinary General Meeting of
Shareholders. Questions should be emailed to
d.guzeviciene@kaunoenergija.lt or delivered to the Company’ address
at Raudondvario pl. 84, Kaunas, no later than by the end of a
business day on 3 October 2023 (4:30 PM).As of 13 September 2023,
the shareholders who come to the Company's registered office at
Raudondvario pl. 84, Kaunas, or visit the Company's website
www.kaunoenergija.lt, may get acquainted with the Company's
documents related to the agenda of the Shareholders' Meeting, the
draft resolutions of the Meeting and the information related to
exercising of a shareholder’s rights.Shareholders of the Company
are invited to give priority to accessing the information provided
by the Company on the website
www.kaunoenergija.lt/bendroves-veikla/ in the section "Information
for Investors / Material Events", and to submit their proposals for
amending the agenda of the Extraordinary General Shareholders'
Meeting by post (or by e-mail).
Loreta Miliauskienė, Head of Economic
Department, tel. +370 69815118
- VOTING BULLETIN 20231005_EN
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