Convocation of the Extraordinary General Meeting of LITGRID AB shareholders 12/06/2023
Convocation of the extraordinary general meeting of LITGRID AB shareholders
In accordance with the initiative and decision of the Board of LITGRID AB, Extraordinary General Meeting of LITGRID AB shareholders is convened on 12 June 2023, 10:00 am (company code 302564383, registered address at Karlo Gustavo Emilio Manerheimo st. 8, Vilnius). The meeting will be held at the premises of the Company, room 229. The beginning of shareholders' registration: 12 June 2023, 9:30. End of shareholders' registration: 12 June 2023, 9:55.
The record date of the Extraordinary General Meeting of shareholders has been set for 5 June 2023. The right of participation and voting in the Extraordinary General Meeting of shareholders can be exercised only by the persons who remain shareholders of LITGRID AB by the end of the record date of the Extraordinary General Meeting of shareholders.
Agenda and proposed draft resolutions of the general meeting of shareholders:
1) Regarding election of independent board member of LITGRID AB.
Proposed draft resolutions:
- To elect Andrius Šemeškevičius as independent board member of LITGRID AB until the end of the cadency of LITGRID AB board.
- 2. To authorize the CEO of LITGRID AB on behalf of LITGRID AB to sign the standard terms and conditions of a Board member on activities in the Board of LITGRID AB, approved by the shareholders meeting on 20 of April 2022, with the newly elected member Andrius Šemeškevičius of the board of LITGRID AB.
- 3. To authorize the CEO of LITGRID AB (with the right of sub-authorization) to notify the Register of Legal Entities of the Republic of Lithuania about the recalled board member and election of the new member of the Board, to register the changed data in the Register of Legal Entities of the Republic of Lithuania, and to perform any other related actions.
The shareholders may familiarize themselves with the Draft Resolutions of the General Meeting of Shareholders and supplementary material thereof, also with the implementation of the shareholders’ rights on the Central Database of Regulated Information www.crib.lt and at Company’s website www.litgrid.eu.
The shareholders of the Company, whose shares are entitled to at least 1/20 of the total number of votes, shall have the right to supplement the agenda for the Extraordinary General Meeting of Shareholders. The proposal to supplement the agenda shall be submitted in writing and sent by registered mail or delivered to the head office of the Company to the address: Karlo Gustavo Emilio Manerheimo st. 8, LT-05131 Vilnius (the “Head Office”). Draft Resolutions on the proposed issues or, when it is not mandatory to adopt resolutions, explanatory notes on each proposed issue of the agenda of the Extraordinary General Meeting of Shareholders must be presented alongside with the proposal. The agenda will be supplemented if the proposal is received not later than on 26 May 2023.
The shareholders entitled to at least 1/20 of the total number of votes shall have the right, at any time before the Extraordinary General Meeting of Shareholders or during the Meeting, to propose in writing new draft resolutions on the items put on the agenda of the Extraordinary General Meeting of Shareholders. Such a proposals must be executed in writing and sent to the Company by registered mail or delivered to the Head Office of the Company. The proposal submitted during the course of the Meeting must be executed in writing and handed over to the Secretary of the Extraordinary General Meeting of Shareholders.
The shareholders shall have the right to submit questions to the Company in advance, but not later than on 6 June 2023, in relation to the issues on the agenda of the Extraordinary General Meeting of Shareholders to be held on 12 June 2023. Questions must be executed in writing and delivered to the Company by registered mail or to the Head Office of the Company. The Company will not present any answer to the question submitted by a shareholder personally to him in the case relevant information is available on the Company’s website www.litgrid.eu.
Any shareholder shall be entitled to authorize a natural or legal person to participate and vote in his name at the General Meeting of Shareholders. The proxy of the shareholder must present the document confirming the person’s identity and the certified Power of Attorney issued and valid in accordance with the law, which must be delivered to the Head Office not later than before the end of the registration of the attendees of the Extraordinary General Meeting of Shareholders. During the Extraordinary General Meeting of Shareholders, the proxy exercises the same rights as the shareholder he is representing should. The form of the Power of Attorney to represent at the General Meeting of Shareholders is available on the website of the Company: www.litgrid.eu.
On the issues on the agenda of the Extraordinary General Meeting of Shareholders, the Shareholders may vote in writing by filling in a General Ballot Paper. On the shareholder’s request, the Company, not later than 10 days before the day of the Extraordinary General Meeting of Shareholders, will send a General Ballot Paper by registered mail free of charge or submit it in person against signature to the shareholder. The shareholder or his proxy must undersign the filled in General Ballot Paper. If the General Ballot Paper is signed by a person who is not a shareholder, a document certifying his right to vote must be appended to the filled in Ballot Paper. The duly filled in General Ballot Paper must be delivered to the Company by registered mail or submitted against signature at the Head Office not later than before the end of registration of the attendees of the General Meeting of Shareholders. The form of the General Ballot Paper is available on the website of the Company: www.litgrid.eu.
On the day of convocation of the Extraordinary General Meeting of the Shareholders the total number of shares was 504 331 380. All these shares grant voting right.
Information referred to in Articles 262 of the Law on Companies of the Republic of Lithuania shall be available on the website of the Company: www.litgrid.eu. Information about the additions to the agenda, as well as decisions made by the general meeting shall be also available on the Central Database of Regulated Information www.crib.lt.
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