Resolutions adopted by Žemaitijos pienas, AB Shareholders’ Meeting as of 27/04/2012


Telšiai, Lietuva, 2012-04-27 15:21 CEST (GLOBE NEWSWIRE) -- 1. The Meeting had heard of the Company’s annual report for the year 2011 (enclosed please find).

2. The Meeting has heard the audit firm’s report on the Company’s financial statements and annual report for the year 2011 (enclosed please find).

3. The Meeting has heard the Audit Committee’s report for the year 2011 (enclosed please find).

4. The Meeting has d e c i d e d to approve Žemaitijos pienas, AB audited financial statements for the year 2011 (enclosed please find).

5. The Meeting has d e c i d e d to approve the following profit (loss) distribution for the year 2011 (thousand LTL; thousand EUR):

 

 
 
  Thousand LTL Thousand EUR
1. Profit (loss) brought forward in the beginning of the reporting year 45,954 13,309
2. Net profit (loss) of the current financial year 9,029 2,615
3. Transfers from reserves 13,000 3,765
4. Total profit (loss) to be distributed 67,983 19,689
5. Share of profit allocated to the Reserve for Acquisition of Own Shares 10,000 2,896
6. Share of profit to pay dividends 0 0
7. Share of profit for annual payments (bonuses) to the members of the Board and the Supervisory Board 0 0
8. Share of profit for employee bonuses 0 0
9. Profit (loss) brought forward at the end of the reporting year, transferred to the next financial year 57,983 16,793

 

        6.     The Meeting has d e c i d e d to form the Reserve for Acquisition of Own Shares amounted to LTL 10 million (ten million Litas):

                               1. To set conditions for the acquisition of own shares:

                               1) The purpose of acquisition of share is to maintain and increase the Company’s share price;

2) The number of the Company’s registered ordinary shares to be acquired – up to 10% of the Company’s authorized capital, i.e. 4,837,500 shares;

3) The period within which the Company may acquire its own shares – up to 18 months following the date of resolution;

4) To set the maximum price per own share to be acquired – LTL 3; to set the minimum price per share to be acquired as equal to the share denomination, i.e. LTL 1.

5) Based on the terms and conditions of this resolution and requirements established by the Republic of Lithuania Company Law, to commit the Board to determine the detailed procedures and terms for purchase/acquisition of own shares, taking into consideration the criteria for purchase of own shares as well as other circumstances established by the Company shareholders’ resolution.  In addition, herewith the Board is authorized to perform other actions insofar as such actions are related to the Company’s own shares acquisition.

 

 

 

                                                                                                   

         Gintaras Keliauskas
         lawyer
         +370 444 22208


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