Joint Stock company „SAF Tehnika” (hereinafter - Company) Draft Resolutions of extraordinary Shareholders' Meeting of 21st January 2009 1. Reduction of equity capital of the company buying out and cancelling company's stock. Decision: Mandate the Company to buy-out its shares in order to reduce the equity capital of the Company by cancelling Company's stock taken out of circulation (bought-out). 2. Approval of the general terms of stock buy-out. Decision: Approve following general terms of stock buy-out: 1) The aim of stock buy-out - to reduce the equity capital of the Company for a sum which corresponds to the nominal value of the shares bought-out by the Company by cancelling Company's stock taken out of circulation (bought-out); 2) Upper limit of the sum which can be used to buy-out the shares is LVL 300 000.00 (three hundred thousand Latvian lats); 3) Minimum number of Company's shares which shall be acquired within a buy-back proposal is 10 000 (ten thousand); 4) The way of stock buy-out - stock are bought-out using the services of Riga Stock Exchange providing equal possibilities for shareholders to sell the shares for a fixed price; 5) The stock buy-out term is 18 (eighteen) months counting from the day when shareholders' meeting has adopted a decision regarding the stock buy-out. Board of Directors can make buy-out proposals for several times freely stating the terms in which respective proposals for a concrete (fixed) price are in force; 6) Remuneration for one share - Board of Directors can freely fix the price of a share within a concrete buy-out proposal. 7) Possibility to alter the number of shares on sale - shareholders have a right within each term of buy-out proposal to alter the number of shares which they are willing to sell under the terms of a buy-out proposal. Final number of the shares regarding which shareholders accept the stock buy-out proposal is fixed at the moment when the term of the concrete stock buy-out proposal is expired; 8) Procedure of stock buy-out in case shareholders accept stock buy-out proposal regarding a number of stock at which the sum of its acquisition exceeds the sum mentioned in article 2 - Company buys-out the shares proportionally from all the shareholders which have accepted the proposal; 9) Procedure of stock buy-out in case shareholders within a concrete stock buy-out proposal accept it regarding a number of stock which is less than the minimum number of shares which shall be acquired - Concrete stock buy-out proposal is not valid from the date of its publication; 10) Procedure for disbursement of remuneration - Remuneration to shareholders is disbursed under the Riga Stock Exchange rules on procedure of financial instruments' and currency payments 3. Authorization with a power to delegate for the Board of Directors to perform all necessary actions for the buy-out of company's stock observing the general terms of stock buy-out and laws in force. Decision: Authorize with a power to delegate the Board of Directors to perform all necessary actions for the buy-out of company's stock observing the general terms of stock buy-out and laws in force. Aira Loite CFO +371 67 046 833 Aira.Loite@saftehnika.com
Draft Resolutions of the extraordinary shareholders meeting of JSC "SAF Tehnika"
| Source: SAF Tehnika