Siauliu Bankas AB - Notification on material event

Convocation of the Ordinary General Meeting of Shareholders

Lithuania, Šiauliai, 2013-03-07 06:58 CET (GLOBE NEWSWIRE) -- 

On 28 March 2013 the Ordinary General Meeting of Shareholders of Siauliu bankas
AB (the address of head office Tilzes str. 149, Siauliai, the company code
112025254) is convened. 

The place of the Meeting - the assembly hall of J. Janonio gymnasium, at the
address: Tilzes str. 137, Siauliai. 

The Meeting starts - at 3:00 p.m. (registration starts at 2:00 p.m.)

The Meeting's accounting day - 21 March 2013 (the persons who are shareholders
of the Bank at the end of accounting day of the General Meeting of Shareholders
or persons authorized by them, or the persons with whom shareholders concluded
the agreements on the disposal of voting right, shall have the right to attend
and vote at the General Meeting of Shareholders). 

The day of accounting of rights - 12 April 2013 (the shareholders shall use the
property rights arising from the resolutions passed during the General Meeting
of Shareholders in proportion to the number of shares owned at the end of  the
day of accounting of rights). 

The Bank's Board initiates and convenes the Meeting.

 Agenda of the Meeting

  1. Regarding the consolidated annual report.
  2. Regarding the conclusions of the audit agency.
  3. Regarding the responses and proposals of the Supervisory Council.
  4. Regarding the approval of the financial statements of 2011.
  5. Regarding the allocation of profit/loss.
  6. Regarding share capital increase from bank funds.
  7. Regarding the amendments of the Charter.
  8. Regarding the election of the members of the Supervisory Council.

Bank shall not provide the possibility to participate and vote in the Meeting
through the electronic communication channels. 

The draft resolutions on each agenda issue, documents to be submitted to the
General Meeting of Shareholders and other information related with the
exercising of the shareholders' rights shall be available on the website of the
Bank www.sb.lt on menu section “Investors” not later than 21 days before the
Meeting. This information shall also be available for the shareholders at the
head office of the Bank (on Tilzes street 149, Siauliai) in the rooms No. 201
and 202, from 7:30 am. till 4:30 pm. (tel. +37041 595 653 and 595 669). 

The shareholders holding shares that grant at least 1/20 of all votes, shall
have the right of proposing to supplement the agenda of the Meeting by
providing the Meeting draft resolution on each additionally proposed issue or
in case no resolution is required - the explanation. The proposals to
supplement the agenda shall be submitted in writing or by e-mail. 

The proposals shall be presented in writing to the Secretariat on business days
or by sending it by registered mail at the address: Siauliu bankas AB, Tilzes
street 149, LT-76348 Siauliai. 

The proposals submitted via the e-mail shall be sent to vp.apskaita@sb.lt.

The proposals to supplement the agenda with the additional issues shall be
submitted till the 14 March 2013, 4:30 pm. In case the agenda of the Meeting is
supplemented the Bank will report on it no later than 10 days before the
Meeting in the same ways as on convening of the Meeting. 

The shareholders holding shares that grant at least 1/20 of all votes shall
have the right of proposing new draft resolutions on the issues already
included or to be included in the agenda of the Meeting. The proposals shall be
submitted in writing or by e-mail. 

The proposals shall be presented in writing to the Secretariat (on business
days) or by sending it by registered mail at the address Siauliu bankas AB,
Tilzes street 149, LT-76348 Siauliai till 28 March 2013, 12:00 at noon. The
proposals submitted in writing will be discussed during the Meeting in case
they are received in the Bank till the Meeting date (28 March 2013) 12:00.
During the Meeting the proposals shall be submitted to the Chairman of the
Meeting after he announces the Meeting agenda and no later than the Meeting
starts working on the issues of agenda. 

The proposals submitted via the e-mail shall be sent on vp.apskaita@sb.lt. The
proposals submitted on this e-mail till the 28 March, 2013, 12:00 will be
discussed during the Meeting. 

 The shareholders shall have the right to present questions related to the
General Meeting of Shareholders' agenda issues to the Bank in advance. The
shareholders shall present the questions not later than 3 business days before
the Meeting via the e-mail vp.apskaita@sb.lt. The Bank undertakes to respond to
the submitted questions via the e-mail till the Meeting day, except the
questions related to the Bank's commercial secret and confidential information. 

During the registration to attend the Meeting the shareholders or the persons
authorized by them shall submit a document which is a proof of his/her
identity. The shareholders' authorized persons shall submit the power of
attorney confirmed by the established order. The power of attorney issued by
the natural person shall be notarized. A power of attorney issued in a foreign
country must be translated into Lithuanian and legalized in the manner
prescribed by law. Representative can be authorized by more than one
shareholder and shall have a right to vote differently under the orders of each
shareholder. 

The shareholder holding shares in the Bank, where the shares have been acquired
on his own behalf, but for the benefit of other persons, must disclose before
voting at the General Meeting of Shareholders to the Bank the identity of the
final customer, the number of shares that are put to the vote and the content
of the voting instructions submitted to him or any other explanation regarding
the participation agreed upon with the customer and voting at the General
Meeting of Shareholders. 

Shareholder shall also have the right to authorize through electronic
communication channels another person (natural or legal) to participate and
vote in the Meeting on shareholder's behalf. Such authorization shall not be
confirmed by the notary officer. The power of attorney issued through
electronic communication channels must be confirmed by the shareholder with a
safe electronic signature developed by safe signature equipment and approved by
a qualified certificate effective in the Republic of Lithuania. The shareholder
shall inform the Bank on the power of attorney issued through electronic
communication channels by e-mail vp.apskaita@sb.lt no later than the last
business days before the Meeting at 4:00 p.m. The power of attorney and
notification shall be issued in writing. The power of attorney and notification
to the Bank shall be signed with the Electronic Signature but not the letters
sent via the e-mail. By submitting the notification to the Bank the shareholder
shall include the Internet address from which it would be possible to download
free of charge software to verify an Electronic Signature of the shareholder. 

Each shareholder or representative thereof shall have the right to cast his
vote in advance in writing by filling in a general ballot paper. Upon the
written shareholder‘s request, the Bank no later than 10 days before the
Meeting shall send a general ballot paper by registered mail or hand it in
person against signature. The general ballot paper filled shall be signed by
the shareholder or his representative. In case the ballot paper is signed by
the shareholder's authorized representative, such person along with the filled
ballot paper shall submit the document to confirm the voting right. The ballot
paper filled and the document confirming the voting right (if required) shall
be submitted to the Bank by registered mail at the address Siauliu bankas AB,
Tilzes street 149, LT-76348, Siauliai or by submitting it to Secretariat.
Validated will be dully filled-in ballot papers, received until the Meeting. 

The following information and documents during the whole period, starting no
later than 21 days before the Meeting, is available on the website of the Bank
www.sb.lt on menu item “Investors”: 

- the report on convening the Meeting;

- the total number of the Bank's shares and the number of shares with voting
right on the convening day of the Meeting; 

- the draft resolutions on each agenda issue and other documents to be
submitted to the Meeting; 

- the general ballot paper form;

- the form of the power of attorney to represent the shareholder.



 Chief Executive Officer         Audrius Žiugžda


         Director of the Treasury Department Pranas Gedgaudas provides
additional information on the stock event and is available on tel.: +370 41
595653