Klaipedos Nafta AB - Notification on material event

Notice on Convocation of the Extraordinary General Meeting of Shareholders of Klaipėdos Nafta AB

We hereby inform you that on the initiative and by the decision of the Board of
AB Klaipėdos nafta, code 110648893, registered at Burių st. 19, Klaipėda
(hereinafter, the “Company”), an extraordinary general meeting of shareholders
of the Company is being convened on 25 January 2013 at 1:00 p.m. The meeting
will be held in the registered office of the Company at Burių st.19, Klaipėda,
in the premises of the administration of the Company. 

Agenda of the meeting:

1. On approval of the decision of the Board of the Company, according to which
it was decided to conclude the contract for with the winner of international
public tender “Natural Gas Pipeline System Engineering, Procurement and
Construction (EPC) Works”. 

The shareholders will be registered from 12 p.m. to 12.50 p.m. The persons
intending to participate in the meeting have to have a personal ID document (an
authorised representative shall have to additionally have a proxy approved
under the established procedure. The natural person's proxy shall be notarised.
A proxy issued in a foreign state shall be translated into Lithuanian language
and legalised under the procedure prescribed by laws). 

A shareholder or his proxy shall have the right to vote in writing in advance
by filling in a general ballot paper. At the request of the shareholder, at
least 10 days before the meeting, the Company shall send a general ballot paper
by registered mail free of charge. The filled-in general ballot paper and the
document attesting the right to vote shall be submitted to the Company no later
than until the meeting, sending or providing them by registered mail at the
address of the registered office of the Company indicated in the notice. 

The shareholders who hold shares carrying at least 1/20 of all the votes may
propose additions to the agenda of the general meeting of shareholders by
submitting with every proposed additional item of the agenda a draft decision
of the general meeting of shareholders or, when a decision needs not to be
adopted, the explanation. Proposals on addition of the agenda shall be
submitted in writing or sent by e-mail. Written proposals shall be submitted to
the Company on business days or sent by registered mail at the address of the
registered office of the Company indicated in the notice. Proposals submitted
by e-mail shall be sent to the following e-mail: g.kuncyte@oil.lt. The agenda
shall be supplemented if the proposal will be received no later than 14 days
before the extraordinary general meeting of shareholders. If the agenda of the
general meeting of shareholders is supplemented, the Company shall notify on
the additions no later than 10 days before the meeting in the same ways as in
the case of convocation of the meeting. 

The shareholders who hold shares carrying at least 1/20 of all the votes, at
any time before the general meeting of shareholders or during the meeting, may
propose new draft decisions on items which are or will be included in the
agenda of the meeting. The proposals may be submitted in writing or sent by
e-mail. Written proposals shall be submitted to the Company on business days or
sent by registered mail at the address of the registered office of the company
indicated in the notice. Proposals submitted by e-mail shall be sent to the
following e-mail: g.kuncyte@oil.lt. 

The shareholders shall have the right to submit to the Company in advance
written questions relating to the items on the agenda of the meeting. The
shareholders may submit their written questions to the Company on business days
or sent by registered mail at the address of the registered office of the
Company indicated in the notice no later than 3 business days before the
meeting. The Company will reply to the questions by e-mail or in writing before
the meeting, except the questions which are related to commercial (industrial)
secret, confidential information of the Company or which have been submitted
later than 3 business days before the meeting. 

The Company does not provide the possibility of participating and voting at the
meeting by means of electronic communications. 

Shareholder shall 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 public. 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 Company on the power of attorney issued through electronic
communication channels by e-mail g.kuncyte@oil.lt no later than until the last
business day before the meeting at 2.00 p.m. The power of attorney and
notification shall be issued in writing. The power of attorney and notification
to the Company shall be signed with the electronic signature but not the
letters sent via the e-mail. By submitting the notification to the Company 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. 

The record date of the meeting shall be 18 January 2013 (only those persons who
will be shareholders of the Company at the close of the record date of the
general meeting of shareholders or their authorised persons, or persons with
whom an agreement on assignment of the voting right has been executed may
participate and vote at the general meeting of shareholders). 

The shareholders of the Company may familiarise with draft decisions and
supporting material of the meeting, the form of the general ballot paper under
the procedure prescribed by laws in the registered office of the Company at
Burių st. 19, Klaipėda (tel.: +370 46 391636) or on the Company's website at
http://www.oil.lt. On the indicated internet website of the Company also the
following information and documents shall be provided: 

 - notification on convocation of the meeting;

- total number of the Company's shares and the number of shares with voting
rights on the convening day of the meeting. 

Enclosures:

1. Draft decisions of the meeting.

2. General voting ballot paper of the meeting.


         Mantas Bartuška, Director of Finance and Administration Department,
+370 46 391 763

Attachments:

General ballot paper _KN GMS_2013-01-25.pdf

Draft decisions _KN GMS_2013-01-25.pdf