2016-10-20 15:10:14 CEST

2016-10-20 15:10:14 CEST


REGULATED INFORMATION

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INVL Baltic Real Estate - Notification on material event

Convocation of an extraordinary general meeting of shareholders of AB INVL Baltic Real Estate and publication of draft resolutions 


Vilnius, Lithuania, 2016-10-20 15:09 CEST (GLOBE NEWSWIRE) -- On the initiative
and decision of the Management board of AB INVL Baltic Real Estate (legal
entity code 152105644, address of the registered office: Gynėjų str. 14,
Vilnius, Republic of Lithuania, hereinafter, the Company), the Company’s
extraordinary general meeting of shareholders is to be held on 10 November 2016
at 9:30 a.m. 

The extraordinary general meeting of shareholders will be held in the premises
at Gynėjų str. 14, Vilnius. 

Registration of the shareholders will start at 9:00 a.m.

Only the persons who are the shareholders of the Company at the end of the
accounting day of the extraordinary general meeting of shareholders are
entitled to participate and to vote at the extraordinary general meeting of
shareholders. 

The accounting day of the meeting is 3 November 2016.

The total number of the shares issued by the Company, with the nominal value of
EUR 0.29 each, and the number of votes carried by such shares in the general
meeting of shareholders are the same – 65 750 000 shares. ISIN code of the
Company’s shares is LT0000127151. 

Agenda of the extraordinary general meeting of shareholders:

1.      Approval of the new wording of the Articles of Association of special
closed-end type real estate investment company INVL Baltic Real Estate. 

2.      Approval of the Management Agreement of special closed-end type real
estate investment company INVL Baltic Real Estate with the management company
UAB INVL Asset Management. 

3.      Selection of the depository of the special closed-ended type real
estate investment company INVL Baltic Real Estate. 

4.      Approval of the Depository Services Agreement of special closed-ended
type real estate investment company INVL Baltic Real Estate. 

5.      Approval of the rules for formation and activities of the audit
committee of special closed-end type real estate investment company INVL Baltic
Real Estate, election of members of the audit committee and setting
remuneration for the independent member of the audit committee. 

Draft resolutions of the Company’s extraordinary general meeting of
shareholders: 

1.      Approval of the new wording of the Articles of Association of special
closed-end type real estate investment company INVL Baltic Real Estate. 

To approve new wording of the Articles of Association of special closed-end
type real estate investment company INVL Baltic Real Estate, by replacing the
text of the Articles of Association in full (enclosed). 

To authorise Egidijus Damulis (with the right to re-delegate the authority) to
sign the Articles of Association of special closed-end type real estate
investment company INVL Baltic Real Estate. 

2.      Approval of the Management Agreement of special closed-end type real
estate investment company INVL Baltic Real Estate with the management company
UAB INVL Asset Management. 

To approve the Management Agreement with the management company UAB INVL Asset
Management (legal entity code 126263073, address of the registered office:
Gynėjų str. 14, Vilnius, Republic of Lithuania) (enclosed). 

3.      Selection of the depository of the special closed-ended type real
estate investment company INVL Baltic Real Estate. 

To select Swedbank, AB as a depository of the special closed-ended type real
estate investment company INVL Baltic Real Estate. 

4.      Approval of the Depository Services Agreement of special closed-ended
type real estate investment company INVL Baltic Real Estate. 

To approve the Depository Services Agreement of special closed-ended type real
estate investment company INVL Baltic Real Estate, prepared by the Management
Board (enclosed). 

5.      Approval of the rules for formation and activities of the audit
committee of a special closed-end type real estate investment company INVL
Baltic Real Estate, election of members of the audit committee and setting
remuneration for the independent member of the audit committee. 

To approve the rules for formation and activities of the audit committee of a
special closed-end type real estate investment company INVL Baltic Real Estate
(enclosed). 

To elect Danutė Kadanaitė and Tomas Bubinas (independent member of the audit
committee) as members of the audit committee of special closed-end type real
estate investment company INVL Baltic Real Estate. 

To set remuneration for the independent member of the audit committee for his
work in the audit committee at the hourly rate not higher than EUR 145. To
instruct the management company UAB INVL Asset Management (legal entity code
126263073, address of the registered office: Gynėjų str. 14, Vilnius, Republic
of Lithuania) to determine the procedure of payment of the remuneration to the
independent member of the audit committee after the issuance of the license for
the closed-end type investment company. 

The shareholders may review the documents related to the agenda of the meeting,
draft resolutions on every item of the agenda, documents which have to be
submitted to the general meeting of shareholders and other information related
to exercise of the shareholder’s rights in the premises of AB INVL Baltic Real
Estate at Gynėjų str. 16, Vilnius, during working hours. 

The shareholders are entitled: (i) to propose to supplement the agenda of the
general meeting of shareholders, submitting a draft resolution on every
additional item of the agenda or, where there is no need to take a decision, of
the shareholder’s explanation (this right is granted to shareholders who hold
shares carrying at least 1/20 of all the votes). A proposal to supplement the
agenda is to be submitted in writing by registered mail or delivered in person
against signature. The agenda is supplemented if the proposal is received no
later than 14 days before the general meeting of shareholders; (ii) to propose
draft resolutions on the issues already included or to be included in the
agenda of the general meeting of shareholders at any time prior to the date of
the general meeting of shareholders (in writing, by registered mail or
delivered in person against signature) or in writing during the general meeting
of shareholders (this right is granted to shareholders who hold shares carrying
at least 1/20 of all the votes); (iii) to submit questions to the Company
related to the issues on the agenda of the general meeting of shareholders in
advance but no later than 3 business days prior to the general meeting of
shareholders in writing by registered mail or delivered in person against
signature. 

A shareholder participating at the general meeting of shareholders and having
the right to vote, must present a personal identity document. Each shareholder
may authorize either a natural or a legal person to participate and to vote on
behalf of the shareholder at the general meeting of shareholders. The proxy has
the same rights as the represented shareholder would have at the general
meeting of shareholders. The authorized persons must have personal identity
documents and a power of attorney approved in the manner specified by law,
which must be submitted to the Company no later than before the commencement of
registration for the general meeting of shareholders. A power of attorney
issued abroad must be translated into the Lithuanian language and legalised in
accordance with the procedure prescribed by law. The Company does not establish
a special form of a power of attorney. 

A shareholder is entitled to issue a power of attorney by means of electronic
communications to legal or natural persons for participation and voting on his
behalf at the general meeting of shareholders. The shareholder must inform the
Company about the power of attorney issued by means of electronic
communications no later than before the commencement of registration for the
general meeting of shareholders. The power of attorney issued by means of
electronic communications and the notice about it must be written and may be
submitted to the Company by means of electronic communications, if the security
of transmitted information is ensured and the identity of the shareholder can
be verified. 

A shareholder or his proxy may vote in writing by filling in a general ballot
paper, in this case the requirement to present a personal identity document
does not apply. The form of a general ballot paper is presented on the
Company’s website. Upon a shareholder’s request, the Company shall send the
general ballot paper to the requesting shareholder by registered mail or shall
deliver it in person against signature no later than 10 days prior to the
general meeting of shareholders free of charge. The shareholder or his
authorized representative must sign a completed general ballot paper. The
completed general ballot paper signed by the shareholder or other person having
the right to vote and the document confirming the right to vote must be
presented to the Company in writing no later than on the last working day
preceding the meeting, sending them by registered mail to AB INVL Baltic Real
Estate at Gynėjų str. 14, LT-01109 Vilnius. 

The Company does not provide possibilities of participating and voting at the
meeting by means of electronic communications. Information in connection with
the convened general meeting of shareholders (notice on convocation of the
general meeting of shareholders, information about the Company’s shares, draft
resolutions, etc.) is available on AB INVL Baltic Real Estate’s website at
www.invlbalticrealestate.lt. 


         The person authorized to provide additional information:
         Egidijus Damulis
         CEO
         E-mail: Egidijus.damulis@invl.com