TEO LT, AB - Notification on material event

The Board convokes shareholders’ meeting, proposes to pay 0.19 litas dividend and to reduce authorised capital

On 20 March 2014 the Board of TEO LT, AB (hereinafter TEO or “the Company”)
decided: 



- To approve the draft of the audited annual consolidated financial statements
of the Company for the year 2013, prepared according to International Financial
Reporting Standards, and to propose to the Company's Annual General Meeting of
Shareholders to approve the draft of the Company's annual consolidated
financial statements for the year 2013. 

Audited financial results of TEO Group for the year 2013 are the same as on 29
January 2014 announced results for the twelve months of 2013: consolidated TEO
Group revenue for the year 2013 amounted to LTL 720,589 thousand (EUR 208,697
thousand) and profit for the period was LTL 149,151 thousand (EUR 43,197
thousand). 



- To approve the Company's Consolidated Annual Report for the year 2013,
prepared by the Company and assessed by the auditors, and to present the
Company's Consolidated Annual Report for information to the Company's Annual
General Meeting of Shareholders. 



- To approve the draft of the Company's profit allocation for the year 2013 and
to propose for the Annual General Meeting of Shareholders to allocate the
profit according to the draft of the profit allocation: from the Company's
distributable profit of LTL 150,145 thousand (EUR 43,485 thousand) to allocate
LTL 147,595 thousand (EUR 42,746 thousand) for the dividend payment for the
year 2013 or LTL 0.19 (EUR 0.055) dividend per share. For annual payments
(tantiemes) to six members of the Board for the year 2013 to allocate LTL 324
thousand (EUR 93.8 thousand), i.e. LTL 54 thousand (EUR 15.6 thousand) per one
member of the Board. 



- To propose to the Annual General Meeting of Shareholders to reduce the
Company's authorised capital from 776,817,518 litas to LTL 582,613,138 litas
(decrease by 194,204,380 litas). The purpose of reduction of the Company's
authorised capital - payment of the Company's funds to all shareholders in
proportion to the nominal value of shares owned by the property right by the
shareholder. The Company's authorised capital shall be reduced by way of
cancelling of the Company's shares with the nominal value equal to the
reduction amount, i.e. 194,204,380 litas. 



- To convoke the Annual General Meeting of Shareholders in TEO LT, AB
headquarters, at room on 23 floor, Lvovo str. 25, Vilnius, Lithuania, at 13.00
on 29 April 2014, and to propose to the Annual General Meeting of Shareholders'
the following draft agenda: 

1. Information of the Company's auditor.

2. Approval of the annual consolidated financial statements of the Company for
the year 2013 and presentation of the consolidated annual report of the Company
for the year 2013. 

3. Allocation of the profit of the Company of 2013.

4. Election of the Company's auditor.

5. Reduction of the Company's authorized capital

6. Amendments to the By-laws of the Company.

7. Election of the Company's Board members.

8. Regarding implementation of decisions.



The Board proposes to the meeting of shareholders to elect UAB „Deloitte
Lietuva” as the Company's audit enterprise to perform the audit of the annual
consolidated financial statements of the Company for the year 2014 and to make
the assessment of the consolidated annual report of the Company for the year
2014. 



Instead of the Board members Malin Frenning, Jens Lööw and Mats Lillienberg who
resign from the Board as of 28 April 2014, shareholders shall elect new members
of the Board for the current term of the Board. The Company has not received a
list of nominees to the Board yet. 



ENCL.:
- Drafts of TEO LT, AB Financial Statements, Consolidated Annual and
Independent Auditor's Reports for the year ended 31 December 2013. 

- Presentation of TEO LT, AB results for the year 2013.




         Egle Gudelyte-Harvey,
         Director of Corporate Administration and Legal Affairs Unit,
         tel. +370 5 236 7292

Attachments:

2013_IFRS_report_draft.pdf

2013_Consolidated_Report_draft.pdf

2013_results.pdf