Alita AB - Notification on material event

Draft resolutions of extraordinary general meetings of shareholders of AB ALITA and the ALITA AB Group that will take place on 29 September 2009

The Board of AB „ALITA“ will advise its shareholders to approve the following
draft resolutions of the extraordinary general meeting of shareholders that
will take place on 29 September 2009: 
1. To approve the conditions of the spin-off (Annex 1). Based on the provisions
of Article 71 of the Law on Companies of the Republic of Lithuania and the
spin-off conditions to effect the spin-off of the ALITA AB Group (which will
subsequently commence its operations) from AB ALITA (which will subsequently
continue its operations). 
2. To approve the new wording of the Articles of Association (Annex 2) of AB
ALITA. 
2.1. To authorise Vytautas Junevičius, director general of AB ALITA to sign the
new wording of the Articles of Association of AB ALITA. 
2.2. To mandate Vytautas Junevičius, director general of AB ALITA or any other
authorised persons to register the amended Articles of Association as required
by the provisions of legislative acts and to perform any other pertaining
actions. 
3. To approve conclusion of an agreement between AB ALITA, Swedbank AB and the
ALITA AB Group regarding amendment of the 29 June 2006 Credit Line Agreement
No. 06-046799-KL signed by AB ALITA and Swedbank AB (the former name AB bankas
Hansabankas) (with the subsequent amendments and supplements as the case may
be). 
The Board of the ALITA AB Group will advise its shareholders to approve the
following draft resolutions of the extraordinary general meeting of
shareholders that will take place on 29 September 2009: 
1. To approve the conditions of the spin-off (Annex 1). Based on the provisions
of Article 71 of the Law on Companies of the Republic of Lithuania and the
spin-off conditions to effect the spin-off of the ALITA AB Group (which will
subsequently commence its operations) from AB ALITA (which will subsequently
continue its operations). 
2. To approve the Articles of Association (Annex 3) of the ALITA AB Group that
will commence its operations after the spin-off. 
2.1 To authorise Vytautas Junevičius to sign the Articles of Association of the
ALITA AB Group. 
2.2. To mandate Vytautas Junevičius or any other authorised persons to register
the Articles of Association as required by the provisions of legislative acts
and to perform any other pertaining actions. 
3. To elect to the board of the ALITA AB Group that will commence its
operations after the spin-off the following persons for a 4-year time of
office: 
- Vytautas Junevičius;
- Vilmantas Pečiūra;
- Arvydas Jonas Stankevičius;
- Darius Vėželis.
4. To approve conclusion of an agreement between AB ALITA, Swedbank AB and the
ALITA AB Group regarding amendment of the 29 June 2006 Credit Line Agreement
No. 06-046799-KL signed by AB ALITA and Swedbank AB (the former name AB bankas
Hansabankas) (with the subsequent amendments and supplements as the case may
be) (the Credit Line Agreement), in order to: (i) document an accession of the
newly-formed ALITA AB Group to the Credit Line Agreement as a co-debtor (an
additional borrower under the Credit Line Agreement) of AB ALITA jointly and
severally liable for an appropriate discharge of  obligations under the Credit
Line Agreement, and (ii) detail the scope of obligations to be discharged by AB
ALITA and the ALITA AB Group under the Credit Line Agreement. In view of the
conclusion of an amendment to the Credit Line Agreement to issue a surety to
Swedbank AB thus securing due performance of the obligations of AB ALITA
arising from the Credit Line Agreement and detailed in the agreement regarding
amendment of the Credit Line Agreement. Such agreement regarding amendment of
the Credit Line Agreement shall come into force after a spin-off of AB ALITA
following the execution by ALITA AB Group and AB ALITA of the Rights and
Obligations Assignment Act in accordance with the procedure established in the
spin-off conditions. The Rights and Obligations Assignment Act shall be
executed within 2 (two) business days of the moment when the ALITA AB Group is
issued with a licence to engage in production of alcohol products, including
alcoholic beverages. 
To authorise Vytautas Junevičius to conclude and sign on behalf of the ALITA AB
Group the above-mentioned agreement regarding the amendment of the Credit Line
Agreement by the date of registration of the ALITA AB Group with the Register
of Legal Entities of the Republic of Lithuania and to take all and any other
necessary actions relating to an appropriate implementation of this
authorisation. 
5. Ellect of an independent member of the Audit Committee Ona Katlauskiene.
5.1. Approve the Audit Committee from three members: Ona Katlauskiene, Jolanta
Setkauskiene, Rima Ambraziejiene. 
5.2 . Approve the operational rules and establishment of payment terms of the
Audit Committee. 
6. Elect JSC ‘'KPMG Baltic” a Company Auditor for 2009-2010 financial years and
to determinate the remuneration LTL 10.0 thous. (EUR 2.9 thous.) and VAT for
one financial year. 
Authorized to provide information: Vytautas Junevicius, Director General, +370
315 57243 

Vytautas Junevicius, 
Director General

Attachments:

annex_1_08-09-2009.doc

annex_4_08-09-2009.doc