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2009-11-24 13:20:53 CET 2009-11-24 13:21:53 CET REGULATED INFORMATION Utenos Trikotazas AB - Notification on material eventNotice on Extraordinary General Shareholders Meeting Utenos trikotažasThe Extraordinary General Shareholders Meeting of public company „UTENOS TRIKOTAŽAS“, code 183709468, address J.Basanavičiaus 122, Utena, is convened. The Date of the Meeting - 17-12-2009, Thursday. Time - 10.00 a.m., place - J.Basanavičiaus 122, Utena, Lithuania. Registration starts at 9.00 a.m. The Board approved the following agenda for the Extraordinary General Meeting of Shareholders: 1)The amendment of the By-laws of the Company and approval of the new wording of the By-laws; 2)Authorisation. The Board approved the following draft decisions for the Extraordinary General Meeting of Shareholders: 1)The amendment of the By-laws of the Company and approval of the new wording of the By-laws a)To supplement By-laws of the Company with article 6.7: „6.7. The General Meeting in the decision to issue a convertible bonds, may decide to adopt the following decisions only if the prior consent of the convertible bonds holder who holds more than a half of the bonds of the appropriate convertible bonds issue is received: 1)to increase the authorized capital of the Company; 2)to issue the convertible bonds; 3)to issue new shares or to determine the class, number and set the nominal value and the minimum issue price of the shares issued by the Company; 4)to convert the shares of one class into shares of another class, approve share conversion procedure; 5)to pay the dividends or in any other way to distribute the profits to the shareholders of the Company 6)to take a decision on the reorganisation or division of the Company and approve the terms of reorganisation or division; 7)to transform, to restructure and to liquidate the Company; 8)to amend the By-laws of the Company if the amendments have an influence on the rights of the convertible bonds holders indicated in the decision of the General Meeting”. b)To approve the new wording of By-laws of the Company (the draft of the new wording of the By-laws is attached to the minutes). 2)Authorisations To authorise the general manager of the Company Mr. Nerijus Vilūnas to sign the new wording of the By-laws and to perform all the actions related to the fulfilment of the decision of the General Meeting of the Shareholders to amend the By-laws of the Company. The account date of the Extraordinary General Meeting of Shareholders - 10-12-2009. Shareholders that own AB „Utenos trikotazas“ shares on the end of the working day of 10-12-2009, shall have the right to participate in convened Extraordinary General Meeting. The Extraordinary General Shareholders Meeting is convened by initiative and the decision of the Board. Persons who participate in General Meeting of Shareholders must submit an identity document. A person who is not a shareholder, to this document, also must submit a document confirming the right to vote at an Extraordinary General Meeting of Shareholders. The authorized person at an Extraordinary General Meeting of Shareholders shall have the same rights as represented shareholder. Please be informed that shareholders, who are entitled to participate at an Extraordinary General Meeting of Shareholders, own the right to authorize by electronic means natural or legal person to attend and vote on behalf of them at Extraordinary General Meeting of Shareholders. Power of attorney that is issued by the shareholder must be reported to the company by sending it by e-mail utenos.trikotazas@ut.lt not later than the 14-12-2009 (16:00 p.m.). Please be informed that on decisions which are included into Extraordinary General Meeting of Shareholders agenda can be voted in writing by completing the general ballot paper. If the person who had completed the general ballot paper is not a shareholder, the completed general ballot paper must be accompanied by a document confirming the right to vote. The duly completed general ballot paper (voting bulletin) should be sent by e-mail utenos.trikotazas@ut.lt or delivered directly to the Company's office at J.Basanavičiaus 122, Utena, not later than the 14-12-2009 (16:00 p.m.). The Company reserves the right not to include in the shareholder vote, if the general ballot paper does not meet the third and fourth parts of the 30 Article of Law on Companies requirements, is received later than the stated deadline or the general ballot paper is written in a way that it is impossible to establish shareholder‘s will on a separate issue. The agenda of the Extraordinary General Meeting of Shareholders may be supplemented by initiative of shareholders who own shares no less than 1/20 of all the votes. Proposals to the agenda of the Extraordinary General Meeting of Shareholders may be submitted by e-mail utenos.trikotazas@ut.lt or delivered to the Company's office at J.Basanavičiaus 122, Utena, not later than the 03-12-2009. Please be informed that along with a proposal to supplement the agenda of the Extraordinary General Meeting of Shareholders must be submitted the drafts of proposed decisions, or if the decisions shall not be adopted, explanations on each of the proposed issue. Please be informed that shareholders who own shares no less than 1/20 of all votes own the right at any time before the Extraordinary General Meeting of Shareholders or during the meeting in writing or by e-mail utenos.trikotazas@ut.lt propose new draft decisions related to the questions included into agenda, also nominate candidates to the company board or propose an audit company. Shareholders own the right to ask the questions concerning the agenda of the Extraordinary General Meeting of Shareholders. Questions may be submitted by e-mail utenos.trikotazas@ut.lt or delivered directly to the Company's office at J.Basanavičiaus 122, Utena not later than 14-12-2009. Please be informed that the Company may refuse to answer to shareholder's questions if they are concerned to the commercial (industrial) secrets or other confidential information. The information indicated in the Article 262 of the Law on Companies of the Republic of Lithuania shall be submitted in the website www.ut.lt. The General Manager of AB “UTENOS TRIKOTAŽAS“ Nerijus Vilūnas (telephone 8 389 51445) |
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