2015-03-24 07:53:33 CET

2015-03-24 07:54:36 CET


REGULATED INFORMATION

Lithuanian English
INVL Baltic Farmland - Notification on material event

Resolutions of the Shareholders Meeting of INVL Baltic Farmland, AB


Vilnius, Lithuania, 2015-03-24 07:53 CET (GLOBE NEWSWIRE) -- The resolutions of
the General Shareholders Meeting of INVL Baltic Farmland, AB that was held on
24 March 2015: 

1.     Presentation of the public joint-stock company INVL Baltic Farmland
consolidated annual report. 
Shareholders of the public joint-stock company INVL Baltic Farmland are
presented with the consolidated annual report of INVL Baltic Farmland (There is
no voting on this issue of agenda). 

2.Presentation of the independent auditor's report on the financial statements
of the public joint-stock company INVL Baltic Farmland. 
Shareholders of the public joint-stock company INVL Baltic Farmland are
presented with the independent auditor's report on the financial statements of
INVL Baltic Farmland (There is no voting on this issue of agenda). 

3.On the approval of the consolidated and stand-alone financial statements for
2014 of the public joint-stock company INVL Baltic Farmland. 
To approve the consolidated and companies financial statements for 2014 of the
public joint-stock company INVL Baltic Farmland 

4.Regarding the distribution of the public joint-stock company INVL Baltic
Farmland profit. 
To distribute the profit of the public joint-stock company INVL Baltic Farmland
as follows: 

                         Article                           (thousand   (thousand
                                                             LTL)        EUR)   
Retained earnings (loss) at the begining of the             14 806       4 288  
 financial year of the reporting period                                         
Net profit (loss) for the financial year                     309          89    
Profit (loss) not recognized in the income statement of        -           -    
 the reporting financial year                                                   
Shareholders contributions to cover loss                       -           -    
Distributable profit (loss) at the end of the financial     15 115       4 377  
 year of the reporting period                                                   
Transfers from reserves                                        -           -    
Distributable profit (loss) in total                        15 115       4 377  
Profit distribution:                                           -           -    
- Profit transfers to the legal reserves                       -           -    
-Profit transfers to the reserves for own shares                   -           -
 acquisition                                                                    
- Profit transfers to other reserves                           -           -    
- Profit to be paid as dividends*                            682         197    
- Profit to be paid as annual payments (bonus) and for         -           -    
 other purposes                                                                 
Retained earnings (loss) at the end of the financial        14 433         4 180
 year                                                                           

*0.06 EUR is paid for one share

5.Regarding the approval of the joint-stock company INVL Baltic Farmland
dividend payment policy. 
To approve the dividend payment policy of the joint-stock company INVL Baltic
Farmland (attached). 

6.Regarding the decrease of the joint-stock company INVL Baltic Farmland
authorised capital. 
In order to cancel owned 2 660 ordinary registered shares of the joint-stock
company INVL Baltic Farmland, to decrease authorised capital of the joint-stock
company INVL Baltic Farmland from LTL 3 294 209 to LTL 3 291 549. 
The authorised capital is reduced in order to cancel owned 2 660 ordinary
registered shares, nominal value 1 LTL, of the joint-stock company INVL Baltic
Farmland. 

7.     Regarding the change of the public joint-stock company INVL Baltic
Farmland share capital and par value of its shares. 
According to Republic of Lithuania Law on Euro Adoption, Republic of Lithuania
Law on Redenomination to the Euro of the Capital and of the Nominal Value of
Securities of Public Limited Liability Companies and Private Limited Liability
Companies and Amendment of the Articles of Association of These Companies and
Republic of Lithuania Law on Limited Liability Companies the par value of one
INVL Baltic Farmland share will be changed from LTL 1 to EUR 0,29 cents and the
share capital will accordingly be reduced to EUR 954 549,21. 

8.     Regarding the approval of the New Wording of the public joint-stock
company INVL Baltic Farmland Articles of Association. 
According to the resolutions of the General Shareholder's Meeting, decided in
the 6th and 7th items of the agenda and according to the 2000 July 13th
Republic of Lithuania Law on Limited Liability Companies No. VIII-1835 current
version and Republic of Lithuania Law on Redenomination to the Euro of the
Capital and of the Nominal Value of Securities of Public Limited Liability
Companies and Private Limited Liability Companies and Amendment of the Articles
of Association of These Companies and Republic of Lithuania Law, to approve the
new Wording of INVL Baltic Farmland Articles of Association (attached) by
changing all the text. 
To authorize Darius Sulnis, a manager of the public joint-stock company INVL
Baltic Farmland, to sign new wording of the Articles of Association of the
public joint-stock company INVL Baltic Farmland. 

9.     Regarding the approval of agreement with private limited company INVL
Farmland Management 
To make an agreement with private limited company INVL Baltic Farmland based on
which to transfer to the before mentioned company the administration of assets
owned by joint-stock company INVL Baltic Farmland subsidiaries. To determine
that annual management fee paid to INVL Farmland Management, UAB shall not
exceed 7 percent of income plus 0.5 percent of INVL Baltic Farmland, AB market
capitalization. In the case of bad debts exceeding 5 percent of income, surplus
shall be fully compensated by INVL Farmland Management, UAB. As well as to set
a success fee of 20 percent from the share of the return (change in equity
including payed-out money to shareholders in a form of dividends or capital
reduction) exceeding the pre-determined annual return of 5 percent plus
inflation (applying the high watermark, or the highest historical value
principal). Starting point for the calculation of the return is equity size at
the end of the day 31 March 2015. 



Regarding allocation of the dividends for the shareholders:

Persons, who will be shareholders of  INVL Baltic Farmland at the end of 8
April 2015, the tenth day after the general shareholders meeting to approve the
resolution to allocate part of companys profit for the payment of dividends,
are entitled to receive dividends. 


         The person authorized to provide additional information:
         Darius Sulnis
         Director
         E-mail:Darius@InvaldaLT.com