2012-04-05 17:30:17 CEST

2012-04-05 17:31:21 CEST


REGULATED INFORMATION

Lithuanian English
Klaipedos Nafta AB - Notification on material event

The Board convenes shareholders’ meeting and proposes to pay 0,17 litas dividend per share and to increase the authorised capital 


We hereby announce that on 4 April 2012 the Board of the Company decided:

  1. To approve the draft of the audited annual financial statements of the
     Company for the year 2011, 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 financial
     statements for the year 2011.
  2. To approve the Company's Annual Report for the year 2011, prepared by the
     Company and assessed by the auditors, and to present the Company's Annual
     Report for information to the Company's Annual General Meeting of
     Shareholders.
  3. To approve the draft of the Company's profit appropriation for the year
     2011 and to propose for the Annual General Meeting of Shareholders to
     allocate profit available for appropriation in the amount of LTL 71,227,000
     (EUR 20,629,000) as follows:

  -- to transfer LTL 3,561,000 (EUR 1,031,000) to the mandatory reserve;
  -- to allocate LTL 56,981,000 (EUR 16,503,000) for payment of dividends for
     2011, i.e. LTL 0.17 (EUR 0.049) of dividend amount per share;
  -- to transfer LTL 10,684,000 (EUR 3,094,000) to other reserves.

  1. To submit the draft decision of the election of the auditor for the year
     2012 to the Annual General Meeting of Shareholders:

  -- to elect for one year the audit firm KPMG for auditing the 2012 financial
     statements of the Company and assessing the Company's annual report for
     2012;
  -- to authorise the General Manager of the Company to enter into an audit
     services agreement under which LTL 45,000 (forty five thousand Litas), VAT
     excluded, would be paid for services related to the audit of the annual
     financial statements of the Company for the financial year 2012 and the
     assessment of the annual report.

  1. To lease the property of Subačius Oil Products Terminal, in Kunčiai village
     and Subačius town, Kupiškis District Municipality, the book value of which
     will exceed 1/20 of the authorised capital after the contribution of this
     property to the authorised capital of AB Klaipėdos Nafta, to
PE Lithuanian Oil Product Agency for the term of 10 (ten) years
 at the rent of LTL 2.10 (two Litas twenty cents) for the period from 2012
     to 2016, and at the rent of LTL 4.10 (four Litas ten cents) for the period
     from 2017 to 2021 per ton of stored petroleum products per month, by
     indexing the rent tariff annually according to the
change in the Index of Consumer Prices
.

To determine that this decision of The Board will come into force and become
applicable only in case if this decision of the Board will be approved in the
General Meeting of Shareholders of the Company. 

  1. To propose to the Company's Annual General Meeting of Shareholders to amend
     the Articles of Association of the Company by stating it in the new wording
     and specifying the competence of the Board and the manager of the company.
  2. To convene the Annual General Meeting of Shareholders of the Company on 27
     April 2012 at 13 p.m. in the registered office of the Company at Burių 19,
     Klaipėda, in the premises of the Administration and to set the following
     agenda of the Meeting:

  -- Report of the auditor of the Company.
  -- Presentation of the 2011 annual report of the Company and approval of the
     2011 annual financial statements of the Company.
  -- Profit appropriation of the Company for 2011.
  -- Election of the auditor of the Company.
  -- Regarding the increase of the authorised capital of the Company.
  -- Regarding the approval of the decision of the Board of the Company to lease
     the property of Subacius Oil Products Terminal and to approve the main
     lease terms.
  -- Regarding the amendment of the Articles of Association of the Company.

Enclosed:

Drafts of Financial Statements, Annual and Independent Auditor's Reports for
the year ended 31 December 2011 of the Company. 

Articles of Association.

Profit/Loss appropriation.




         Mantas Bartuška, Finance Director, 8 46 391 763