INVL Baltic Real Estate - Notification on material event

Convocation of the Shareholders Meeting of INVL Baltic Real Estate and draft resolutions

Vilnius, Lithuania, 2015-04-03 07:45 CEST (GLOBE NEWSWIRE) -- On the initiative
and decision of the Management Board of INVL Baltic Real Estate the General
Shareholders Meeting of INVL Baltic Real Estate, AB (identification code
303299735, the registered address Seimyniskiu str. 1A Vilnius, Lithuania) is to
be held on 30 April 2015 at 8:30 a.m. in the office of Invalda LT (Seimyniskiu
str. 1, Vilnius). 
Registration of the shareholders will start at 8:00 a.m.
Only the persons who are the shareholders of the Company at the end of the
accounting day of the General Shareholders Meeting (23 April 2015) are entitled
to participate and to vote at the General Shareholders meeting. 

The agenda of the General Shareholders Meeting of INVL Baltic Real Estate, AB
includes: 

1.Presentation of the public joint-stock company INVL Baltic Real Estate
consolidated annual report. 
2. Presentation of the independent auditor's report on the financial statements
of the public joint-stock company INVL Baltic Real Estate. 
3. On the approval of the consolidated and stand-alone financial statements for
2014 of the public joint-stock company INVL Baltic Real Estate. 
4. Regarding the distribution of the public joint-stock company INVL Baltic
Real Estate profit. 
5. Regarding the change of the public joint-stock company INVL Baltic Real
Estate share capital and par value of its shares. 
6. Regarding approval of the New Wording of the public joint-stock company INVL
Baltic Real Estate Articles of Association. 
7. Regarding the preparation of the reorganization terms of the public
joint-stock company INVL Baltic Real Estate 

Draft resolutions of the General Shareholders meeting of INVL Baltic Real
Estate: 

1.Presentation of the public joint-stock company INVL Baltic Real Estate
consolidated annual report. 
Shareholders of the public joint-stock company INVL Baltic Real Estate are
presented with the consolidated annual report of INVL Baltic Real Estate (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 Real Estate. 
Shareholders of the public joint-stock company INVL Baltic Real Estate are
presented with the independent auditor's report on the financial statements of
INVL Baltic Real Estate (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 Real Estate. 
To approve the consolidated and companies financial statements for 2014 of the
public joint-stock company INVL Baltic Real Estate. 

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

                         Article                           (thousand   (thousand
                                                             LTL)        EUR)   
Retained earnings (loss) at the begining of the                7,643       2,213
 financial year of the reporting period                                         
Net profit (loss) for the financial year                       1,370         397
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        9,013       2,610
 year of the reporting period                                                   
Transfers from reserves                                            -           -
Distributable profit (loss) in total                           9,013       2,610
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                                   -           -
- Profit to be paid as annual payments (bonus) and for             -           -
 other purposes                                                                 
Retained earnings (loss) at the end of the financial           9,013       2,610
 year                                                                           



5. Regarding the change of the public joint-stock company INVL Baltic Real
Estate 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 Real Estate share will be changed from LTL 1 to EUR 0,29 cents and
the change the share capital accordingly from LTL 7,044,365 to EUR
2,042,865.85. 

6. Regarding approval of the New Wording of the public joint-stock company INVL
Baltic Real Estate Articles of Association. 
According to the resolution of the General Shareholder's Meeting, decided in
the 5th item 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 Real Estate Articles of Association (attached) by
changing all the text. 
To authorize Andrius Dauksas, a manager of the public joint-stock company INVL
Baltic Real Estate, to sign new wording of the Articles of Association of the
public joint-stock company INVL Baltic Real Estate. 

7. Regarding the preparation of the reorganization terms of the public
joint-stock company INVL Baltic Real Estate 

To approve the preparation of the reorganization terms of the public
joint-stock company INVL Baltic Real Estate, on the basis to these terms the
public joint-stock company INVL Baltic Real Estate is merged with the public
joint-stock company Invaldos Nekilnojamojo Turto Fondas. 

To authorize the Management Board of INVL Baltic Real Estate to prepare and
announce according to the laws the reorganization terms. 



The documents related to the agenda, draft resolutions on every item of agenda,
documents what have to be submitted to the General Shareholders Meeting and
other information related to realization of shareholders rights are available
at the office of INVL Baltic Real Estate (Seimyniskiu str. 1A, Vilnius, 6
floor) during working hours. 

The shareholders are entitled: (i) to propose to supplement the agenda of the
General Shareholders Meeting submitting draft resolution on every additional
item of agenda or, than there is no need to make a decision - explanation of
the shareholder (this right is granted to shareholders who hold shares carrying
at least 1/20 of all the votes). Proposal to supplement the agenda is submitted
in writing by registered mail or delivered in person against signature. The
agenda is supplemented if the proposal is received no later than 14 before the
General Shareholders Meeting; (ii) to propose draft resolutions on the issues
already included or to be included in the agenda of the General Shareholders
Meeting at any time prior to the date of the General Shareholders meeting (in
writing, by registered mail or delivered in person against signature) or in
writing during the General Shareholders Meeting (this right is granted to
shareholders who hold shares carrying at least 1/20 of all the votes); (iii) to
submit questions to the Company related to the issues of agenda of the General
Shareholders Meeting in advance but no later than 3 business days prior to the
General Shareholders Meeting in writing by registered mail or delivered in
person against signature. 
Shareholder participating at the General Shareholders Meeting and having the
right to vote must submit documents confirming personal identity. Each
shareholder may authorize either a natural or a legal person to participate and
to vote on the shareholder's behalf at the General Shareholders Meeting. The
representative has the same rights as his represented shareholder at the
General Shareholders Meeting. The authorized persons must have documents
confirming their personal identity and power of attorney approved in the manner
specified by law which must be submitted to the Company no later than before
the commencement of registration for the General Shareholders Meeting.
Shareholder is entitled to issue power of attorney by means of electronic
communications for legal or natural persons to participate and to vote on its
behalf at the General Shareholders Meeting. The shareholders must inform the
Company about power of attorney issued by means of electronic communications no
later than before the commencement of registration for the General Shareholders
Meeting. The power of attorney issued by means of electronic communications and
notice about it must be written and submitted to the Company by means of
electronic communications. 
Shareholder or its representative may vote in writing by filling general voting
bulletin, in such a case the requirement to deliver a personal identity
document does not apply. The form of general voting bulletin is presented at
the Company's webpage. If shareholder requests, the Company shall send the
general voting bulletin to the requesting shareholder by registered mail or
shall deliver it in person against signature no later than 10 days prior to the
General Shareholders Meeting free of charge. The filled general voting bulletin
must be signed by the shareholder or its authorized representative. Document
confirming the right to vote must be added to the general voting bulletin if
authorized person is voting. The filled general voting bulletin must be
delivered to INVL Baltic Real Estate, AB by registered mail (address
Seimyniskiu str. 1A, LT09312 Vilnius, Lithuania) or in person against signature
no later than before the day of the General Shareholders Meeting. 
The Company does not provide opportunities to participate and vote at the
meeting by electronic means. Information related with the convened General
Shareholders Meeting (notice on convocation of General Shareholders Meeting,
information about Company's shares, draft resolution, etc.) are available at
Company's webpage www.invlbalticrealestate.lt 


         The person authorized to provide additional information:
         Andrius Daukšas
         Director
         E-mail:andrius@InvaldaLT.com

Attachments:

INVL Baltic Real Estate_annual audited information_2014.pdf

Articles of Association of INVL Baltic Real Estate.pdf

General voting bulletin_INVL Baltic Real Estate_2015 04 30.pdf