TEO LT, AB - Notification on material event

Decisions of the Extraordinary General Meeting of Shareholders held on 15 December 2016

The Extraordinary General Meeting of TEO LT, AB (hereinafter ‘the Company’ or
‘Teo’) shareholders held on 15 December 2016 decided: 

- To elect UAB Deloitte Lietuva as the Company’s audit enterprise to perform
the audit of the annual consolidated and separate financial statements of the
Company for the year 2016 and to assess the consolidated annual report of the
Company for the year 2016. To authorize the CEO of the Company to conclude the
agreement for audit services, establishing the payment for services as agreed
between the parties but in any case not more than 110,000 (one hundred ten
thousand) euro (VAT excluded) for the audit of the Company’s annual
consolidated and separate financial statements for the year 2016 and the
assessment of the consolidated annual report. 

- To reorganize TEO LT, AB, AB Omnitel and AB Baltic Data Center pursuant to
Part 3 of Article 2.97 of the Civil Code of the Republic of Lithuania by way of
merging AB Omnitel (registration number 110305282, office T. Ševčenkos str. 25,
Vilnius, Lithuania; reorganised company), which, after the reorganization, will
cease its activities as a legal entity, and AB Baltic Data Center (registration
number 125830791; office Žirmūnų str. 141, Vilnius, Lithuania; reorganised
company), which, after the reorganization, will cease its activities as a legal
entity, into TEO LT, AB (registration number 121215434, office at Lvovo g. 25,
Vilnius, Lithuania; a company participating in the reorganisation) according to
the Terms of Merger attached hereto and to approve the Terms of Merger attached
hereto as Annex 1. 

- To change the Company’s name from TEO LT, AB to Telia Lietuva, AB as of the
date of registration of new By-laws of the Company within the Register of Legal
Entities of the Republic of Lithuania. 

- Taking into consideration the adopted decisions to change the Company’s name
from TEO LT, AB to Telia Lietuva, AB as of the date of registration of new
By-laws of the Company within the Register of Legal Entities of the Republic of
Lithuania, to approve the new edition of the By-laws of Telia Lietuva, AB as
those of the enterprise that continues its business activities after the
reorganization of TEO LT, AB, AB Omnitel and AB Baltic Data Center as of the
date of registration. To authorize the CEO of the Company (with a right to
re-authorize) to sign new edition of the By-laws of the Company (Annex 2). 

- To authorise the CEO of the Company to implement all above-mentioned
decisions, sign all the related documents and conclude all the transactions
required for the implementation of the aforementioned decisions. The CEO of the
Company shall be entitled to authorise any other person to perform the
aforementioned actions and to sign the aforementioned documents. 



ENCL.:
- Terms of Merger of TEO LT, AB and AB Omnitel and AB Baltic Data Center.
- New edition of the By-laws of Telia Lietuva, AB.




         Giedrė Kaminskaitė-Salters,
         Head of Legal,
         tel. +370 5 236 7715

Liitteet:

By_Laws_Telia_Lietuva.pdf

Teo_Omnitel_BDC_reorganizavimo_salygos_merger_terms.pdf