Siauliu Bankas - General meeting of shareholders

Convocation of the Ordinary General Meeting of Shareholders

Šiauliai, Lithuania, 2017-03-09 07:42 CET (GLOBE NEWSWIRE) -- 

The Ordinary General Meeting of Shareholders of Šiaulių Bankas AB (the address
of the head office Tilžės str. 149, Šiauliai, Lithuania, the company code
112025254) shall be convened on 30 March 2017. 

The place of the Meeting - the assembly hall of J. Janonio gymnasium, at the
address: Tilžės str. 137, Šiauliai. 

The Meeting starts at 3:00 p.m. (registration starts at 2:00 p.m.).

The Meeting’s accounting day – 23 March 2017 (the persons who are shareholders
of the Bank at the end of accounting day of the General Meeting of Shareholders
or persons authorized by them, or the persons with whom shareholders concluded
the agreements on the disposal of voting right, shall have the right to attend
and vote at the General Meeting of Shareholders). 

The day of accounting of rights – 13 April 2017 (the shareholders shall use the
property rights arising from the resolutions passed during the General Meeting
of Shareholders in proportion to the number of shares owned at the end of  the
day of accounting of rights). 

The Meeting is initiated and convened by the Management Board of Šiaulių Bankas
AB. 

 Agenda of the Meeting.

1.        Regarding the consolidated annual report.

2.        Regarding the audit company’s report.

3.        Regarding the comments and proposals of the Supervisory Council.

4.        Regarding the approval of the financial statements of 2016.

5.        Regarding the allocation of profit (loss).

6.        Regarding the authorized capital increase from the Bank’s funds.

7.        Regarding the amendments of the Charter.

8.        Regarding the election of the member of the Supervisory Council.

Bank shall not provide the possibility to participate and vote in the Meeting
through the electronic communication channels. 

The draft resolutions on each agenda issue, documents to be submitted to the
General Meeting of Shareholders and other information related with the
exercising of the shareholders’ rights shall be available on the website of the
Bank at www.sb.lt: About Bank › To Bank's Investors › General Meetings of
Shareholders not later than 21 days before the Meeting.  This information shall
also be available for the shareholders at the head office of the Bank (on
Tilžės street 149, Šiauliai) in the room No. 201 from 7:30 a.m. till 4:30 p.m.
Telephone for enquiry: +370 41 59 56 53. 

The shareholders holding shares that grant at least 1/20 of all votes, shall
have the right of proposing to supplement the agenda of the Meeting by
providing the Meeting draft resolution on each additionally proposed issue or
in case no resolution is required - the explanation.  The proposals to
supplement the agenda shall be submitted in writing or by e-mail. 

The proposals shall be presented in writing to the Secretariat on business days
or by sending it by registered mail at the address: Šiaulių Bankas AB, Tilžės
street 149, LT-76348 Šiauliai. 

The proposals submitted via the e-mail shall be sent to info@sb.lt.

The proposals to supplement the agenda with the additional issues shall be
submitted till the 16 March 2017, 4:30 p.m. In case the agenda of the Meeting
is supplemented the Bank will report on it no later than 10 days before the
Meeting in the same ways as on convening of the Meeting. 

The shareholders holding shares that grant at least 1/20 of all votes shall
have the right of proposing new draft resolutions on the issues already
included or to be included in the agenda of the Meeting. The proposals shall be
submitted in writing or by e-mail. 

The proposals shall be presented in writing to the Secretariat (on business
days) or by sending it by registered mail at the address Šiaulių Bankas AB,
Tilžės street 149, LT-76348 Šiauliai till 30 March 2017, 12:00 at noon.  The
proposals submitted in writing will be discussed during the Meeting in case
they are received in the Bank till the Meeting date (30 March 2017) 12:00 at
noon. During the Meeting the proposals shall be submitted to the Chairman of
the Meeting after he announces the Meeting agenda and no later than the Meeting
starts working on the issues of agenda. 

The proposals submitted via the e-mail shall be sent on info.@sb.lt.  The
proposals submitted on this e-mail till the 30 March, 2017, 12:00 at noon will
be discussed during the Meeting. 

The shareholders shall have the right to present questions related to the
General Meeting of Shareholders' agenda issues to the Bank in advance.  The
shareholders shall present the questions not later than 3 business days before
the Meeting via the e-mail info@sb.lt.  The Bank undertakes to respond to the
submitted questions via the e-mail till the Meeting day, except the questions
related to the Bank’s commercial secret and confidential information. 

During the registration to attend the Meeting the shareholders or the persons
authorized by them shall submit a document which is a proof of his/her
identity. The shareholders' authorized persons shall submit the power of
attorney confirmed by the established order. The power of attorney issued by
the natural person shall be notarized. A power of attorney issued in a foreign
country must be translated into Lithuanian and legalized in the manner
prescribed by law. Representative can be authorized by more than one
shareholder and shall have a right to vote differently under the orders of each
shareholder. 

The shareholder holding shares in the Bank, where the shares have been acquired
on his own behalf, but for the benefit of other persons, must disclose before
voting at the General Meeting of Shareholders to the Bank the identity of the
final customer, the number of shares that are put to the vote and the content
of the voting instructions submitted to him or any other explanation regarding
the participation agreed upon with the customer and voting at the General
Meeting of Shareholders. 

Shareholder shall also have the right to authorize through electronic
communication channels another person (natural or legal) to participate and
vote in the Meeting on shareholder’s behalf. Such authorization shall not be
confirmed by the notary officer. The power of attorney issued through
electronic communication channels must be confirmed by the shareholder with a
safe electronic signature developed by safe signature equipment and approved by
a qualified certificate effective in the Republic of Lithuania. The shareholder
shall inform the Bank on the power of attorney issued through electronic
communication channels by e-mail info@sb.lt no later than the last business
days before the Meeting at 4:00 p.m. The power of attorney and notification
shall be issued in writing. The power of attorney and notification to the Bank
shall be signed with the Electronic Signature but not the letters sent via the
e-mail. By submitting the notification to the Bank the shareholder shall
include the Internet address from which it would be possible to download free
of charge software to verify an Electronic Signature of the shareholder. 

Each shareholder or representative thereof shall have the right to cast his
vote in advance in writing by filling in a general ballot paper. Upon the
written shareholder‘s request, the Bank no later than 10 days before the
Meeting shall send a general ballot paper by registered mail or hand it in
person against signature.The general ballot paper filled shall be signed by the
shareholder or his representative. In case the ballot paper is signed by the
shareholder’s authorized representative, such person along with the filled
ballot paper shall submit the document to confirm the voting right.  The ballot
paper filled and the document confirming the voting right (if required) shall
be submitted to the Bank by registered mail at the address Šiaulių bankas AB,
Tilžės street 149, LT-76348, Šiauliai or by submitting it to Secretariat.  Only
dully filled-in ballot papers received until the Meeting will be deemed to be
valid. 

The following information and documents during the whole period, starting no
later than 21 days before the Meeting, is available on the website of the Bank
www.sb.lt at About Bank › To Bank’s Investors › General Meetings of
Shareholders: 

- the report on convening the Meeting;

- the total number of the Bank’s shares and the number of shares with voting
right on the convening day of the Meeting; 

- the draft resolutions on each agenda issue and other documents to be
submitted to the Meeting; 

- the general ballot paper form;

- the form of the power of attorney to represent the shareholder.



Chief Executive Officer  Vytautas Sinius




         Deputy Director of Markets and Treasury Department Pranas Gedgaudas
provides additional information on the stock event and is available on tel.
+370 41 59 56 53.