The Annual General Meeting of Aktsiaselts Silvano Fashion Group (registry
code:
10175491, address: Tulika 15/17, Tallinn 10613; hereinafter the Company)
was
held on 28 June 2010 in the „Sigma“ conference room of Reval Hotel Olümpia
at
the address: Liivalaia 33, 10118 Tallinn, Estonia.
The general meeting
started at 12:30 and ended at 13.40. The shares of the
shareholders who
attended the general meeting represented 23 471 423 votes,
constituting 58,68
% of all votes represented by the shares of the Company.
Therefore, the
general meeting was competent to adopt resolutions.
Resolutions of the
general meeting:
1. Approval of the 2009 annual report
The shareholders of
the Company decided to approve the annual report of the
Company for the
financial year 1 January 2009 - 31 December 2009.
2. Distribution of
profits
The shareholders of the Company decided to cover the loss of the
financial year
1 January 2009 - 31 December 2009 in the amount of EEK
38,616,000 (EUR
2,468,000) by the undistributed profit of previous periods and
to distribute
EEK 30,985,744 (EUR 1,980,350) as dividends from the Company's
retained
earnings as of 31.12.2009, of which EEK 0.78233 (EUR 0.05) per share
shall be
paid to the shareholders of the Company. To pay the dividends out to
the
shareholders on 21 September 2010 and to determine the list of
shareholders
entitled to receive dividends (the record date) on the basis of
the share
ledger as of 23.59 on 15 July 2010.
3. Appointment of the
auditor
The shareholders of the Company decided to appoint KPMG Baltics AS as
the
auditor of the Company for one (1) year (until the next annual general
meeting)
and to approve the remuneration of the auditor in accordance with the
price
offer of KPMG Baltics AS.
4. Approval of Sven Kunsing's resignation
from the Supervisory Board
The shareholders of the Company acknowledged Sven
Kunsing's resignation from
the supervisory board.
5. Electing new
supervisory board member
The shareholders of the Company decided to elect Ants
Susi (date of birth:
30.05.1970, personal identification code: 37005300267,
place of residence:
Tallinn, Estonia) as the supervisory board member of the
Company.
Ants Susi has worked as a management board member of Estonian
company OÜ
Baltsped (registry code: 10347644) since 1997. OÜ Baltsped is
providing
international carrier transportation and freight forwarding
services. He is a
member of the supervisory board of aktsiaselts Esmar
(registry code: 10029370)
and a member of the management board of Osaühing
Callada Invest (registry code:
11242120). In addition, he is a member of the
management board of Latvian
company Spedline SIA and Lithuanian company
Spedline UAB. Ants Susi does not
own any shares having voting rights in the
Company.
6. Remuneration of supervisory board members
The shareholders of
the Company decided to approve EUR 1,000 as gross monthly
remuneration for
each supervisory board member starting from 1 July 2010 plus a
gross financial
year bonus for all the supervisory board members jointly in the
amount of 2.5%
from the dividend declared by the general meeting of the Company
and paid out
by the Company starting from the dividend based on 2010 results.
7. Change
of bylaws
The shareholders of the Company decided to approve the new bylaws of
the
Company. The new bylaws of the Company are attached to this release and
will
also be made available on the website of the Company
www.silvanofashion.com.
8. Cancellation of own shares and reduction of
share capital
The shareholders of the Company decided to reduce the share
capital of the
Company by EEK 3,930,000 to EEK 396,070,000 by way of
cancelling 393,000
A-shares owned by the Company. The share capital is reduced
for the purpose of
increasing the value of all the shares of the Company.
The minutes of the Annual General Meeting of the Company shall be available
on
the Company's website www.silvanofashion.com as from 05.07.2010.
Baiba Gegere
Management board member of Aktsiaselts Silvano Fashion
Group
Tel: +375 172880770
E-mail: info@silvanofashion.com
Location: Tulika
15/17, Tallinn 10613, Estonia.