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Considering that the General Shareholders Meeting of the Company (the Meeting) is being convened on 30 April 2024, the members of the Management Board have unanimously (3 votes cast in favour) adopted the following decisions: |
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1. Submission of documents of the Company to the Meeting |
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1.1. The Management Board has analysed and evaluated the audited set of annual financial statements of the Company for the year 2023, the draft on distribution of profit (loss) for the year 2023 and together with the annual report of the Company for the year 2023 submit them to the Meeting. |
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2. Approval of the draft resolutions proposed for the Meeting |
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To approve the following draft resolutions proposed for the Meeting: |
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2.1. Organisational issues of the Meeting (election of the Chairman and Secretary of the Meeting): |
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2.1.1. To elect the Managing Director of the Company Gediminas Kvietkauskas as the Chairman of the Meeting. |
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2.1.2. To elect a member of the Management Board of the Company Danas Šidlauskas as the Secretary of the Meeting. |
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2.2. Approval of the annual report of the Company for the year 2023: |
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2.2.1. To approve the annual report of the Company for financial year ended on 31 December 2023 (Annex 1). |
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2.3. Approval of the Company’s audited set of annual financial statements for the year 2023: |
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2.3.1. To approve the Company’s audited set of annual financial statements for financial year ended 31 December 2023 (Annex 2). |
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2.4. Distribution of the Company’s profit (loss) for the year 2023: |
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2.4.1. To distribute profit (loss) of the Company earned during financial year ended 31 December 2023 as follows: |
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(i) Retained profit (loss) brought forward from the previous financial year at the end of the reporting financial year: EUR 4,225,748; |
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(ii) Net profit (loss) of the reporting financial year: EUR 1,595,027; |
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(iii) Profit (loss) of the reporting financial year not recognized in the profit (loss) statement: EUR 0; |
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(iv) Transfers from reserves: EUR 0; |
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(v) Shareholders’ contributions to cover the losses of the Company: EUR 0; |
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(vi) Total profit (loss) available for distribution: EUR 5,820,777; |
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(vii) Portion of profit allocated to the statutory reserve: EUR 0; |
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(viii) Portion of profit allocated to the reserve for the purchase of own shares: EUR 0; |
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(ix) Portion of profit allocated to the reserve for the granting of own shares: EUR 0; |
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(x) Portion of profit allocated to other reserves: EUR 0; |
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(xi) Portion of profit allocated for the payment of dividends: EUR 800,000 by paying dividends to the Company's shareholders in proportion to the number of shares held by paying EUR 0.8 per share; |
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(xii) Portion of profit allocated for the payment of annual bonuses to members of the Management Board and the Supervisory Board, payment of incentives to employees and other purposes: EUR 0; |
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(xiii) Retained profit (loss) at the end of the reporting financial year brought forward to the following financial year: EUR 5,020,777. |
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2.5. Election of the auditing firm responsible for the audit of the Company’s set of annual financial statements for the financial year ending on 31 December 2024: |
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2.5.1. To elect Grant Thornton Baltic UAB, legal entity code 300056169, registered office at Upės g. 21-1, Vilnius, Lietuva, Lithuania as the auditing firm to carry out the audit of the Company’s set of the annual financial statement for the financial year ending on 31 December 2024 |
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2.5.2. To authorize the Managing Director of the Company to sign the audit services agreement with the abovementioned auditing firm. |