Notice of the Annual General Meeting of Shareholders on 26 April 2024The Annual General Meeting of Telia Lietuva, AB (code 121215434, registered address: Saltoniškių str. 7A, Vilnius, Lithuania) Shareholders will be held in Telia Lietuva, AB headquarters, Saltoniškių str. 7A, Vilnius, Lithuania, at 13.00 on 26 April 2024. Registration will take place from 12.00 till 12.30. The meeting is convened by the initiative of the Board and following the decision of the Board adopted on 4 April 2024. The General Meeting of Shareholders’ accounting day is 19 April 2024. The shareholders’ proprietary rights accounting day is 13 May 2024. Proposed Agenda:
1. Presentation by the Company’s auditor.
2. Approval of the Company’s annual financial statements for the year 2023 and presentation of the Company’s annual report for the year 2023.
3. Allocation of the Company’s profit for the year 2023.
4. Approval of the Company’s Remuneration Report for the year 2023.
5. Approval of new edition of the Company’s CEO and Board members remuneration policy.
6. Regarding the Company’s auditor.
7. Election of the Company’s Board members.
8. Regarding the implementation of decisions. Shareholders who at the end of the General Meeting of Shareholders’ accounting day, i.e., 19 April 2024, are shareholders of the Company will have a right to participate and vote at the General Meeting of Shareholders personally or by proxy, or to be represented by the person with whom an agreement on the transfer of voting rights is concluded. A person attending the General Meeting of Shareholders and having a voting right must bring with him/her a person’s identification document. A person who is not a shareholder must additionally produce a document confirming his/her right to vote at the Annual General Meeting of Shareholders. Each shareholder shall have a right, in the manner established by law, to authorise another (natural or legal) person on his/her behalf to attend and vote at the General Meeting of Shareholders. At the General Meeting of Shareholders, an authorised person shall have the same rights as would be held by the shareholder or shareholders represented by him/her, unless the authorized person's rights are limited by the power of attorney or by law. The authorised person must provide a power of attorney certified in the manner established by law. A power of attorney issued in a foreign state must be translated into Lithuanian and legalised in the manner established by law. The Company does not establish special form of power of attorney. A shareholder or a person authorised by him/her shall have a right to vote in writing in advance by filling in the General Voting Ballot. Upon a shareholder's request, the Company, not later than 10 days before the General Meeting, shall send the General Voting Ballot by registered mail free of charge. The General Voting Ballot on business days also could be obtained at Telia Lietuva, AB, Saltoniškių str. 7A, Vilnius, Lithuania in person. A sample of the General Voting Ballot is also provided on the Company’s website at www.telia.lt under the heading ‘Investors’. The General Voting Ballot, duly filled in and signed by the shareholder or a person, having a voting right, and the document confirming the voting right (if any) must be submitted to the Company in writing not later than on the last business day before the General Meeting of Shareholders by sending them by registered mail to Telia Lietuva, AB, Saltoniškių str. 7A, LT-03501 Vilnius, Lithuania, or by submitting them to the Company on a business day (to the aforementioned address). The Company is not providing the possibility to attend and vote at the General Meeting of Shareholders through electronic means of communication. A shareholder shall have the right to authorize another person (natural or legal) to participate and vote in the General Meeting of Shareholders on the shareholder’s behalf through electronic communication means. No notarisation of such authorization is required. The power of attorney issued through electronic communication means 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 Company on the power of attorney issued through the means of electronic communication by e-mail info@telia.lt not later than on the last business day before the General Meeting of Shareholders. The power of attorney and notification shall be issued in writing. The power of attorney and notification to the Company shall be signed with the electronic signature but not letters sent via e-mail. Persons, who at the end of the tenth business day following the General Meeting that will adopt a respective decision, i.e., on 13 May 2024, (rights accounting day) are the shareholders of the Company, shall have proprietary rights. Each shareholder holding shares that grant at least 1/20 of all votes shall have the right of proposing to supplement the agenda of the General Meeting of Shareholders. Draft decisions on the proposed issues shall be submitted together with the proposal or, if the decisions do not need to be approved, explanations on each proposed issue of the General Meeting of Shareholders shall be presented. A proposal to supplement the agenda must be presented in writing by sending it by registered mail to Telia Lietuva, AB, Saltoniškių str. 7A, LT-03501 Vilnius, Lithuania, or by e-mail info@telia.lt, or by submitting it to the Company on the business days (to the before mentioned address). The agenda will be supplemented if the proposal is received not later than 14 days before the General Meeting of Shareholders. Each shareholder holding shares that grant at least 1/20 of all votes shall have the right of proposing draft resolutions on the issues already included or to be included in the agenda of the General Meeting of Shareholders. The proposed draft decisions at any time before the General Meeting of Shareholders must be presented in writing by sending them by registered mail to Telia Lietuva, AB, Saltoniškių str. 7A, LT-03501 Vilnius, Lithuania, or by e-mail info@telia.lt, or by submitting it to the Company on a business day (to the aforementioned address). The shareholders shall also be entitled to propose draft resolutions on the agenda issues of the General Meeting of Shareholders in writing during the Meeting. The shareholders shall have the right to present questions related to issues on the agenda of the General Meeting of Shareholders to the Company in advance in writing, by providing the shareholder's (natural or legal person’s) personal identification number, the natural person’s consent to process personal data – personal identification number, in a letter sent by registered mail. The Company undertakes to respond if the questions are received not later than 3 business days before the General Meeting of Shareholders. Generic responses shall be posted on the Company’s website www.telia.lt under the heading ‘Investors’. The Company will not respond personally to the shareholder if the respective information is posted on the Company's website. The shareholders could get familiarised with the documents possessed by the Company related to the agenda of the Meeting, including draft resolutions, and other documents to be submitted to the General Meeting of Shareholders as well as get information regarding execution of the shareholders’ rights at the headquarters of Telia Lietuva, AB, Saltoniškių str. 7A, Vilnius, Lithuania, or on the Company’s website at www.telia.lt under the heading ‘Investors’. The total number of the Company’s shares and the number of shares granting voting rights during the General Meeting of Shareholders is the same and amounts to 582,613,138. ISIN code of the Company’s shares is LT0000123911.
Darius Džiaugys,
Head of Investor Relations,
tel. +370 5 236 7878,
e-mail: darius.dziaugys@telia.lt
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