Code of shareholders rights

The Code of Shareholder Rights defines the key obligations of the Company towards its shareholders.

Equal rights

The Company has issued dematerialised ordinary registered shares of LTL 1 (one litas) in nominal value.  Each share grants to shareholders the following equal rights:

• non-property rights – participate in general meetings of shareholders and vote at such meetings according to the rights carried by the shares, receive information about the Company, appeal to Court with a claim requesting indemnity for the damage that resulted from non-execution or improper execution of the obligations of the Company’s management stipulated by laws and the Company’s Articles of Association;

• property rights – receive dividends, receive part of the Company’s funds when the authorised capital of the Company is reduced in order to pay funds to its shareholders, acquire the Company’s shares or convertible bonds under a pre-emptive right, except in the cases where a general meeting of shareholders in the manner stipulated by laws decides to withdraw the pre-emptive right in respect of all shareholders, receive shares at no charge when the authorised capital of the Company is increased from the Company’s funds (all the property rights as stipulated above shall be vested with the persons who were shareholders of the Company at the end of the tenth business day after the date of the general meeting of shareholders that has passed the decision), lend to the Company in the manner stipulated by laws, receive part of the assets of the Company under liquidation, other property rights stipulated by laws.

Shareholders of the Company shall not be discriminated by age, gender or religion. 

Disclosure of information

Upon a request from a shareholder Invalda shall not later than within 7 days from the receipt of the request provide to the shareholder copies of the Articles of Association of the Company, its annual financial statements, corporate annual reports, auditor’s reports, as well as other documents stipulate in legal acts. The information requested by a shareholder shall be communicated to such shareholder at the address indicated in the shareholder list. Shareholders themselves shall be responsible for a timely notification of any changes in their personal identity code, address, telephone or bank account number. Shareholders shall notify of such changes to the financial brokerage firm or the bank managing the shareholder’s personal financial instrument account holding shares of the Company. Where a shareholder fails to notify the Company of the data as referred to above, having provided the information at the address known to it and paid the moneys into the account designated by the shareholder, Invalda shall be considered to have properly fulfilled its duties towards the shareholder.

Participation at general meetings of shareholders

Invalda during the entire period beginning not later than before 21 days until the General Meeting of Shareholders shall provide on the Company’s website and shall announce publicly via NASDAQ OMX news distribution service a notice of the convening of the General Meeting of Shareholders

Entitled to participate in general meetings of shareholders shall be the persons who were holders of Company’s shares at the end of the accounting date of the general meeting of shareholders (the accounting date of the general meeting of shareholders shall be the fifth business day prior to the general meeting of shareholders). The accounting date shall in all cases indicated in the notice on the general meeting of shareholders. Not able to participate in a general meeting shareholders may vote in advance in writing by filling in and submitting to the Company a voting bulleting prior to the date of the General Meeting.

Dividends

At Ordinary General Meeting shareholders shall approve the allocation of the financial result of the previous year and decide the part of the profit to be allocated for the payment of dividends. Each share shall be allocated an equal part of the dividend. The right to be paid the dividends shall be vested to persons who were shareholders of the Company at the end of the tenth business day after the meeting that declared dividend (the end of the right accounting date). Shareholders of the Company shall be paid the dividends within 1 (one) month from the date of the decision to distribute the profit by transferring the funds to the account designated by the shareholder.

Shareholder data protection

All data of shareholders of the Company are confidential. No information on the amount of dividends due to a shareholder, the number of shares held thereby, etc. shall be provided by telephone or electronic mail.