Published: 2011-10-28 08:00:00 CEST
Linas Agro Group
Notification on material event

Results of voting of the Annual General Meeting of AB “Linas Agro Group“ Shareholders, held on 27 October 2011

Panevezys, Lithuania, 2011-10-28 08:00 CEST -- The total number of AB „Linas Agro Group“ (hereinafter – the Company) shares is 158,940,398, which carries 158,940,398 votes, on the day of the Annual General Meeting of the Company‘s Shareholders (hereinafter – the Meeting), held on 27 October 2011.

 In total 10 Company’s shareholders, who owned shares of the Company at the end of the Accounting day of the Meeting (20-10-2011), were participated at the Meeting having 110,196,901 share votes amounting to 69.33 percent of the total number of the Company’s share votes.

There were submitted to the Meeting:

  • 6 General Voting Ballots filled in advance, including valid – 6, invalid – none.

There was presented none agreement on transfer of voting rights.

The number of voting shares represented at the Meeting is 110,196,901:

  • by a person himself – 23,098,316;
  •  through proxies – 0;
  •  through persons according to the agreements on the transfer of the right to vote – 0;
  • through the General Voting Ballots filled in advance – 87,098,585;
  • through other documents entitling to vote – 0.

  Results of voting at the Meeting:

  1. Presentation of the Company’s Audit committee activity report.

Decision. Presented (enclosed). No voting.

  1. Presentation of the independent auditors’ report.

Decision. Presented (enclosed). No voting.

  1. Presentation of the consolidated annual report of the Company for the financial year 2010/2011.

Decision. Presented (enclosed). No voting.

  1. Approval of the consolidated and the Company’s set of financial statements for the financial year ended 30 June, 2011.

Decision. To approve the consolidated and the Company‘s set of financial statements for the financial year ended 30 June, 2011 (enclosed).

Results of voting:

FOR – 110,196,398 votes (including 87,098,585 share votes of shareholders who voted in advance).

AGAINST – 0 votes.

DID NOT VOTE – 0 votes.

  1. Acquisition of own shares by the Company.

Decision:

  1. To purchase up to 1,589,403 (one million five hundred eighty nine thousand four hundred and three) ordinary registered shares of the Company with the nominal value of 1 (one) litas, i.e. up to 1 percent of all Company shares;
  2. Purpose of acquisition of own shares is to maintain and increase the price of the Company’s shares;
  3. Period during which the Company may purchase own shares is 18 months from approval of the decision;
  4. Maximal purchase price per one share set as 0.868 EUR (3.00 LTL), and minimal purchase price per one share set equally to nominal value of one share, i.e. 0.290 EUR (1.00 LTL);
  5. Minimal sales price per share of the treasury shares is equal to the price at which the shares were purchased;
  6. When selling treasury shares it should be established equal opportunities for all shareholders to acquire the Company’s shares. Also it shall be provided the opportunity to annual treasury shares;
  7. To authorize the Board of the Company to organize purchase and sales of the own shares, establish an order for purchase and sales of the own shares, time, as well as their price and number, also complete all other related actions pursuing the decision and requirements of the Law on Companies of the Republic of Lithuania.

Results of voting:

FOR – 110,196,398 votes (including 87,098,585 share votes of shareholders who voted in advance).

AGAINST – 0 votes.

DID NOT VOTE – 0 votes.

  1. Formation of the reserve to acquire own shares.

Decision. To form reserve in amount of 1,600,000 LTL (one million six hundred thousand litas) (463,392.03 EUR) to acquire own shares.

Results of voting:

FOR – 110,196,398 votes (including 87,098,585 share votes of shareholders who voted in advance).

AGAINST – 0 votes.

DID NOT VOTE – 0 votes.

  1. Approval of the Distribution of the Company’s Profit.

Decision. To approve the Distribution of the Company’s Profit:

1) Retained earnings – profit (loss) of the previous financial year at the end of the accounting financial year 425,059 LTL
2) Net profit (loss) of the financial year 4,716,384 LTL
3) The profit (loss) of the accounting financial year not recognized in the profit (loss) account -
4) The transfers from the reserves -
5) The shareholder‘s contributions to cover the losses of the Company (if shareholders decided to cover all or part of losses) -
6) The total profit (loss) available for appropriation 5,141,443 LTL
7) The part of the profit allocated to the legal reserve 250,000 LTL
8) The part of the profit allocated to the reserve of the own share acquisition 1,600,000 LTL
9) The part of the profit allocated to the other reserves -
10) The part of the profit allocated for the payment of dividends -
11) The part of the profit allocated for payment of annual bonuses to the Board, employees and other purposes -
12) Retained earnings – profit at the end of the financial year carried forward to the next financial year 3,291,443 LTL

Results of voting:

FOR – 110,196,398 votes (including 87,098,585 share votes of shareholders who voted in advance).

AGAINST – 0 votes.

DID NOT VOTE – 0 votes.

  1. Election of the Company‘s auditor and establishment of the payment for the services.

Decision:

  1. To elect Auditor of the Company “ERNST & YOUNG BALTIC“ (code 110878442, address Subaciaus Str. 7, Vilnius);
  2. To establish the payment for services not more than 30,000 (thirty thousand) euro (VAT excluded) for the audit of the Company’s and consolidated financial statements for the financial year 2011/2012;
  3. To charge the Managing Director of the Company to conclude and sign the agreement with elected Auditor.

Results of voting:

FOR – 110,196,398 votes (including 87,098,585 share votes of shareholders who voted in advance).

AGAINST – 0 votes.

DID NOT VOTE – 0 votes.

         Sincerely
         Chairman of the Board
         Darius Zubas


LNA 2010-2011 IFRS en.pdf
LNA 2010-2011 annual report_code.pdf
Confirmation of responsible persons.pdf
Audit committee activity report.pdf