Decisions taken at the Ordinary General Meeting of the Shareholders, held on 28 April 2023

The following decisions were taken at the Ordinary General Meeting of Shareholders of Vilkyskiu pienine AB which was held on the 28 April 2023:

Item 1 of the Agenda: Approval of Company's Consolidated annual report for the year 2022.

Resolution: The Consolidated annual report of the Company for the year 2022 has been approved.

Item 2 of the Agenda: Independent Auditor‘s Report regarding the Company’s consolidated and separated financial Statements for 2022.

Heard.

Item 3 of the Agenda: Approval of Company's separated and consolidated financial statement for the year 2022.

Resolution: Company's separated and consolidated financial statements for the year 2022 has been approved.

Item 4 of the Agenda: Net Profit (loss) appropriation for the year 2022.

Resolution: The audited net profit (loss) allocation under IFRS has been approved for the year 2022 as follows:

  thousand EUR
1) Non-appropriated profit (loss) at the end of the year 2021 28,841
2) Approved by shareholders dividends of the year 2021 (2,389)
3) Transfers from the reserve to purchase own shares -
4) Non-appropriated profit (loss) at the beginning of the current financial year after dividends payout and transfer from reserves 26,452
5) Net profit (loss) of the reporting period 12,599
6) Transfers from reserves 45
7) Net profit to be appropriated at the end of the current financial year 39,096
8) Total profit (loss) to be appropriated:  
  •  portion of the profit allocated to the legal reserve
 -
  • portion of the profit allocated for payment of the dividends
 (3,165)
  • portion of the profit allocated to the other reserves
 -
9) Non-appropriated profit (loss) at the end of the current financial year carried forward to next financial year 35,990

0.265 Eur per one ordinary share.

Item 5 of the Agenda: Approval of the Remuneration Report of the Company for 2022 which is part of the Annual Report.

Resolution: The Remuneration Report of the Company for 2022 which is part of the Annual Report has been approved.

Item 6 of the Agenda: Election of the Company's Audit firm, that will perform the audit of the Company for the years 2023-2025 and setting the conditions of payment.

Resolution:

1. The Company’s Audit firm, that will perform the audit of the Company for the years 2023 was selected „PricewaterhouseCoopers“ UAB.2. The CEO of the Company is authorized to sign the contract with „PricewaterhouseCoopers“ UAB and to set the conditions of payment for the services.

Item 7 of the Agenda: Forming the Company’s Supervisory Board.

Resolution: the Company’s Supervisory board consisting of 3 (three) members elected for a period of 4 (four) years is formed.

Item 8 of the Agenda: Approval of the new version of the Company’s Articles of association.

Resolution: The Company's articles of association are presented in a new version.

The CEO of the Company is authorized to sign the amended Articles of Association (new version of the Articles of Association) and to register them in the Register of Legal Entities and to perform all other related actions.

Item 9 of the Agenda: Election of the members of Supervisory board.

Resolution:

1. Algimantas Lekevičius, Marijana Juškienė and Martynas Bertašius were elected as members of the Company‘s Supervisory board.2.  The elected Supervisory Board of the Company shall commence its activities from the date of registration of the amended Articles of Association of the Company with the Register of Legal Entities.3. Members of the Supervisory Board will be remunerated for their activities on the Supervisory Board in accordance with the Remuneration Policy of AB Vilkyškių pieninė Group.4. The CEO of the Company is authorised to sign agreements with the members of the Supervisory Board concerning the activities of the members of the Supervisory Board in the Supervisory Board.

Item 10 of the Agenda: Election of the member of Audit Committee.

Resolution: Sigita Montvilaitė was selected as a member of Audit Committee until the end of the term of Audit Committee.

Item 11 of the Agenda: Approval of the new version of the Renumeration policy.

Resolution: the Company's new Remuneration Policy was approved.

Additional information authorized to provide Economics and Finance director Vilija Milaseviciute, phone +370 441 55102

Vilkyskiu Pienine Ab (LSE:0GGR)
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