Resolutions of the Extraordinary General Meeting of Shareholders of AB Kauno Energija
November 25 2021 - 9:00AM
Resolutions of the Extraordinary General Meeting of Shareholders of
AB Kauno Energija
The extraordinary General Meeting of Shareholders of AB Kauno
energija has been held on November 25, 2021. Four shareholders
owning 42 089 511 ordinary registered shares of the Company that
amounts to 98.34 % of all votes, took part in it. The following
resolutions were made at the General Meeting of Shareholders:
1. To approve the participation of public limited
liability company Kauno energija in the reorganisation by way of
merger with public limited liability company Kauno energija (reg.
No 235014830), which will continue its activities after the
reorganisation, with public limited liability company Petrašiūnų
katilinė (reg. No 304217723), which after the reorganisation will
cease its activities as a legal entity, to instruct the management
board of public limited liability company Kauno energija to draw up
and publish the terms and conditions of the reorganisation in
accordance with the procedure established by the legislation, and
to carry out other actions necessary for the implementation of this
decision, without preparation of any interim sets of financial
statements.
2. Whereas public limited liability company Kauno energija
is the sole shareholder of public limited liability company
Petrašiūnų katilinė, the reorganisation by merger of public limited
liability company Kauno energija and public limited liability
company Petrašiūnų katilinė shall be carried out in accordance with
the procedure set out in Article 70 of the Law on Companies of the
Republic of Lithuania (hereinafter the “Law”), i.e., without
carrying out an assessment of conditions of reorganisation by way
of merger and without preparing an assessment of conditions of
reorganisation by way of merger and a written report.
3. Without convening a general meeting of shareholders in
the case provided for in Article 70(2) of the Law, the decision on
the reorganisation by way of merger, which will approve the terms
and conditions of the reorganisation and amend the Articles of
Association of AB Kauno energija, which will continue after the
reorganisation, shall be taken by the Management Board of the AB
Kauno energija, which will continue to operate after the
reorganisation, upon the expiration of the period referred to in
paragraph 2(3) of the present Article.
The draft terms and conditions of the reorganisation of the
limited liability company Kauno energija and the limited liability
company Petrašiūnų katilinė will be available for access in the
manner and within the time limits established by the Law of the
Republic of Lithuania on Companies on the websites
www.kaunoenergija.lt, www.kaunoenergija.lt/ab-petrasiunu-katiline,
and www.nasdaq.lt, and at the registered offices of the companies:
registered office of the limited liability company Kauno energija
at Raudondvario pl. 84, Kaunas, and at the registered office of the
limited liability company Petrašiūnų katilinė at R. Kalantos g. 49,
Kaunas.
Loreta Miliauskienė, Head of Economic
Department, tel. +370 37 305 855
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