Siauliu Bankas: Convocation of the Ordinary General Meeting of Shareholders

Šiauliai, Lithuania, 2018-03-08 07:59 CET (GLOBE NEWSWIRE) --

      The Ordinary General Meeting of Shareholders of Šiauliu Bankas AB (the
address of the head office Tilžes str. 149, Šiauliai, Lithuania, the company
code 112025254) shall be convened on 29 March 2018. 

      The place of the Meeting - the assembly hall of J. Janonio gymnasium, at
the address: Tilžes str. 137, Šiauliai. 

      The Meeting starts at 3:00 p.m. (registration starts at 2:00 p.m.).

      The Meeting's accounting day - 22 March 2018 (the persons who are
shareholders of the Bank at the end of accounting day of the General Meeting of
Shareholders or persons authorized by them, or the persons with whom
shareholders concluded the agreements on the disposal of voting right, shall
have the right to attend and vote at the General Meeting of Shareholders). 

      The day of accounting of rights - 13 April 2018 (the shareholders shall
use the property rights arising from the resolutions passed during the General
Meeting of Shareholders in proportion to the number of shares owned at the end
of  the day of accounting of rights). 

      The Meeting is initiated and convened by the Management Board of Šiauliu
Bankas AB. 

      Agenda of the Meeting

  1. Presentation of the consolidated annual report.
  2. Presentation of the audit company's report.
  3. Comments and proposals of the Supervisory Council.
  4. Approval of the financial statements of 2017.
  5. Allocation of Bank's profit. 
  6. Authorized capital increase from the Bank's funds.
  7. Approval of a new version of the Charter of the Bank.
  8. Election of an audit company. 

     Bank shall not provide the possibility to participate and vote in the
Meeting through the electronic communication channels. 

     The draft resolutions on each agenda issue, documents to be submitted to
the General Meeting of Shareholders and other information related with the
exercising of the shareholders' rights shall be available on the website of the
Bank at www.sb.lt: About Bank › To Bank's Investors › General Meetings of
Shareholders not later than 21 days before the Meeting.  This information shall
also be available for the shareholders at the head office of the Bank (on
Tilžes street 149, Šiauliai) in the room No. 201 from 7:30 a.m. till 4:30 p.m.
Telephone for enquiry: [phone]. 

     The shareholders holding shares that grant at least 1/20 of all votes,
shall have the right of proposing to supplement the agenda of the Meeting by
providing the Meeting draft resolution on each additionally proposed issue or
in case no resolution is required - the explanation. The proposals to
supplement the agenda shall be submitted in writing or by e-mail. 

     The proposals shall be presented in writing to the Secretariat on business
days or by sending it by registered mail at the address: Šiauliu Bankas AB,
Tilžes street 149, LT-76348 Šiauliai. 

     The proposals submitted via the e-mail shall be sent to [e-mail].

     The proposals to supplement the agenda with the additional issues shall be
submitted till the 15 March 2018, 4:30 p.m. In case the agenda of the Meeting
is supplemented the Bank will report on it no later than 10 days before the
Meeting in the same ways as on convening of the Meeting. 

     The shareholders holding shares that grant at least 1/20 of all votes
shall have the right of proposing new draft resolutions on the issues already
included or to be included in the agenda of the Meeting.  The proposals shall
be submitted in writing or by e-mail. 

     The proposals in writing shall be presented by 12:00 at noon on 29 March
2018 to the Secretariat on business days or by sending it by registered mail at
the address: Šiauliu Bankas AB, Tilžes street 149, LT-76348 Šiauliai.   The
proposals submitted in writing will be discussed during the Meeting in case
they are received in the Bank till the Meeting date (29 March 2017) 12:00 at
noon. During the Meeting the proposals shall be submitted to the Chairman of
the Meeting after he announces the Meeting agenda and no later than the Meeting
starts working on the issues of agenda. 

     The proposals submitted via the e-mail shall be sent on [e-mail]. The
proposals submitted on this e-mail till the 29 March, 2018, 12:00 at noon will
be discussed during the Meeting. 

     The shareholders shall have the right to present questions related to the
General Meeting of Shareholders' agenda issues to the Bank in advance.  The
shareholders shall present the questions not later than 3 business days before
the Meeting via the e-mail [e-mail].  The Bank undertakes to respond to the
submitted questions via the e-mail till the Meeting day, except the questions
related to the Bank's commercial secret and confidential information. 

      During the registration to attend the Meeting the shareholders or the
persons authorized by them shall submit a document which is a proof of his/her
identity. The shareholders' authorized persons shall submit the power of
attorney confirmed by the established order. The power of attorney issued by
the natural person shall be notarized. A power of attorney issued in a foreign
country must be translated into Lithuanian and legalized in the manner
prescribed by law. Representative can be authorized by more than one
shareholder and shall have a right to vote differently under the orders of each
shareholder. 

     The shareholder holding shares in the Bank, where the shares have been
acquired on his own behalf, but for the benefit of other persons, must disclose
before voting at the General Meeting of Shareholders to the Bank the identity
of the final customer, the number of shares that are put to the vote and the
content of the voting instructions submitted to him or any other explanation
regarding the participation agreed upon with the customer and voting at the
General Meeting of Shareholders. 

     Shareholder shall also have the right to authorize through electronic
communication channels another person (natural or legal) to participate and
vote in the Meeting on shareholder's behalf. Such authorization shall not be
confirmed by the notary officer.  The power of attorney issued through
electronic channels must be confirmed by the shareholder with an electronic
signature developed by safe signature equipment and approved by a qualified
certificate effective in the Republic of Lithuania.  The shareholder shall
inform the Bank on the power of attorney issued through electronic
communication channels by e-mail [e-mail] no later than the last business
days before the Meeting at 4:00 p.m. The power of attorney and notification
shall be issued in writing. The power of attorney and notification to the Bank,
not the letter sent via the e-mail, shall be signed with the Electronic
Signature. 

     Each shareholder or representative thereof shall have the right to cast
his vote in advance in writing by filling in a general ballot paper. Upon the
written shareholder's request, the Bank no later than 10 days before the
Meeting shall send a general ballot paper by registered mail or hand it in
person against signature.The general ballot paper filled shall be signed by the
shareholder or his representative. In case the ballot paper is signed by the
shareholder's authorized representative, such person along with the filled
ballot paper shall submit the document to confirm the voting right.  The ballot
paper filled and the document confirming the voting right (if required) shall
be submitted to the Bank by registered mail at the address Šiauliu Bankas AB,
Tilžes street 149, LT-76348, Šiauliai or by submitting it to Secretariat.  Only
dully filled-in ballot papers received until the Meeting will be deemed to be
valid. A filled in general ballot paper can be transferred to the bank via the
bank's on-line system SB Linija as it ensures the security of the information
transmitted and allows identification of the shareholder. In this manner ballot
papers can be submitted by 4:30 pm on 2018 March 28. 

     The following information and documents during the whole period, starting
no later than 21 days before the Meeting, is available on the website of the
Bank www.sb.lt at About Bank › To Bank's Investors › General Meetings of
Shareholders 

        - the report on convening the Meeting;

        - the total number of the Bank's shares and the number of shares with
voting right on the convening day of the Meeting; 

        - the draft resolutions on each agenda issue and other documents to be
submitted to the Meeting; 

        - the general ballot paper form;

        - the form of the power of attorney to represent the shareholder.

Chief Executive Officer  Vytautas Sinius

         Deputy Director of Markets and Treasury Department Pranas Gedgaudas
provides additional information on the stock event and is available on tel. 
[phone]