Nasdaq Tallinn: Committee's decision on AS Baltika

Tallinn, Estonia, 2021-03-30 08:15 CEST --


On March 29, 2021 the Listing and Surveillance Committee of Nasdaq Tallinn
decided to impose a fine in the amount of 1500 euros to AS Baltika for
violation of Nasdaq Tallinn rules and regulations chapter Requirements for
Issuers (hereinafter RI) clauses 1.2.1, 2.4.1, 6.1, 6.1.3, 6.2 and 7.9. 

According to RI clause 1.2.1 the Issuer is obliged to secure disclosure of
information stated in RI in such a form and within such time limits as
specified in RI. 

According to RI clause 6.1. the Issuer is required to immediately disclose any
circumstances and events which have, or may have, a substantial effect on the
business operations or financial situation of the Issuer including information
according to RI clause 6.1.3 the conclusion, termination or cancellation of
contracts important for the Issuer. 

According to RI clause 6.2. transactions or investments or project beyond the
scope of day-to-day operations or with significant importance are understood as
transactions of the Issuer or its subsidiary for which the sum paid or to be
received for assets, including the market value of assets or securities and the
debts or loans assumed by the Issuer are equal to or exceed 10% of the Issuer's
equity according to the latest audited consolidated balance sheet. 

According to RI clause 7.9.3 the Issuer is obliged to disclose immediately
information about transactions with persons connected with the Issuer. 

According to RI clause 7.9.4. a transaction of the Issuer or its subsidiary
with a connected person is considered significant if the monetary value of the
transaction is larger than thirty per cent (30%) of the Issuer's consolidated
equity recorded in the last audited balance sheet. If during the last twelve
(12) months more than one transaction has been effected with a single person,
or a person or company connected with such person, all such transactions shall
be summarised in order to determine the significance of a transaction. 

According to RI clauses 7.9.5. upon effecting a significant transaction with a
person connected with the Issuer, the Issuer shall submit the transaction for
approval to the general meeting of shareholders along with the auditor's
opinion that the transaction does not damage the interests of the shareholders
not concerned by the transaction 

According to RI clause 2.4.1 information is deemed disclosed in accordance with
the Requirements when made public as a notice through the Exchange Information
System. 



AS Baltika has failed to comply with the obligation concerning the disclosure
of information and with the requirements of the Issuer Rules which oblige the
Issuer to submit a significant transaction with a related party to the general
meeting for approval. 





Nasdaq Baltic
Issuer Services
[phone]
www.nasdaqbaltic.com



Nasdaq Baltic is a common name for exchanges, regulated markets, alternative
markets First North operated by Nasdaq companies in the Baltic states, i.e.
Nasdaq Tallinn AS, Nasdaq Riga AS and AB Nasdaq Vilnius.