Resolutions of the Extraordinary Shareholders Meeting of Šiaulių Bankas AB

2005-09-26

Resolutions of the Extraordinary Shareholders Meeting of Šiaulių Bankas AB

On 23 September 20005, following resolutions were made by the Extraordinary Shareholders Meeting:

1) Re Charter of the Bank.

• To amend Sections 7.1., 7.6., 7.8., 7.10. and 7.12 of the Charter;
• To approve all the amended text of the Charter and to authorize Chairman of the Board Algirdas Butkus to sign the amended Charter by means of this resolution.

2) Re Council members.

• To elect Vytautas  Junevičius and Salvatore Candido into the Council.

3) Re increase of the Bank’s authorized capital.

• To increase Bank’s authorized capital by additional contributions of LTL 10.000.000 by issuing 10.000.000 ordinary registered shares of LTL 1 nominal value each.
• To rate a price of LTL 1.70 per share of the new share issue.
• To disseminate this share issue only to the Bank’s shareholders in two stages:
- on the first stage that lasts for 15 days from the date of announcement of the Register of Legal Persons on the possibility to acquire shares by pre-emptive right to disseminate the shares in proportion to the number of shares owned on the Meeting day;
- on the second stage that begins on the 19th day from the beginning of dissemination and lasts for 15 days, to disseminate the rest of the shares  to shareholders in proportion to the number of shares requested in shareholders‘ applications and the number of shares owned by the shareholders on the Meeting day, according to the rules approved by the Bank’s Board.
• To assign the Bank’s Board to confirm the specified order of share dissemination and payment, to submit it on the share issue prospectus and to take decisions regarding shares subscribed but unpaid within the fixed period.


4) Re amendment of the Charter in connection with capital increase.

• In case of dissemination of all the shares within the set period to amend the Charter defining the amount of LTL 84720000 of authorized capital.

• To assign the Board to amend the Charter stating there the authorized capital increased in the amount of nominal value of the signed shares in case not all the shares are disseminated within the set period
• to authorize Chairman of the Board Algirdas Butkus to sign the full text of the amended Charter .

Pranas Gedgaudas is authorized to provide additional information about the essential event on behalf of the issuer. Tel. (8-41) 595669