The resolutions of the Ordinary General Shareholders’ Meeting held on 29/03/2007

2007-03-29

Report on the Stock Event

1. Šiaulių bankas AB, enterprise code 112025254, the address Tilžės st. 149, Šiauliai.

2. This report is submitted to the Securities Commission of the Republic of Lithuania, to Vilnius Stock Exchange and to the daily newspapers “Lietuvos rytas” and “Šiaulių kraštas”.

3. The following actions were performed on the Ordinary General Shareholders’ Meeting held on 29/03/2007:

1) Presentation of the annual report;
2) Presentation of the  independent external auditors' conclusions,;
3) Presentation of the Bank's Supervisory Council's reviews and suggestions;
4) The Financial Statements of the Bank for the year 2006 were approved.
5) The profit allocation was approved:
 - retained earnings at the beginning of the year: LTL 1,189 thou
 - financial net profit for the year: LTL 13,651 thou,
 - total profit for distribution: LTL 14,840 thou,
 - profit deductions to compulsory reserve: LTL 745 thou,
 - dividends: 2.181 thou LTL (LTL 0.02 per ordinary registered share of LTL 1 nominal value), 
 - profit allocated to the Bank Council’s bonuses (accrued in the result of 2006): LTL 450 thou, 
 - unappropriated profit at the end of fiscal year: LTL 11,914 thou.
6) The decision was made to increase the authorized capital of the bank by LTL 11,994,312 from the capital reserve (share premium) issuing 11,994,312 ordinary registered shares with LTL 1 nominal value and distribute bonus shares to the shareholders in proportion (11%) to the nominal value of shares owned by them on the day of this General Shareholders Meeting.
7) The decision to amend Section 3.5 of Charter and to arrange it as follows was made:  „3.5 The authorized capital of the Bank is total amount of the par values of all registered shares. The authorized capital of the Bank is LTL 121,033,512 (one hundred twenty one million thirty three thousand five hundred twelve). It is divided into 121,033,512 (one hundred twenty one million thirty three thousand five hundred twelve) ordinary registered shares. Par value of one share is LTL 1 (one).“ and to authorize Chairman of the Board Algirdas Butkus to sign the amended Charter.
8) The following resolution regarding the increase of the Bank's authorized capital by additional contributions was adopted:
a) to increase the Bank’s authorized capital by additional contributions of LTL 40,000,000 by issuing 40,000,000 ordinary registered shares with  LTL 1 nominal value each.
b) to set a price of LTL 2.30 per share of the new share issue.
c) to disseminate this share issue only to the Bank’s shareholders in two stages:
- on the first stage that is not shorter than 15 days and not longer than 30 days to disseminate the shares in proportion to the number of shares owned on the Meeting day;
- on the second stage that is not shorter than 15 days and not longer than 30 days to disseminate the rest of the shares in accordance with shareholders’ applications, in proportion the number of shares owned on the Meeting day and to the requested number of shares.
d) to assign the Bank’s Board to confirm the order of share dissemination and payment, specifying signing and payment for the shares which have been signed but were not paid within the set period of time.
9) The resolution regarding the amendments of the Charter connected with the increase of the authorized capital by additional contributions was adopted:
a) in case all the shares are disseminated within the set period, to amend Section 3.5 of Charter and to arrange it as follows:  „3.5 The authorized capital of the Bank is total amount of the par values of all registered shares. The authorized capital of the Bank is LTL 161,033,512 (one hundred sixty one million thirty three thousand five hundred twelve). It is divided into 161,033,512 (one hundred sixty one million thirty three thousand five hundred twelve) ordinary registered shares. Par value of one share is LTL 1 (one).“
b) in case not all the shares are disseminated within the set period, the authorized capital is considered as increased in the amount of nominal value of the signed shares and to assign the Board to amend accordingly Section 3.5. of Charter,
c) to authorize Chairman of the Board Algirdas Butkus to sign the amended Charter.

4. The report is not confidential.

5. Pranas Gedgaudas is authorized by the issuer to provide additional information on the stock event and is available on tel.: +370 41 595653.

Chairman of the Board
Algirdas Butkus

29 March 2007