Notice of adoption of resolutions of shareholders of AS Ekspress Grupp without convening an extraordinary general meeting
October 13 2021 - 1:30AM
Notice of adoption of resolutions of shareholders of AS Ekspress
Grupp without convening an extraordinary general meeting
The Management Board of AS Ekspress Grupp
(registry code 10004677, official address Parda 6, 10151 Tallinn)
proposes to the shareholders to adopt resolutions without convening
a meeting in accordance to § 2991 of the Commercial
Code.
The shareholders have the possibility to vote by
e-mail using a voting ballot, which is added this notice on the
website of Nasdaq Baltic stock exchange (https://nasdaqbaltic.com/)
as well as of Ekspress Grupp homepage (http://egrupp.ee/en). The
filled in and signed ballot and the documents enabling
identification of the shareholder and proof the right of
representation shall be sent by e-mail at egrupp@egrupp.ee by
no later than 4 November 2021 at 9:00 (Estonian time) in accordance
with the procedure specified below. If a shareholder does not
give notice of whether he is in favour of or opposed to the
resolution during this term, it shall be deemed that the
shareholder has voted against the resolution.
The circle of shareholders entitled to adopt the
resolutions will be determined seven days prior the term by which
shareholders must present their position, i.e. on 28 October, 2021
at the end of the working day of the settlement system. Ekspress
Grupp shall disclose the resolutions with a stock exchange
announcement and on the company’s homepage no later than on 11
November 2021 in accordance with § 2991 (6) of the
Commercial Code.
As at 13 October, 2021, the share capital of AS
Ekspress Grupp is 18,478,104.60 euros. The total number of shares
is 30,796,841, with each share granting one vote. The right to vote
is not granted to AS Ekspress Grupp’s 513,972 own shares.
The management board of AS Ekspress Grupp
submits the following draft resolutions to the
shareholders.
1. Extraordinary distribution of
dividends in connection with the sale of AS Printall
To pay EUR 3,028,287, which is EUR 0.1 per
share, as dividends to the shareholders.
- Shareholders, entered into the share register of AS Ekspress
Grupp on 19 November 2021, at the close of the business of the
settlement system, will be entitled to dividends.
- The day of change of the rights related to the shares (ex-date)
is on 18 November 2021; from this date onwards, the person
acquiring the shares will not have the right to receive
dividends.
- Dividends will be paid to the shareholders on 23 November 2021
to the shareholder’s bank account, which is linked to the
securities account.
Organisational issues
Forwarding of the voting ballot and
accompanying documentsThe filled in and signed voting
ballot and accompanying documents must be sent by e-mail to
egrupp@egrupp.ee no later than 4 November 2021 at 9.00.
-
The voting ballot must be filled in and signed either digitally or
by hand on paper.
-
If the ballot is filled in and signed by hand on paper, the ballot
must be scanned and forwarded by e-mail together with a copy of an
identification document (e.g. passport or identity card/ID-card) of
the shareholder or the shareholder’s representative, or a copy of
the page of the identification document containing personal data
(among else, the copy needs to display the expiration date and the
person’s specimen signature) in order to enable identification of
the shareholder.
-
If the ballot is filled in and signed digitally, no additional
documents need to be presented to enable identification of the
shareholder, if identification is possible using the digital
signature itself (e.g. signing the ballot with Estonian ID-card,
mobile-ID or smart-ID).
-
Representative of a natural person-shareholder must also forward a
suitably prepared power of attorney either in Estonian or English
in a format which can be reproduced in writing.
-
A legal representative of a legal person-shareholder must also
forward an excerpt from an appropriate (business) register where
the legal person is registered, which identifies the individual’s
right to represent the shareholder (legal representation). A legal
person shareholder who is registered in the Estonian Commercial
Register does not have to submit an excerpt from the register. If
the type of representation is other than legal representation, a
suitably prepared power of attorney in Estonian or English must
also be submitted in a format which can be reproduced in writing,
in addition to the excerpt from a register. In the case of legal
persons registered in a foreign country, the extract from the
register must be legalised or certified by an apostil, unless
stipulated otherwise in international agreements. If the excerpts
from a register are in a language other than Estonian or English,
translations to either Estonian or English by a sworn translator or
an official equated to a sworn translator must be provided. AS
Ekspress Grupp may also deem the shareholder’s voting right to be
proven if all the required data concerning the legal person and the
representative is contained in a notarised authorisation document
issued in the foreign country and the authorisation document is
acceptable in Estonia.
In order to assign a representative, the
shareholder may use the template for power of attorney, which is
published on the homepage of AS Ekspress Grupp at www.egrupp.ee and
on the website of Nasdaq Baltic stock exchange
(https://nasdaqbaltic.com/).
Documents related to the resolutionsThe
draft resolutions and related documents are available on the
websites of AS Ekspress Grupp (www.egrupp.ee) and Nasdaq Baltic
(https://nasdaqbaltic.com/).
Questions related to the resolutions and adoption
procedure Questions related to the resolutions and the
adoption procedure may be submitted to e-mail
egrupp@egrupp.ee until the deadline given to the shareholders
to present their position. The questions and answers will be
disclosed on Ekspress Grupp homepage www.egrupp.ee.
Mari-Liis Rüütsalu AS Ekspress GruppChairman of the Management
Board +372 512 2591 mariliis.ryytsalu@egrupp.ee
AS Ekspress Grupp is the leading media group in the
Baltic States whose key activities include web media content
production and publishing of newspapers and magazines. The Group
also manages the electronic ticket sales platform and ticket sales
sites in Estonia and Latvia. Ekspress Grupp that launched its
operations in 1989 employs almost 1400 people, owns leading web
media portals in the Baltic States and publishes the most popular
daily and weekly newspapers as well as the majority of the most
popular magazines in Estonia.
- EG_draft resolutions_ENG 2021 11 04
- Power of Attorney - 04 11 2021
- Withdrawal of POA - 04 11 2021
- Voting ballot 2021 11 04
Ekspress Grupp As (LSE:0JPX)
Historical Stock Chart
From Aug 2024 to Sep 2024
Ekspress Grupp As (LSE:0JPX)
Historical Stock Chart
From Sep 2023 to Sep 2024