PRF: Amended stock exchange announcement - Resolutions of the annual General Meeting of shareholders of AS Premia Foods

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| Source: Premia Foods
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Tallinn, Estonia, 2013-05-29 15:20 CEST (GLOBE NEWSWIRE) -- The stock exchange announcement of AS Premia Foods published on 29.05.2013 at 12:55:36 CEST included incorrect tabulation of votes in respect of the 3rd agenda item. It is to be deemed correct that there were 29,850,853 votes in favour and 100 impartial votes.

The correction notice follows.

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The annual General Meeting of shareholders of AS Premia Foods (registry code 11560713, address Betooni 4, 11415 Tallinn, Republic of Estonia; hereinafter the Company) was held today, on 29 May 2013, starting at 13.00 P.M. in the conference hall “Galaxy 1” in the hotel „Tallink Spa & Conference Hotel “ (address Sadama 11a, 10111 Tallinn, Estonia).

The annual General Meeting started at 13.00 P.M. and ended at 13.30 P.M. Altogether 22 shareholders whose shares represent 29,850,953 votes, representing 77.17% of the share capital of the Company, participated at the annual General Meeting. Therefore the annual General Meeting of the Company was eligible to adopt resolutions in respect of the items on the agenda of the annual General Meeting.

The agenda of the annual General Meeting was the following:

1.          Approving the annual report for 2012;

2.          Deciding on distribution of profit;

3.          Extension of authorities of members of the Supervisory Board;

4.          Recalling member of Supervisory Board;

5.          Electing member of Supervisory Board;

6.          Amending the Articles of Association;

7.          Appointing the auditor for financial year of 2013 and determining auditor’s remuneration.

 

 

The following resolutions were passed at the annual General Meeting:

1.      Approving the annual report for 2012

The annual General Meeting resolved to approve the annual report of the Company for 2012 in the form submitted to the annual General Meeting.

 

Tabulation of votes:

 

In favour:               29,850,953 votes                   100% of the votes represented at the annual General Meeting

Against:                 0 votes                                    0% of the votes represented at the annual General Meeting

Impartial:               0 votes                                    0% of the votes represented at the annual General Meeting

Did not vote:         0 votes                                     0% of the votes represented at the annual General Meeting

Invalid:                  0 votes                                    0% of the votes represented at the annual General Meeting

 

2.     Deciding on distribution of profit

The annual General Meeting resolved to approve that retained earnings of the Company as at 31 December 2012 are 553,000 euro and to pay dividends on the account of retained earnings in the amount of 387,000 euro, i.e. 0.01 euro per share. The list of shareholders entitled to receive dividends will be determined as of 11 June 2013 at 23.59 and the date of payment of dividends will be on 14 June 2013 at the latest.

 

Tabulation of votes:

 

In favour:               29,850,953 votes                   100% of the votes represented at the annual General Meeting

Against:                 0 votes                                   0% of the votes represented at the annual General Meeting

Impartial:               0 votes                                   0% of the votes represented at the annual General Meeting

Did not vote:          0 votes                                   0% of the votes represented at the annual General Meeting

Invalid:                  0 votes                                   0% of the votes represented at the annual General Meeting

 

3.     Extension of authorities of members of the Supervisory Board

The annual General Meeting resolved to extend the terms of office of the following members of the Supervisory Board of the Company for another term of 5 years as from the date of this resolution of General Meeting – Indrek Kasela, Lauri Kustaa Äimä, Aavo Kokk, Harvey Sawikin, Vesa Jaakko Karo and Arko Kadajane.

 

Tabulation of votes:

 

In favour:               29,850,853 votes                   100% of the votes represented at the annual General Meeting

Against:                 0 votes                                  0% of the votes represented at the annual General Meeting

Impartial:               100 votes                               0% of the votes represented at the annual General Meeting

Did not vote:          0 votes                                   0% of the votes represented at the annual General Meeting

Invalid:                  0 votes                                   0% of the votes represented at the annual General Meeting

 

4.     Recalling member of Supervisory Board

The annual General Meeting resolved to recall Erik Haavamäe from the Supervisory Board of the Company as from the date of this resolution of General Meeting.

 

Tabulation of votes:

 

In favour:               29,850,553 votes                   100% of the votes represented at the annual General Meeting

Against:                 0 votes                                  0% of the votes represented at the annual General Meeting

Impartial:               400 votes                               0% of the votes represented at the annual General Meeting

Did not vote:          0 votes                                   0% of the votes represented at the annual General Meeting

Invalid:                  0 votes                                   0% of the votes represented at the annual General Meeting

 

5.     Electing member of Supervisory Board

 

The annual General Meeting resolved to elect Kuldar Leis as an additional member of the Supervisory Board of the Company as from the date of this resolution of General Meeting.

 

Tabulation of votes:

 

In favour:               29,850,953 votes                   100% of the votes represented at the annual General Meeting

Against:                 0 votes                                 0% of the votes represented at the annual General Meeting

Impartial:               0 votes                                  0% of the votes represented at the annual General Meeting

Did not vote:         0 votes                                   0% of the votes represented at the annual General Meeting

Invalid:                  0 votes                                   0% of the votes represented at the annual General Meeting

 

6.     Amending the Articles of Association

 

The annual General Meeting resolved to amend the Articles of Association of the Company and to approve the Articles of Association of the Company in a new version as presented to the shareholders before the General Meeting.

 

Tabulation of votes:

 

In favour:               29,847,473 votes                   99.99% of the votes represented at the annual General Meeting

Against:                 0 votes                                0% of the votes represented at the annual General Meeting

Impartial:               3,480 votes                          0.01% of the votes represented at the annual General Meeting

Did not vote:          0 votes                                 0% of the votes represented at the annual General Meeting

Invalid:                  0 votes                                 0% of the votes represented at the annual General Meeting

 

7.     Appointing the auditor for financial year of 2013 and determining auditor’s remuneration

 

The annual General Meeting resolved to appoint AS PricewaterhouseCoopers (registry code 10142876) as the auditor of the Company for the financial year 2013 and to determine the remuneration of the auditor pursuant to the agreement to be executed with the auditor.

 

Tabulation of votes:

 

In favour:               29,850,653 votes                   100% of the votes represented at the annual General Meeting

Against:                 0 votes                                  0% of the votes represented at the annual General Meeting

Impartial:               300 votes                               0% of the votes represented at the annual General Meeting

Did not vote:          0 votes                                   0% of the votes represented at the annual General Meeting

Invalid:                  0 votes                                   0% of the votes represented at the annual General Meeting

 

 

The resolutions were adopted at the annual General Meeting following the procedure for passing of resolutions set forth in laws and in the Articles of Association of AS Premia Foods.

         Additional information:
         Katre Kõvask
         AS Premia Foods
         Chairman of the Management Board
         T: 6 033 800
         katre.kovask@premia.ee
         www.premiafoods.eu