Baltika is on the opinion that the court case in question is in the middle of the proceedings - the referred decision is not made in favour of any party and therefore this mid-term decision does not influence the price of the shares.
Baltika informed the shareholders on 18.09.2012 that Clearstream Banking S.A. filed an action to court against AS Baltika and contested the decision made on 20.04.2012 by the ordinary general meeting of shareholders under item 4 on the agenda. Clearstream Banking AS was on the opinion that the decision of AS Baltika to issue the convertible bonds and to increase conditionally the share capital was not made, or alternatively, the decision was void.
On 11.06.2014 the Supreme Court ruled that the decision was duly made on 20.04.2012 by the ordinary general meeting of shareholders under item 4 and the decision is not void. Clearstream Banking S.A. filed during the proceedings alternatively also the claim to invalidate the decision, which claim the county court and district court did not satisfied due to the expiry of the term for filing such claim. The Supreme Court did not agree with this position and sent the claim to invalidate the decision of the general meeting of shareholders back to the district court to be examined by the content. The Supreme Court ruled that the district court has to weigh thereof the interests of the company and a shareholder in order to find out whether the exclusion of the pre-emptive right to subscribe the convertible bonds by shareholders was grounded.
Maigi Pärnik
Member of the Management Board
maigi.parnik@baltikagroup.com