On 27 April 2017 held Annual General Meeting of Telia Lietuva, AB (hereinafter ‘the Company’ or ‘Telia Lietuva’) decided:
- To approve the audited annual consolidated and separate financial statements of the Company for the year 2016. The consolidated annual report of the Company for the year 2016, prepared by the Company, assessed by the auditors and approved by the Board, was presented to the shareholders.
- To allocate the Company’s profit for the year 2016 in line with the proposal for profit allocation as presented to the Annual General Meeting of Shareholders: to allocate from the Company’s distributable profit of EUR 68,057 thousand EUR 17,478 thousand for the payment of dividends for the year 2016, i.e. EUR 0.03 dividend per share, and carry forward to the next financial year an amount of EUR 50,578 thousand as retained earnings (undistributed profit). For two independent members to the Board – Inga Skisaker and Rolandas Viršilas – as tantiems (annual payment) for the year 2016 to allocate in total an amount of EUR 31,280, or EUR 15,640 each.
The Law on Companies of the Republic of Lithuania provides that dividends shall be paid to the shareholders who at the end of the tenth business day following the Annual General Meeting that adopts a decision on dividend payment (rights accounting day) will be on the Shareholders’ List of the Company, i.e. will be shareholders of Telia Lietuva, AB on 12 May 2017.
Following the Lithuanian Company Law the Company should pay dividends within the one month following the day on which the decision on profit distribution was adopted. The Company plans to pay out dividends for the year 2016 on 25 May 2017.
Following Lithuanian laws dividends paid to natural persons–residents of the Republic of Lithuania and natural persons–residents of foreign countries are subject to withholding Personal income tax of 15 per cent. Dividends paid to legal entities of the Republic of Lithuania and legal entities–residents of foreign countries are subject to withholding Corporate income tax of 15 per cent, unless otherwise provided for by the laws.
- To elect UAB Deloitte Lietuva as the Company’s audit enterprise to perform the audit of the annual consolidated and separate financial statements of the Company for the year 2017 and to assess the consolidated annual report of the Company for the year 2017. To authorize the CEO of the Company to conclude the agreement for audit services, establishing the payment for services as agreed between the parties but in any case not more than 110,000 (one hundred ten thousand) euro (VAT excluded) for the audit of the Company’s annual consolidated and separate financial statements for the year 2017 and the assessment of the consolidated annual report.
- To elect to the Board of the Company for the two-year term of the Board:
1) Ms. Henriette Wendt (proposed by Telia Company AB)
2) Mr. Stefan (Carl Demetrios) Block (proposed by Telia Company AB)
3) Mr. Claes (Johan Ingemar) Nycander (proposed by Telia Company AB)
4) Mr. Ole Stenkil (proposed by Telia Company AB)
5) Ms. Inga Skisaker (as independent member of the Board proposed by Telia Company AB)
6) Mr. Rolandas Viršilas (as independent member of the Board proposed by Telia Company AB)
Henriette Wendt (born in 1969) is Senior Vice President and Head of Lithuania, Estonia and Denmark (LED) cluster at Telia Company AB (Sweden). Education: ESSEC Business School Paris (France), Master’s degree in Business Administration, and Copenhagen Business School (Denmark), Bachelor's degree in Economics. She is not involved in activities of other entities. She has 8,500 shares of Telia Company AB (Sweden). She has no direct interest in the share capital of Telia Lietuva, AB.
Stefan (Carl Demetrios) Block (born in 1967) – member of the Board of Telia Lietuva, AB since 29 April 2014 (nominated by Telia Company AB), Chairman of the Audit Committee. Education – University of Stockholm (Sweden), Bachelor of Science in Business and Administration. Employment – Telia Company AB (Sweden), Chief Financial Officer of Lithuania, Estonia and Denmark (LED) cluster. Current Board Assignments: Telia Danmark A/S (Denmark), Chairman of the Board; Síminn Denmark A/S (Denmark), member of the Board; Telia Finance AB (Sweden), member of the Board; Telia Norge AS (Norway), member of the Board; LMT SIA (Latvia), member of the Supervisory Council; Telia Eesti AS (Estonia), member of the Supervisory Council. He has no direct interest in the share capital of Telia Lietuva, AB.
Claes (Johan Ingemar) Nycander (born in 1963) – member of the Board of Telia Lietuva, AB since 29 April 2014 (nominated by Telia Company AB), member of the Remuneration Committee. Education: Uppsala University (Sweden), Master of Business and Administration; Stanford University Palo Alto (U.S.A.), Master of Science in Electrical Engineering; Institute of Technology at University of Linköping (Sweden), Master of Science in Electrical Engineering and University of Linköping (Sweden), Bachelor of Science in Mathematics. Employment – Telia Company AB (Sweden), Vice President and Head of Special Projects & LED (Lithuania, Estonia, Denmark) Management at Group Service Operations. Current Board Assignments: TT Nätverket A/S (Denmark), Chairman of the Board; Systecon AB (Sweden), member of the Board; Svenska UMTS-Nät AB (Sweden), member of the Board; LMT SIA (Latvia), Chairman of Supervisory Council. He has no direct interest in the share capital of Telia Lietuva, AB.
Ole Stenkil (born in 1973) is Head of Legal for Lithuania, Estonia and Denmark (LED) cluster at Telia Company AB (Sweden); and Vice President and General Counsel for Telia Danmark (Denmark). Education: Copenhagen Business School, MBA in Executive Management; The Danish Bar & Law Society, Legal Professional Degree/Attorney; Århus University (Denmark), Master of Laws; Svendborg Business School (Denmark), Higher Commercial Examination Programme. Current Board assignments: Argon A/S (Denmark), member of the Board; DLG Tele I/S (Denmark), member of the Board; OCH A/S (Denmark), Chairman of the Board; Tilts Communications A/S (Denmark), member of the Board. He has no direct interest in the share capital of Telia Lietuva, AB.
Inga Skisaker (born in 1971) – member of the Board of Telia Lietuva, AB since 28 April 2011 (nominated as independent candidate by Telia Company AB), member of the Audit Committee. Education – Vilnius University (Lithuania), Master of International Business Administration. Employment – Nordea Bank AB Lithuania Branch (Sweden), General Manager and Head of Banking Baltic Countries. Current Board assignments: Baltic Management Institute (Lithuania), member of the Board, and Investors Forum (Lithuania), member of the Board. She has no direct interest in the share capital of Telia Lietuva, AB.
Rolandas Viršilas (born in 1963) – member of the Board of Telia Lietuva, AB since 25 April 2013 (nominated as independent candidate by Telia Company AB), member of the Remuneration Committee. Education – Vilnius University (Lithuania), Faculty of Mathematics, Master‘s degree. Employment: UAB Švyturys–Utenos Alus (Lithuania), Chief Executive Officer, and Carlsberg Baltic States, Chief Executive Officer. Current Board assignments: Lithuanian Brewers´ Guild (Lithuania), Chairman of the Council; VšĮ Užstato Sistemos Administratorius, member of the Board; Dayton Group Oy (Finland), member of the Board. He has 75,000 shares of Telia Lietuva, AB that accounts to 0.0129 per cent of the total number of the Company’s shares and votes.
Following provisions of The Governance Code for the Companies Listed on the Nasdaq Vilnius stock exchange all elected members of the Board are regarded as non-executive member of the Board, while Inga Skisaker and Rolandas Viršilas besides are regarded as independent members of the Board.
- To authorise the CEO of the Company to implement all above mentioned decisions, sign all the related documents and conclude all the transactions required for the implementation of the aforementioned decisions. The CEO of the Company shall be entitled to authorise any other person to perform the aforementioned actions and to sign the aforementioned documents.
ENCL.:
- Telia Lietuva, AB Consolidated and Separate Financial Statements, Consolidated Annual Report and Independent Auditor’s Report for the year ended 31 December 2016.
- Profit allocation for the year 2016.
- Curriculum Vitae of elected members of the Board.
Darius Džiaugys,
Head of Investor Relations,
tel. +370 5 236 7878
