Decisions adopted in the Extraordinary General Meeting of Shareholders of AB Amber Grid

The following decisions were adopted in the Extraordinary General Meeting of Shareholders of AB Amber Grid on 30 April 2024:1. Regarding Annual Report of AB Amber Grid for 2023 The annual report of AB Amber Grid on the activities of the company for 2023 is taken into account (attached). 2. Regarding independent auditor's conclusion on AB Amber Grid financial statements and annual report for 2023 Independent auditor's report on AB Amber Grid 2023 set of financial...

AB Amber Grid, 30/04/2024 (informazione.it - comunicati stampa - economia)

The following decisions were adopted in the Extraordinary General Meeting of Shareholders of AB Amber Grid on 30 April 2024:

6.1 The Remuneration Policy of the new version of AB Amber Grid Chief Executive Officer and Board members are approved (attached).

6.2. The Chief Executive Officer of AB Amber Grid is authorized and obliged to publicly announce the approved Remuneration Policy as stipulated by the Law on Companies of the Republic of Lithuania.

7. Election of Board members

7.1. From 30 April 2024 to elect the candidates who received the most votes at the Company's General Meeting of Shareholders to the Board of AB Amber Grid for a term of 4 (four) years. Taking into account the recommendation of the Remuneration and Nomination Committee of UAB EPSO-G and the decision of the Selection Committee, the following Board members were elected:

1. Paulius Butkus was elected as a member of the Board of AB Amber Grid, nominated by the parent company UAB EPSO-G;

2. Darius Kašauskas was elected as a member of the Board of AB Amber Grid, nominated by the parent company UAB EPSO-G;

3. Karolis Švaikauskas was elected as a civil servant member of the Board of AB Amber Grid;

4. Peter Loof Helth was elected as an independent member of the Board of AB Amber Grid;

5. Alexander Paul Gudmund Feindt was elected as an independent member of the Board of AB Amber Grid.

7.2. The Chief Executive Officer of AB Amber Grid is authorized (with the right to sub-delegate) to notify the Register of Legal Entities of the Republic of Lithuania of the election of new members of the Board, to register the changed data in the Register of Legal Entities of the Republic of Lithuania and to perform all other related actions.

8. Regarding the determination of the conditions of the Board's activity

* SE – State Enterprise, SOE – State-owned Enterprise, ME – Municipal Enterprise, MOE – Municipally-owned Enterprise

9.3. To determine that in the event that a member of the Company's Board is elected as the Chairperson of the Company's Board or a member of the Company's Board is recalled/resigns from the position of Chairperson of the Board and/or a public servant is elected or recalled/resigns from the position of a member of the Board of another SE/SOE or ME /MOE in a collegial body, the remuneration of such a member of the Board of the Company is amended without a separate decision of the General Meeting of Shareholders of the Company, taking into account the amounts of remuneration of the members of the Board of the Company determined above by the decision of the General Meeting of Shareholders of the Company.

9.4. To amend the part of the decision of the Extraordinary General Meeting of Shareholders of the Company of 22 December 2022 "The determination of the amounts of remuneration for the members of the Board of AB Amber Grid and the determination of the budget for the Board for the year 2023 and the subsequent years" and to determine, taking into account the remuneration amounts to be paid to the Board Members of the Company, that:

9.4.1. total annual budget for the year 2024 for the remuneration of the Board Members of the Company and additional expenses of the Company intended to ensure the activities of the Board is 129 360 Eur;

9.4.2. as long as the amounts of remuneration of the Board Members and the principles of determining the remuneration of the Board Members set out in points 10.2 and 10.3 of this decision are in force, the budget of the Company's Board activity for the relevant year is determined and/or changed automatically (without the adoption of separate decisions of the General Shareholders' Meeting), taking into account the requirements of such budgeting and (or) at the time of the change, the positions held by the Board Members of the Company who meet the criteria set out in the Remuneration Guidelines and, accordingly, the amounts of remuneration to be paid according to them, as well as additional costs intended to ensure the regulation of the Board's activities, if the Company does not apply for a change in the size of the budget for the activities of the Board.

10.1. The new AB Amber Grid Articles of Association are approved (attached).

10.2. The Chief Executive Officer of AB Amber Grid (with the right to sub-delegate) is authorized to sign the amended Articles of Association in accordance with the procedure established by legal acts and to register them in the Register of Legal Entities of the Republic of Lithuania, to submit and collect documents, to perform all necessary actions related to the implementation of this decision of the General Meeting of Shareholders.

ANNEXES:

More information:
Laura Šebekienė, Head of Communications of Amber Grid,
+370 699 61 246, l.sebekiene@ambergrid.lt

Attachments