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| POLISH FINANCIAL SUPERVISION AUTHORITY | |
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| | | UNI - EN REPORT No | 7 | / | 2018 |
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| Date of issue: | 2018-04-30 | | | | | | | | |
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| Short name of the issuer | | | | | | | |
| AVIA SOLUTIONS GROUP AB | |
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| Subject | | | | | | | | | | |
| Notice on the decisions adopted by the Annual General Meeting of Shareholders of Avia Solutions Group AB | |
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| Official market - legal basis | | | | | | |
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| Unofficial market - legal basis | | | | | |
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| Contents of the report: | | | | | | | | |
| AB Avia Solutions Group , code 302541648, registered address at Smolensko g. 10, Vilnius, Lithuania (the Company), the authorized capital of which amounts to EUR 2 255 555,33 and is divided into 7 777 777 ordinary registered shares (ISIN code of the Company s shares is LT0000128381) with the par value of EUR 0,29 per share entitling to 7 777 777 votes at the shareholders meeting, on 30 April 2018 convened the Annual General Meeting of Shareholders (the Meeting).
Shareholders collectively holding 4 196 090 of the Company s shares (4 196 090 of the votes respectively) which represent 53,95 percent of the total issued share capital of the Company participated and voted in the Meeting (the Participating Shareholders). 4 196 090 of the Participating Shareholders participated by providing the filled-in general voting ballots. None of the ballots was invalid.
The quorum at the Meeting was present.
No voting rights transfer agreements and powers of attorney were submitted. None of the shareholders has requested a detailed report on the Meeting s voting results pursuant to Article 22 (4) of the Law on Companies of the Republic of Lithuania.
The Participating Shareholders at the Meeting adopted the following resolutions:
Resolution 1: Announcement of the Consolidated Annual Report of the Company for the year ended 31 December 2017.
Resolved: The Consolidated Annual Report of the Company for the year ended 31 December 2017 had been taken for information (Annex No 1). The decision on this topic of the agenda shall not be adopted.
Resolution 2: Approval of the Audited Annual Financial Statements of the Company and the Audited Consolidated Annual Financial Statements of the Group for the year ended 31 December 2017.
Resolved: To approve the Audited Annual Financial Statements of the Company and the Audited Consolidated Annual Financial Statements of the Group for the year ended 31 December 2017 (Annex No 2).
Resolution 3: Distribution of profit (loss) of the Company for the year ended 31 December 2017.
Resolved: To distribute the profit (loss) of the Company for the year ended 31 December 2017 according to the draft distribution of the profit (loss) (Annex No 3).
Resolution 4: Election of the Company s auditor and approval of conditions of payment for the audit services for the years 2018 and 2019.
Resolved: To elect PricewaterhouseCoopers UAB, legal entity s code 111473315, registered address at J. Jasinskio st. 16B, Vilnius, the Republic of Lithuania, as the Company s audit firm for the years 2018 and 2019 and to establish the conditions on payment as follows: EUR 180 000 (one hundred eighty thousand euro) (without VAT) for the audit services for 1 (one) year. The audit services shall comprise the audit of the annual stand-alone and consolidated financial statements of the Company for the years 2018 and 2019, and assessment of the consolidated annual report of the Company for the years 2018 and 2019.
Resolution 5: Election of the members of the Supervisory Council of the Company.
Resolved:
- To recall members of the Supervisory Council of the Company regarding the expiry of the term of tenure of the Supervisory Council;
- To elect the new members of the Supervisory Council of the Company for the new tenure of the Supervisory Council: Mr Vladas Bagavičius, Mr Tadas Goberis and Ms Karolina Savickait .
Resolution 6: Granting of authorisations to the General Manager of the Company.
Resolved: To authorise (with the power to delegate) the General Manager of the Company to sign all and any documents and execute all and any actions in order to register the newly elected members of the Supervisory Council of the Company with the Register of Legal Entities of the Republic of Lithuania.
Distribution of votes of the Participating Shareholders holding over 5 percent of votes at the Meeting is presented in Annex No 4.
Annexes:
1. Consolidated Annual Report of AB Avia Solutions Group for the year ended 31 December 2017;
2. Independent Auditor s Report, Separate and Consolidated Financial Statements of AB Avia Solutions Group for the year ended 31 December 2017;
3. Draft of profit (loss) allocation of AB Avia Solutions Group for the year ended 31 December 2017.
4. Distribution of votes of the Participating Shareholders holding over 5 percent of votes at the Meeting.
Source of information: Warsaw Stock Exchange
AB Avia Solutions Group
Chief Financial Officer
Aurimas Sanikovas
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| Annexes | | | | | | | | | | |
| File | Description | |
| 1 Annex. ASG-GROUP-annual-report-2017-SIGNED.PDF | 1 Annex. Consolidated Annual Report of AB Avia Solutions Group for the year ended 31 December 2017 | |
| 2 Annex. ASG-GROUP-FS-2017-SIGNED.PDF | 2 Annex. Independent Auditor s Report, Separate and Consolidated Financial Statements of AB Avia Solutions Group for the year ended 31 December 2017 | |
| 3 Annex. Allocation-of-ASG-profit-for-2017-draft.pdf | 3 Annex. Draft of profit (loss) allocation of AB Avia Solutions Group for the year ended 31 December 2017 | |
| 4 Annex. Distribution of votes_GSM.pdf | 4 Annex. Distribution of votes of the Participating Shareholders holding over 5 percent of votes at the Meeting | |
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| | AVIA SOLUTIONS GROUP AB | | |
| | (fullname of the issuer) | | |
| | AVIA SOLUTIONS GROUP AB | | Usługi inne (uin) | | |
| | (short name of the issuer) | | (sector according to clasification
of the WSE in Warsow) | | |
| | LT-30201 | | Wilno | | |
| | (post code) | | (city) | | |
| | Smolensko | | 10 | | |
| | (street) | | (number) | | |
| | +370 5 252 5500 | | +370 5 252 5501 | | |
| | (phone number) | | | (fax) | | |
| | info@aviasg.com | | www.aviasg.com | | |
| | (e-mail) | | | (web site) | | |
| | LT00005619918 | | 302541648 | | |
| | (NIP) | | | (REGON) | | |
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SIGNATURE OF PERSONS REPRESENTING THE COMPANY | |
| Date | Name | Position / Function | Signature | |
| 2018-04-30 | Daiva Sitoniene | Financial Reporting Manager | | |
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