Adoption of resolutions of shareholders of AS Tallinna Vesi without convening an extraordinaly general meeting
21 Dicembre 2021 - 4:03PM
Adoption of resolutions of shareholders of AS Tallinna Vesi without
convening an extraordinaly general meeting
The Management Board of
AKTSIASELTS TALLINNA VESI (registry code 10257326,
address Ädala 10, 10614 Tallinn) (hereinafter also the „Company")
introduces to the shareholders the draft resolutions for
adoption without convening an extraordinary meeting in accordance
with § 2991 of the Commercial Code.
Shareholders are invited to vote on the
draft resolutions provided below by filling in the ballot on the
website of the Company www.tallinnavesi.ee and send the votes along
with the documents certifying the right of representation, listed
below, to the Management Board of the Company no later
than 09:00 (here
and hereafter Estonian time) on
Thursday,
13 January
2022. For
sending the ballot and the documents certifying the right of
representation listed below, we ask to choose a method, which
ensures the arrival thereof by the above deadline. If a shareholder
fails to notify by the above deadline whether he/she votes against
or in favour of the resolution, the shareholder shall be deemed to
have voted against the resolution.
The list of shareholders entitled to vote on the
adoption of resolutions will be established 7 days prior to the
deadline set for voting, i.e. at the end of the working day of the
settlement system of Nasdaq CSD Eesti on 6 January 2022.
The proposals of the Management Board,
as approved by the Supervisory Council, for the resolutions to be
adopted are as follows:
1. Recalling of Supervisory Council member
1.1. Recalling
of Ms Katrin Kendra from the
Supervisory Council
To recall Ms Katrin Kendra from the Supervisory
Council of the Company. The term of Ms Katrin Kendra shall expire
on 13 January 2022.
2. Election of Supervisory Council
member
2.1. Election
of Mr Silver Tamm as a
Supervisory Council member
To elect Mr Silver Tamm as a member of the
Supervisory Council of the Company from 14 January 2022 for the
term set out in the Articles of Association of the Company.
Requesting information from the
Management Board and background information
Shareholders are entitled to request information
from the Company’s Management Board by e-mail sending their
requests no later than 23.59 on 11 January 2022. Background
information about the candidate for the position of Supervisory
Council member is published on the website of AS Tallinna Vesi
www.tallinnavesi.ee. The website also provides an overview of
documents that the authorised representative of a shareholder are
required to submit to the Company along with the resolutions.
Please e-mail the questions relating the
resolutions of shareholders, the appointment of a shareholder
representative and voting to Ms. Laura Korjus, Head of
Communications of the Company (e-mail:
laura.korjus@tvesi.ee, telephone: +372 62 62 271) no later than
23:59 on 11 January 2022.
The questions, answers, resolutions and full
minutes will be published on the website of As Tallinna Vesi.
Appointing a proxy
We ask everybody, who are going to appoint a
proxy for themselves, e-mail the digitally signed proxies to
tvesi@tvesi.ee. In the absence of the opportunity for a digital
signature, please e-mail a scanned copy of the signed proxy to
tvesi@tvesi.ee and send the original signed proxy by post to the
Company at: Ädala Str 10, 10614 Tallinn, Estonia. If the proxy
bears a handwritten signature, we request that the copy of the
identification document of the person delegating the authority,
displaying the person’s specimen signature, be added. The
proxy form is available on AS Tallinna Vesi’s website
“Investor->Adoption of Shareholders’
Resolutions->[…]->Identification documents required”.
Requirements for proving the
authorisation to represent a shareholder
Along with the ballot and the proxy, we request
a representative of a shareholder to present a copy of a valid
identity document. In the case of legal persons, we request an
excerpt of the valid registry card be added to the ballot. From a
shareholder being a natural person we request a copy of the
identification document of the person, displaying the person’s
specimen signature along with he voting ballot unless the voting
ballot is signed digitally. Each document issued by a foreign
country’s official must be either legalized or authenticated with a
document certificate apostille and have a notarised translation
into Estonian attached. We request that the scanned copies of the
documents listed above be e-mailed to tvesi@tvesi.ee and the
original copies of the documents be sent by post to the Company at:
Ädala Str 10, 10614 Tallinn, Estonia with the delivery on 13
January 2022 at 9:00 at the latest.
Requirements for the signing and sending
the ballot
A shareholder shall sign the ballot either
electronically or by a handwritten signature. The shareholder shall
e-mail the electronically signed ballot or a scanned copy of the
ballot with a handwritten signature to the e-mail address:
tvesi@tvesi.ee by the date given above. We also request the ballot
with the original handwritten signature to be sent by post to the
Company’s address at: Ädala Str 10, 10614 Tallinn, Estonia with the
delivery on 13 January 2022 at 9:00 at the latest.
The notice of adoption of resolutions of
shareholders of AS Tallinna Vesi without convening an extraordinary
general meeting will be published in the daily newspaper Eesti
Päevaleht on 22 December 2021.
The resolutions adopted by shareholders shall be
disclosed as a stock announcement and on the website of the Company
no later than 13 January 2022. The full minutes will be made
available after 7 days from the due date established for
shareholders to submit their positions.
Laura KorjusAS Tallinna VesiHead of Communications(+372) 62 62
271laura.korjus@tvesi.ee
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