Silvano Fashion Group
The resolutions of the Annual General Meeting of Aktsiaselts Silvano Fashion Group
Silvano Fashion Group / 28.06.2010 15:41 Dissemination of a Adhoc News, transmitted by DGAP - a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- The Annual General Meeting of Aktsiaselts Silvano Fashion Group (registry code: 10175491, address: Tulika 15/17, Tallinn 10613; hereinafter the Company) was held on 28 June 2010 in the 'Sigma' conference room of Reval Hotel Olümpia at the address: Liivalaia 33, 10118 Tallinn, Estonia. The general meeting started at 12:30 and ended at 13.40. The shares of the shareholders who attended the general meeting represented 23 471 423 votes, constituting 58,68 % of all votes represented by the shares of the Company. Therefore, the general meeting was competent to adopt resolutions. Resolutions of the general meeting: 1. Approval of the 2009 annual report The shareholders of the Company decided to approve the annual report of the Company for the financial year 1 January 2009 - 31 December 2009. 2. Distribution of profits The shareholders of the Company decided to cover the loss of the financial year 1 January 2009 - 31 December 2009 in the amount of EEK 38,616,000 (EUR 2,468,000) by the undistributed profit of previous periods and to distribute EEK 30,985,744 (EUR 1,980,350) as dividends from the Company's retained earnings as of 31.12.2009, of which EEK 0.78233 (EUR 0.05) per share shall be paid to the shareholders of the Company. To pay the dividends out to the shareholders on 21 September 2010 and to determine the list of shareholders entitled to receive dividends (the record date) on the basis of the share ledger as of 23.59 on 15 July 2010. 3. Appointment of the auditor The shareholders of the Company decided to appoint KPMG Baltics AS as the auditor of the Company for one (1) year (until the next annual general meeting) and to approve the remuneration of the auditor in accordance with the price offer of KPMG Baltics AS. 4. Approval of Sven Kunsing's resignation from the Supervisory Board The shareholders of the Company acknowledged Sven Kunsing's resignation from the supervisory board. 5. Electing new supervisory board member The shareholders of the Company decided to elect Ants Susi (date of birth: 30.05.1970, personal identification code: 37005300267, place of residence: Tallinn, Estonia) as the supervisory board member of the Company. Ants Susi has worked as a management board member of Estonian company OÜ Baltsped (registry code: 10347644) since 1997. OÜ Baltsped is providing international carrier transportation and freight forwarding services. He is a member of the supervisory board of aktsiaselts Esmar (registry code: 10029370) and a member of the management board of Osaühing Callada Invest (registry code: 11242120). In addition, he is a member of the management board of Latvian company Spedline SIA and Lithuanian company Spedline UAB. Ants Susi does not own any shares having voting rights in the Company. 6. Remuneration of supervisory board members The shareholders of the Company decided to approve EUR 1,000 as gross monthly remuneration for each supervisory board member starting from 1 July 2010 plus a gross financial year bonus for all the supervisory board members jointly in the amount of 2.5% from the dividend declared by the general meeting of the Company and paid out by the Company starting from the dividend based on 2010 results. 7. Change of bylaws The shareholders of the Company decided to approve the new bylaws of the Company. The new bylaws of the Company are attached to this release and will also be made available on the website of the Company www.silvanofashion.com. 8. Cancellation of own shares and reduction of share capital The shareholders of the Company decided to reduce the share capital of the Company by EEK 3,930,000 to EEK 396,070,000 by way of cancelling 393,000 A-shares owned by the Company. The share capital is reduced for the purpose of increasing the value of all the shares of the Company. The minutes of the Annual General Meeting of the Company shall be available on the Company's website www.silvanofashion.com as from 05.07.2010. Baiba Gegere Management board member of Aktsiaselts Silvano Fashion Group Tel: +375 172880770 E-mail: info@silvanofashion.com Location: Tulika 15/17, Tallinn 10613, Estonia. News Source: NASDAQ OMX 28.06.2010 Ad hoc announcement, Financial News and Media Release distributed by DGAP. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: English Company: Silvano Fashion Group Estonia Phone: Fax: E-mail: Internet: ISIN: EE3100001751 WKN: End of News DGAP News-Service ---------------------------------------------------------------------------
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