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Resolutions of annual shareholders’ meeting of JSC “Ventspils nafta” held on April 27, 2015

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Resolutions of annual shareholders’ meeting of JSC “Ventspils nafta” held on April 27, 2015

april 27, 2015 / Ventspils nafta

1. Approval of annual reports for 2014

1) To take notice of the Report of the Supervisory Council of joint stock company “Ventspils nafta” and the report of the Audit Committee, as well as the Corporate Governance Report for 2014.

2) To approve the annual report of joint stock company “Ventspils nafta” for 2014, which has been prepared in accordance with the International Financial Reporting Standards (in Appendix No. ___).

3) To approve the consolidated annual report of joint stock company “Ventspils nafta” for 2014, which has been prepared in accordance with the International Financial Reporting Standards (in Appendix No.___).

4) To cover losses of joint stock company “Ventspils nafta” (parent company) of 2014 in the amount of EUR 5 284 841 (five million two hundred eighty four thousand eight hundred forty one euro) from retained earnings of previous years.

Voting results:  decision is taken with the required majority of votes.

 

2. Election of an auditor for audit of the annual reports for 2015 

1) To elect auditing firm “KPMG Baltics” Ltd (commercial enterprise license No.55) as the auditor of the annual report and consolidated annual report of joint stock company “Ventspils nafta” for 2015.

2) To assign the Management Board of joint stock company “Ventspils nafta” to conclude an agreement with “KPMG Baltics” Ltd on audit of the annual reports of joint stock company for 2015, by fixing a remuneration up to the amount of EUR 20 000 (twenty thousand euro), excluding value added tax.

Voting results:  decision is taken with the required majority of votes.

 

3. Election of the Supervisory Council 

1) To dismiss the following persons from the position of member of the Supervisory Council of joint stock company “Ventspils nafta” as from April 27, 2015: Vladimir Egger, Rubil Yilmaz, Simon Boddy, Andrea Clare Schlaepfer, Varvara Maximova, Yulia Vereschagina, Rudolf Meroni, David Guy Anstis, Jānis Berķis, Nauris Berķis and Ivars Bērziņš.

2) To elect the Supervisory Council of joint stock company “Ventspils nafta” for a period of three years in the following composition, by fixing the beginning of term of office as from April 27, 2015:

  1. Vladimir Egger, 
  2. Rubil Yilmaz, 
  3. Andrea Clare Schlaepfer, 
  4. Varvara Maximova, 
  5. Olga Kurenkova,
  6. Dmitrij Yudin,
  7. Rudolf Meroni,
  8. David Guy Anstis,
  9. Jānis Berķis,
  10. Nauris Berķis,
  11. Ivars Bērziņš 

Voting results:  decision is taken with by dividing votes.

3) To assign Vladimir Egger to convene the first meeting of the newly elected Supervisory Council of joint stock company “Ventspils nafta”, to notify the members of the Supervisory Council about the time and venue of the Supervisory Council meeting, to fix the agenda of the first meeting of the newly elected Supervisory Council of joint stock company “Ventspils nafta”, to open the Supervisory Council meeting, as well as to take other necessary actions in relation to convening and holding the first meeting of the newly elected Supervisory Council of joint stock company “Ventspils nafta”.

4) To fix the annual remuneration fund for the Supervisory Council members for fulfilment of duties of members of the Supervisory Council of joint stock company “Ventspils nafta” in the amount of EUR 0.00 (zero euro).

Voting results:  decision is taken with the required majority of votes.

 

4. Elections of the Audit Committee and determination of the remuneration for the Audit Committee 

1) To elect the following persons as members of the Audit Committee of joint stock company “Ventspils nafta” for 3 (three) years, fixing the beginning of term of duties as of November 6, 2015:

1. Lahsen Idiken, born [..], address: [..];

2. Nafiset Negouch, born [..], address: [..];

3. Jozef Hubertus Johannes Baardemans, born [..], address: [..].

2) To set the annual remuneration fund of the Audit Committee of joint stock company “Ventspils nafta” in the amount not exceeding EUR 10.000 (ten thousand euro), by authorising the Chairman of the Audit Committee to split the remuneration fund between members of the Audit Committee.

Voting results:  decision is taken with the required majority of votes. 

Newly elected member of the Supervisory Council Dmitry Yudin has worked for Belarussian Oil Company since 2009. In May 2014, he joined the Vitol Services B.V. (The Netherlands) Representative office. In December 2014, he joined the SIA “Vitol Baltics” and since then has continuously worked there as trader. Professional education: degree in Economy from Belarussian National Polytechnic University. Mr Dmitry Yudin does not own any shares of JSC “Ventspils nafta”. 

Management Board of joint stock company “Ventspils nafta”

 

 

Further information:

Elīna Dobulāne, Communications Consultant

JSC “Ventspils nafta”

Phone: +371 25959447

Email: elina.dobulane@vnafta.lv

www.vnafta.lv