The Management
The list of shareholders who have the right to vote will be established 7 days prior to the general meeting, i.e. at the end of the working day of the settlement system of Nasdaq CSD Eesti on
The agenda for the Annual General Meeting has been approved by the
1. Approval of the 2019 Annual Report
Supervisory Council’s proposal:
To approve the 2019 Annual Report including the balance sheet total in the amount of €262,855,000 (two hundred and sixty-two million eight hundred and fifty-five thousand) and net profit in the amount of €27,760,000 (twenty-seven million seven hundred and sixty thousand).
2. Distribution of profit
Supervisory Council’s proposal:
The net profit of the Company in 2019 is €27,760,000 (twenty-seven million seven hundred and sixty thousand). To distribute €20,000,600 (twenty million and six hundred) of AS Tallinna Vesi’s retained earnings of €77,512,000 (seventy-seven million five hundred and twelve thousand) as of 31/12/2019, incl. from the net profit of €27,760,000 (twenty-seven million seven hundred and sixty thousand) for the year 2019, as dividends, of which €1 (one) per share shall be paid to the owners of A-shares and €600 (six hundred) per share shall be paid to the owner of the B-share.
Remaining retained earnings will remain undistributed and allocations from the net profit will not be made to the reserve capital.
Based on the dividend proposal made by the Management Board, the Council proposes to the general meeting to decide to pay the dividends out to the shareholders on
3. Extension of the terms of
3.1. Extension of Mrs Katrin Kendra’s’ term as a
Supervisory Council’s proposal:
To extend Mrs Katrin Kendra’s term as a
3.2. Extension of Mr Simon Roger Gardiner’s term as a
Supervisory Council’s proposal:
To extend Mr Simon Roger Gardiner’s term as a
3.3. Extension of Mr Martin Padley’s term as a
Supervisory Council’s proposal:
To extend Mr Martin Padley’s term as a
4. Election of the Auditor
Supervisory Council’s proposal:
To appoint AS PricewaterhouseCoopers as the auditor for the financial year of 2020. To pay the fee to the auditor as per the contract to be entered into with the auditor.
5. CEO Update
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Measures taken in the emergency situation
Due to the emergency situation declared in the
To minimise the risk of spread of infection, no coffee or refreshments are provided to the participants.
If you deem it important to participate in the general meeting in person, please notify us definitely of your intention by e-mail to eliis.randver@tvesi.ee by
Accepting additional items to the agenda of the General Meeting
Shareholders, whose shareholding represents at least 1/20 of the share capital, may request for additional items to be added to the agenda of the general meeting if the relevant request is submitted in writing no later than 15 days prior to the general meeting, i.e. by
Requesting information from the Management Board and background information
After the agenda items of the general meeting, including any additional items, have been exhausted, the shareholders may inquire information about the Company’s activities from the Management Board in accordance with the procedure published on the Company’s website at www.tallinnavesi.ee. Shareholders have the right to request information from the Company’s Management Board also by e-mail sending their questions before the general meeting. Background information about the agenda, the 2019 Annual Report of AS Tallinna Vesi, the
The Company’s 2019 Annual Report, Supervisory Council’s report and the Auditor’s report are also available on Nasdaq Baltic’s website http://www.nasdaqbaltic.com.
Please e-mail the questions about the Annual General Meeting of Shareholders, its agenda, electronic voting or the appointment of a shareholder representative to Mrs. Eliis Randver, Head of Customer Relations and Communication of the Company (e-mail address: eliis.randver@tvesi.ee, telephone: +372 62 62 275). The questions, answers and minutes of the general meeting will be published on the Company’s website. Written notices of appointing shareholder representatives or of withdrawal of authorizations of representatives can also be sent to the above e-mail address no later than during the working day preceding the general meeting, i.e. on
Appointing a proxy
We ask everybody, who are going to appoint a proxy for themselves, inform us about their intent by
Procedure and Instructions for electronic voting
According to the clause 6.2.9 of the Articles of
(i) The voting can be done as from the publication of the notice of the general meeting until 17:00 ((GMT+3) on
(ii) The voting ballot prepared for electronic voting is available on AS Tallinna Vesi’s website under the section “Form of Voting Ballot for Electronic Voting”;
(iii) For electronic voting, a shareholder shall fill out the ballot in accordance with the instructions therein, shall sign it digitally (using ID-card, digi-ID or Mobiil-ID) and shall e-mail the digitally signed ballot to the e-mail address tvesi@tvesi.ee;
(iv) The shareholder, who has voted using electronic means, shall be deemed as having participated in the general meeting and his/her votes represented by shares shall be counted in the quorum of the general meeting.
Registration to the general meeting
Registration of the shareholders, who wish to participate in the general meeting in person, will start at 08.00 (GMT+3) on
The notice of calling the general meeting will be published in the daily newspaper Eesti Päevaleht on 6/05/2020.
AS Tallinna Vesi reserves the right to cancel the general meeting if holding the meeting does not appear to be reasonably possible due to the emergency situation, either because of the number of participants or for other reasons.
Eliis Randver
Head of Customer Relations and Communication
Tallinna Vesi
(+372) 626 2275
Eliis.randver@tvesi.ee
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