FAKTO

ANNOUNCEMENT

 

RESOLUTIONS OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

 

Annual general meeting of AS Fakto shareholders was held on 

28.03.2000, beginning at 16:00. 

21 shareholders attended the meeting, representing a total of 

1,618,201 shares or 98.1% share capital.

The AGM was chaired by AS Fakto Management Board chairman Mr. Toivo 

Urva; meeting minutes were recorded by Ms. Eve Ilves. Mr. Indrek 

Vilde chaired the vote casting commission.

 

Mr. Leho Siimsen (Supervisory Board chairman) and Optiva Pank made 

a proposal to the Management Board to change the meeting agenda and 

add the following items:

1. Recall of Supervisory Board member; election of new Supervisory 

Board member.  

2. Address from Mr. Leho Siimsen (Supervisory Board chairman).

 

Resolution No. 1.

Approve the agenda of annual general meeting of AS Fakto 

shareholders as follows:

 

AGENDA

 

1. Recall of Supervisory Board member; election of new Supervisory 

Board member.

2. 1999 annual report (address from AS Fakto Management Board 

chairman), decision to adopt the annual report

3. Profit allocation decision

4. Appointment of auditor for financial year 2000, remuneration of 

auditor

5. Address from Mr. Leho Siimsen.

 

Resolution No. 2.

To recall Mr. Raivo Kolk from AS Fakto Supervisory Board. 

To elect Mr. Alar Kiilmaa the new member of AS Fakto Supervisory 

Board.

 

Management Board chairman: 

AS Fakto Management Board chairman evaluated the financial results 

of AS Fakto in year 1999 satisfactory. Lower profit was mainly due 

to decreased sales in Estonia and Baltic states.

Management Board presented to AGM the profit forecast for year 

2000. 

AS Fakto forecasts the company's net sales in year 2000 at EEK 333 

million and net profit at EEK 1.8 million.

 

Resolution No. 3.		 		 		 		 		 		 		 		 		 

Adopt 1999 annual report (balance sheet volume EEK 76,307,195 and 

net profit EEK 819,751), management report and auditor's report.

 

Resolution No. 4.

AGM approved the Management Board's profit allocation proposal as 

follows:

AS Fakto 1999 net profit EEK 819,751:

To mandatory reserve account: EEK 40,988;

Pay in dividends: EEK 165,006.30 (EEK 0.1 per share);

The remaining share of profit in the amount of EEK 9,780,501 (incl. 

retained earnings) will not be allocated. Balance of retained 

earnings will be reduced by the amount of income tax due on 

dividends, to be calculated in accordance with the shareholders' 

structure on the date of fixation of shareholders' list. 

Shareholders registered in AS Fakto shareholders' list as of 

07.04.2000 are entitled for dividends. 

Dividend payments will be made on 12.04.2000 to shareholders' 

current accounts connected with their securities accounts, based on 

the respective order issued by AS Fakto.

 

Resolution No. 5.

- to ask T.VILLEMSI Audiitorbüroo to audit AS Fakto financial 

reports in year 2000. 

- to remunerate the auditors in accordance with the price list of 

T.VILLEMSI Audiitorbüroo. 

 

Address by AS Fakto Supervisory Board chairman:

AS Fakto Supervisory Board chairman Mr. Leho Siimsen emphasized 

that last year was difficult for companies in car sales business. 

Negative effects from years 1997 and 1998 impacted the 

overall economy in 1999, changing substantially the clients' 

preferences and thus increasing the popularity of cheaper cars with 

smaller cubature.

 

Meeting ended at 17:45

 

 

Toivo Urva

Chairman of Management Board

+372 6 389 222