Last update: 28.11.2024 21:39 (GMT+2)

HAE: RESOLUTIONS OF ANNUAL GENERAL MEETING

15.04.2002, Harju Elekter Group, TLN

Harju Elekter NEWS RELEASE 04/15/2002

RESOLUTIONS OF ANNUAL GENERAL MEETING

On 12 April 2002 starting at 10 a.m., the annual general meeting of the
shareholders of AS Harju Elekter was held at Keskväljak 12, Keila.
The general meeting was attended by 110 shareholders and their authorised
representatives who represented the total of 4,533,861 votes accounting
for 83.96% of the total votes.

The agenda of the general meeting was as follows:
1. approval of the annual report of AS Harju Elekter of 2001;
2. approval of the distribution of profits;
3. approval of the new version of the Articles of Association;
4. election of the members of the supervisory board;
5. appointment of auditors for 2002;
6. share option.

1. Approval of the annual report of AS Harju Elekter of 2001

The general meeting resolved:
1.1 to approve the annual report of AS Harju Elekter of 2001, prepared
by the management board and approved by the supervisory board, according
to which the consolidated balance sheet total of AS Harju Elekter was
176,563,352 kroons as of 31.12.2001, incl. the balance sheet total of
159,077,642 kroons of the parent undertaking, while the net profit of
the financial year was 20,741,811 kroons.

The number of the votes given in favour of the resolution was 4,510,747,
which accounted for 99.49% of the registered participants.

2. Approval of the distribution of profits

The general meeting resolved:
2.1 to approve the profit distribution proposal of AS Harju Elekter of 2001
as presented by the management board and as approved by the supervisory
board as follows:

net profit of the financial year 20,741,811
to allocate to the legal reserve 2,090,000
to increase the retained profits 18,651,811
net dividends on account of the retained profits of 1994-1999* 7,560,000
balance of the retained profits after the distribution of profits 55,253,302

The dividends will be paid out as 1.40 kroons per share according to the
nominal values of the shares held by the shareholders on account of the
retained profits of 1994-1999.
The dividends will be paid to the shareholders within one month of this
meeting by a transfer to the bank account of the shareholder.
*The list of the shareholders for the payment of dividends will be completed
as of 8 a.m. of 30 April 2002.

The number of the votes given in favour of the resolution was 4,511,785,
which accounted for 99.51% of the registered participants.

3. Approval of the new version of the Articles of Association

The general meeting resolved:
3.1 to introduce amendments to the Articles of Association of AS Harju
Elekter and to approve the new version of the Articles of the Association.

The number of the votes given in favour of the resolution was 4,500,628,
which accounted for 99.27% of the registered participants.

4. Election of the members of the supervisory board

The general meeting resolved:
4.1 in relation to the termination of the three-year election period of
the members of the supervisory board, to appoint the supervisory board
of AS Harju Elekter as consisting of five members for the next five years.

The number of the votes given in favour of the resolution was 4,487,701,
which accounted for 98.98% of the registered participants;

4.2 to elect Endel Palla, ID code 34106190276, of Tallinn, as the Chairman
of the supervisory board of AS Harju Elekter.

The number of the votes given in favour of the resolution was 4,502,440,
which accounted for 99.31% of the registered participants;

4.3 to elect Ain Kabal, ID code 36206100231, of Harku rural municipality,
Harjumaa, as a member of the supervisory board of AS Harju Elekter.

The number of the votes given in favour of the resolution was 4,500,364,
which accounted for 99.26% of the registered participants;

4.4 to elect Lembit Kirsme, ID code 34101010222, of Tallinn, as a member
of the supervisory board of AS Harju Elekter.

The number of the votes given in favour of the resolution was 4,497,604,
which accounted for 99.20% of the registered participants;

4.5 to elect Madis Talgre, ID code 36004176533, of Saku rural municipality,
Harjumaa, as a member of the supervisory board of AS Harju Elekter.

The number of the votes given in favour of the resolution was 4,463,227,
which accounted for 98.44% of the registered participants;

4.6 to elect Triinu Tombak, ID code 47101070252, of Tallinn, as a member
of the supervisory board of AS Harju Elekter.

The number of the votes given in favour of the resolution was 4,453,559,
which accounted for 98.23% of the registered participants;

4.7 to determine the remuneration of the members and Chairman of the
supervisory board in the former amount. The bonus system applicable
in the public limited company Harju Elekter should be applied to the
full-time Chairman of the supervisory board.

The number of the votes given in favour of the resolution was 4,498,538,
which accounted for 99.22% of the registered participants.

5. Appointment of auditors for 2002

The general meeting resolved:
5.1 to appoint AS KPMG Estonia, entered in the list of the auditors, to
perform the audit of AS Harju Elekter of 2002;

5.2 the auditor will be remunerated according to the price list of
AS KPMG Estonia and adhering to the economic activities budget, approved
by the supervisory board of AS Harju Elekter.

6. Share option

The general meeting resolved:
6.1 to extend the term of the share option, approved by the resolution
of the general meeting of AS Harju Elekter of 27 April 2000, by two years
until 30.09.2004.


Andres Allikmäe
Chairman of Management Board
+372 67 47 400


Moonika Vetevool
PR manager
+372 67 12 761

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