Last update: 30.11.2024 18:25 (GMT+2)

TFA: ABOUT SHAREHOLDERS' EGM

30.07.2003, Tallinna Farmaatsiatehas, TLN

Tallinna Farmaatsiatehas NEWS RELEASE 07/30/2003

ABOUT SHAREHOLDERS' EGM

Additional information regarding extraordinary meeting of Tallinn
Pharmaceutical Plant shareholders held on July 25, 2003

1. Strategic development of Tallinn Pharmaceutical Company in the future.

Tallinn Pharmaceutical Company is the company which in long-term perspective
specializes in manufacturing of ointment in concern frames. Company shall
organize the manufacturing according to all international standards (GMP).
In July 2003 Tallinn Pharmaceutical Company got manufacturing license for
ointments for 5 years. The main purpose of company in frames of concern is to
rise the sales value and profitability. Purpose is to gain sales turnover of
year 2002 for the year 2005 in sales of ointments.

2. Amendments to the Concern Agreement

As of 21 July 2003, Public JSC Grindeks and JSC Tallinn Pharmaceutical Plant
(TPP) concluded amendments to the existing Group of Companies Agreement
(Concern Agreement). These amendments gained approval at the TTP shareholders
meeting on 25 July 2003. The respective agreement specifies the relationships
between Grindeks as a parent company and TPP as a daughter company.

Accordingly, the amended Agreement plays substantial role in establishing the
criteria for an integrated system of finances, marketing and sales structure
for both companies. In order to enhance successful future development for TPP
and to optimize the costs within the concern, Grindeks takes over the
functions and related costs of sales and marketing for the TPP product.

This ensures further integration of TPP with Grindeks, providing greater
development potential for TPP in the future.

3. Amendments to the License Agreement.

As of 21 July 2003, amendments to the existing License Agreement between
Public JSC Grindeks and TPP have been contracted. The amendments were
approved at the TPP shareholders meeting on 25 July 2003.

According to the respective amendments to the License Agreement, Public JSC
Grindeks assumes all external financial liabilities of TPP amounting to 27
mill EEK. Following the transfer of the liabilities Grindeks will stop paying
the fixed commission for the production of tablets as provided by the
Agreement before.

The amount that would have been received by TPP for the production of
tablets, if the agreement were not amended, would not cover respective loan
payments due for the next two years, and the balance would only be reached in
2007. Accordingly, the new provisions of the License Agreement will improve
the TPP cash flow, allowing investments aimed at the company’s development.


4. Election of new members of Supervisory Board

Shareholders decided.to elect Kirovs Lipmans, personal code 051140-11828,
residing in Riga, Latvia, a new member of the Supervisory Board of Tallinna
Farmaatsiatehase AS since 25.07.2003.

K.Lipmans has born in Liepaja, Latvia in November 5, 1940.

Education:
1969 Leningrad´s Institute of the Railage engineering,
Faculty of Economics, speciality - economist.
1994 Commerce Education Centre of St.Petersburg,
business courses, Management of Marketing,
Business Management
Work Experience:
From 2002 - Advisor of Holding Company Grindeks
From 2002 - President of Holding Company Kalceks
1996-2002 President of Holding Company Liepajas Metalurgs
1991-1996 General Director of RKF Liplat Ltd
1989-1991 General Director of VEF-Radio

Social activities: President of the Latvian Ice Hockey Federation

Shareholders decided to elect Vitalijs Gavrilovs, personal code 210147-11827,
residing in Riga, Latvia, a new member of the Supervisory Board of Tallinna
Farmaatsiatehase AS since 25.07.2003.

V.Gavrilovs has born in Tartu district, Estonia in January 21, 1947.

Education:
1993-1994 University of Latvia, master degree in Economics
1970-1973 Riga Technical University, Bachelor degree in
Economics
1964-1969 Riga Technical University ,Bachelor`s degree in
Mechanical Engineering

Current position:
A/S Aldaris (Brewery), Chairman of the Board, President since 1985
Social activities:
President of Latvian Employers´ Confederation, Vice-President of
Latvian Brewers´ Association, Chairman of Board of Latvian Beer
and Soft Drinks´Tara Users Association, Council Member of
Hansabanka Latvia, Board Member of Institute of Latvia
Council Member of Three Stars´Award of Republic of Latvia

Members of the TPC Supervisory Board have elected Kirovs Lipmans as the
Chairperson of TPC Supervisory Board.


Ibraim Muhtsi
CEO
+372 6120201

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