AS EMV

ANNOUNCEMENT

30.04.99

 

RESOLUTIONS OF THE ANNUAL GENERAL MEETING OF AS EMV SHAREHOLDERS 

 

52 shareholders/representatives participated in the 29.04.1999 AGM of 

AS EMV, representing a total of 2 564 935 votes, which accounted for 

54.11% of total votes represented with shares. 

 

The annual general meeting of AS EMV shareholders resolved:

 

1. Approve the financial statements of AS EMV at balance sheet 

volume of 241 867 thousand EEK and loss of 1 550 thousand EEK, 

and 1998 consolidated annual report of EMV group at balance sheet 

volume of 270 841 thousand EEK and net profit of 183 thousand 

EEK.

2. Approve the Management Board’s proposal to cover the loss of AS 

EMV in 1998 financial year in the amount of 1 549 856 EEK on the 

account of retained earnings, and not to pay dividends to 

shareholders for the financial year of 1998.

3. Appoint Urmas Kaarlep of AS PriceWaterhouseCoopers to audit the 

financial statements of AS EMV in the financial year of 1999. 

Auditor will be remunerated in accordance with the agreement made 

by the Management Board.  

4. Approve the following amendments to the Articles of Association of 

AS EMV:

In order to extend the rights given to the Supervisory Board on 

the basis of § 349 of the Commercial Code, the article 4.15 of 

the company’s Articles of Association was amended in the 

following wording:

4.15.	The Supervisory Board holds a right to increase share 

capital by monetary payments in total amount of up to 

23 700 000 EEK. The Supervisory Board’s right to increase 

share capital is valid until 30.04.2000. The payment for 

the shares issued by the Supervisory Board can take place 

in monetary or non-monetary form.

Cancel article 5.2.5 of the Articles of Association. 

5.2.5. “In transactions, where the total volume of liabilities to 

the Company exceeds 1/10 of the Company’s share capital, 

the Company must be represented by at least two members of 

the Management Board.”

5. Recall a member of the Supervisory Board of AS EMV, Olaf Hermann.

6. Elect Andres Aavik a new member of the Supervisory Board of AS 

EMV.

 

 

Marko Kaha

Tel: +372 64 03 310