LEKS KINDLUSTUS

ANNONCEMENT

29.04.99

 

ANNUAL GENERAL MEETING OF LEKS KINDLUSTUSE AS SHAREHOLDERS 

 

According to the decision of the Supervisory Board of Leks Kindlustuse 

AS, the annual general meeting of shareholders of Leks Kindlustuse AS 

will take place on 20.05.1999, beginning at 11:00 AM in the conference 

hall of the National Library.

 

 

Agenda of the AGM:

 

1. Approval of 1998 annual report. 

 

2. Approval of the Amendments to the Articles of Association.

 

3. Election of new Supervisory Board members due to termination of the 

tenure of the current Supervisory Board.

 

4. Appointment of auditor for 1999. 

 

5. Change in the volume of share capital of Leks Kindlustuse AS:

5.1. Reduction of share capital in simplified form, through 

cancellation of treasury shares and 4 900 000 shares:

5.1.1. volume of share capital will be reduced via cancellation of 

80 000 treasury shares held by Leks Kindlustuse AS (i.e. by 800 000 

EEK);

5.1.2. the volume of share capital will be reduced via cancellation of 

4 900 000 existing shares. In the course of share capital reduction, 

the shares held by shareholders will be cancelled proportionally with 

the volume of holding. The fractions of shares occurring upon 

proportional decrease will be rounded downwards. The rounded fractions 

of the shares will be compensated to shareholders based on the nominal 

price of shares.

 

The list of shareholders, whose shares will be cancelled, will be fixed 

as of 04.06.1999, at 08:00 AM. The company’s share capital will be 

reduced due the need to meet the requirements for the volume of the 

owners’ equity, as provided in the Commercial Code of the Republic of 

Estonia.

 

5.2. Increase in the share capital of Leks Kindlustuse AS:

5.2.1. Reasons and means to increase share capital: the volume of share 

capital will be increased to strengthen the company’s capital base, as 

well as to create a solid basis for insurance-technical reserves. The 

volume of share capital will be increased via issuance of 2 510 560 new 

shares.

5.2.2. Number, nominal value and sale price of new shares: 2 510 560 

ordinary shares, issued at par value of 10.- EEK. 

5.2.3. Rights to subscribe for new shares, and time and place to 

exercise these rights: Each shareholder of Leks Kindlustuse AS has a 

right to exercise the subscription right for shares to be issued (list 

of eligible persons will be fixed as of 04.06.1999, at 08:00 AM). The 

shareholders hold a total of 7 531 680 subscription rights. As an 

alternative to subscription for the shares to be issued, a person 

holding subscription rights is entitled to use these to subscribe and 

acquire warrants in Leks Kindlustuse AS, the subscription for which 

will take place concurrently with the subscription for shares. Three 

subscription rights entitle the shareholder to subscribe for one share 

or warrant. Warrant is an electronic security entitling the holder to 

request the issue of shares at price of 12.- EEK per share in one year 

after the end date of the subscription period, doing it in accordance 

with the issue conditions. The shareholders can exercise their pre-

emptive right to subscribe for shares or warrants during the period of 

21.06.1999 - 30.06.1999. Payment for shares subscribed must be made 

concurrently with subscription. The shares can be subscribed and paid 

for in all account operator banks of the Estonian Central Depository 

for Securities. Upon undersubscription, the Management Board of Leks 

Kindlustuse AS is entitled to cancel the shares, or extend the 

subscription deadline in 15 days after the end of subscription period. 

The shares subscribed entitle the shareholders for dividends for year 

2002 in 2003. The complete issue conditions are available for 

introduction at the location of Leks Kindlustuse AS (Narva road 59, 

Tallinn).

5.2.4. New volume of the share capital of Leks Kindlustuse AS (i.e. 

after simplified decrease and full payment of share capital) is 

51 142 240.00 EEK.

 

6. Approval to disposal of shareholding in Leks Elukindlustuse AS, 

formerly held by Leks Kindlustuse AS. 

 

The shareholders can examine the annual reports, proposals of 

amendments to the Articles of Association, project of the issue 

conditions and prepared share purchase-sell contract of Leks 

Elukindlustuse AS at the location of Leks Kindlustuse AS (Narva road 

59, Tallinn).

 

 

Pille Kaselo

PR Manager

Tel. +372 62 67 270

 

Ivo Viires

Director of Legal Affairs

Leks Kindlustuse AS 

Tel. +372 62 67  270