Notice of the Annual General Meeting of APB “APRANGA” shareholders

By the initiative and the decision of the Board of APB "APRANGA” the annual general meeting (hereinafter referred to as the Meeting) of APB "APRANGA” (legal entity code 121933274, registered at Kirtimu str. 51, Vilnius, hereinafter – the Company) shareholders will be held on 27^th April 2018 at 11:00 am. Registration starts at 10:00 am. on 27^th April 2018.

Meeting place is the Company's premises at Vasario 16-osios g. 2, Vilnius.

The accounting date for the shareholders is 20^th  April 2018.

The rights accounting day is 14^th May 2018. Property rights shall be held by the persons who will be shareholders at the close of the tenth working day after the general shareholders' meeting having adopted the respective decision.

Meeting agenda:

1. Consolidated annual report on the activities of the Company in 2017.
2. Auditor's report on the Company’s financial statements and annual report.
3. Approval of the consolidated and Company’s financial statements for the year 2017.
4. Company's profit (loss) allocation for the year 2017.
5. Election of firm of auditors and establishment of the terms of remuneration for audit services.
6. Election of Board Members.
7. Amendments of Company’s Articles of Association.
8. Change of Company’s residence address.
9. Amendment of Charter of the Audit Committee.

The Company is not providing the possibility to attend and vote at the Meeting through electronic means of communication.

Draft decisions on each Meeting agenda item, the documents to be submitted to the Meeting and information, which is related to the implementation of the shareholder rights, not later than 21 days prior to the Meeting will be available at the Company’s website http://www.apranga.lt under "Investors”. This information also will be available for the shareholders at the Company's premises at Vasario 16-osios g. 2, Vilnius on working days from 9:00 am. to 16:00 pm. Information shall be provided by telephone: +370 5 2390 843.

Shareholders holding shares that grant at least 1/20 of all votes shall have the right of proposing to supplement the agenda of the Meeting. Draft decisions on the proposed issues shall be submitted together with the proposal or, if the decisions are not needed to be approved, explanations on each proposed issue of the Meeting shall be presented. Proposal to supplement the agenda must be presented in writing sending it by a registered mail to the Company, address: Vasario 16-osios g. 2, 01106, Vilnius. The agenda shall be supplemented if the proposal will be received not later than 14 days before the Meeting.

Shareholders holding shares that grant at least 1/20 of all votes shall have the right of proposing draft resolutions on the issues already included or to be included in the agenda of the Meeting, additional candidates to members of the Company board, the audit company. The proposed draft decisions must be presented in writing sending them by a registered mail to the Company, address: Vasario 16-osios g. 2, 01106 Vilnius. The shareholders shall also be entitled to propose draft resolutions on the Meeting agenda issues, additional candidates to members of the Company board, the audit company in writing at any time prior to the Meeting or during the Meeting.

Shareholders have a right to submit in advance in written by registered mail to Company questions related with Meeting agenda by indicating shareholder‘s personal identification code and consent to process personal data – personal identification code. The Company must respond if the questions will be received not later than 3 working days before the Meeting. The Company shall not respond personally to shareholder‘s questions if respective information is provided in Company‘s website http://www.apranga.lt.

The persons who are shareholders of the Company at the close of the accounting day of the Meeting (20^th April 2018) shall have the right to attend and vote at the Meeting in person or their authorized persons or persons with whom an agreement on the disposal of the voting right in concluded.

The person attending the Meeting and having the right to vote must submit the document confirming person’s identity. The person who is not a shareholder besides this document must submit document confirming the right to vote in the Meeting.

Each shareholder has a right pursuant to the procedure established by laws to authorize other person to attend and vote on his/her behalf at the Meeting. Authorized person must present a proxy issued pursuant to the procedure established by laws. The proxy issued by private person must be notarized. The proxy issued abroad must be translated to Lithuanian and legalized pursuant to the procedure established by laws. The Company does not establish special form of proxy.

The shareholder or its authorized person has a right to vote in advance in written by filling general ballot paper. Upon the shareholder‘s written request the Company at least 10 days before the Meeting shall free of charge send the general ballot paper by registered mail or deliver it personally against acknowledgement of receipt. The filled-in general ballot paper and the document confirming the right to vote must be submitted to Company by sending it by registered mail to the address Vasario 16-osios g. 2, 01106 Vilnius or by delivering it to the Company personally not later than on last working day before Meeting.

The total number of the Company’s shares and the number of shares granting voting rights during the Meeting is the same and amounts to 55 291 960.

Rimantas Perveneckas
Apranga Group Director General
+370 5 2390801