Resolutions of the Annual General Meeting of Shareholders of AB “Ignitis grupe”

The Annual General Meeting of Shareholders of AB "Ignitis grupe” (hereinafter – the Group), legal entity code: 301844044, registered office address: Laisves Ave. 10, Vilnius, which was held on 27 March 2024, passed the following resolutions: 

1. Regarding AB "Ignitis grupe” consolidated annual report and remuneration report, as part of the consolidated annual report, for the year 2023.
1.1. To agree to AB "Ignitis grupe” consolidated annual report and remuneration report, as part of the consolidated annual report, for the year 2023.

2. Regarding the approval of the set of annual financial statements of AB "Ignitis grupe” and the set of consolidated financial statements of AB "Ignitis grupe” group of companies for the year ended 31 December 2023.
2.1. To approve the set of annual financial statements of AB "Ignitis grupe” and the set of consolidated financial statements of AB "Ignitis grupe” group of companies for the year ended 31 December 2023.

3. Regarding the cancellation of the reserve for the acquisition of own ordinary registered shares.
3.1. To transfer EUR 37,659,965 (thirty-seven million six hundred and fifty-nine thousand nine hundred and sixty-five euros) from the reserve of AB "Ignitis grupe” for the acquisition of own ordinary registered shares to distributable profit.
3.2. To cancel the reserve of AB "Ignitis grupe” for the acquisition of own ordinary registered shares.

4. Regarding the allocation of profit (loss) of AB "Ignitis grupe” for the year 2023.
4.1. To allocate AB "Ignitis grupe” profit (loss) for the year 2023 in accordance with the draft of profit (loss) allocation as provided (attached).

5. Regarding the approval of the updated Remuneration Policy of AB "Ignitis grupe” group of companies.
5.1. To approve the updated Remuneration Policy of AB "Ignitis grupe” group of companies (attached).

6. Regarding the remuneration of the members of the Supervisory Board of AB "Ignitis grupe”.
6.1. In accordance with the updated Remuneration Policy of AB "Ignitis grupe” group of companies, to determine the following fixed remuneration per calendar month for the members of the Supervisory Board of AB "Ignitis grupe” as of 1 April 2024:
6.1.1. EUR 3,466 (three thousand four hundred and sixty-six euros) before tax for an independent member of the Supervisory Board of AB "Ignitis grupe”;
6.1.2. EUR 4,614 (four thousand six hundred and fourteen euros) before tax if an independent member of the Supervisory Board of AB "Ignitis grupe” is elected Chair of the Supervisory Board, during the term of office of the Chair;
6.1.3. EUR 1,733 (one thousand seven hundred and thirty-three euros) before tax for a civil servant holding the position of a member of the Supervisory Board of AB "Ignitis grupe”.
6.2. To authorise the CEO of AB "Ignitis grupe” (with the right to sub-authorise) to sign agreements with the members of the Supervisory Board of AB "Ignitis grupe” regarding the amendment of the agreements on the activities of a member of the Supervisory Board of AB "Ignitis grupe” and on the activities of an independent member of the Supervisory Board of AB "Ignitis grupe” in accordance with the terms and conditions set out in paragraph 6.1 of this resolution.
7. Regarding the remuneration of the members of the Audit Committee of AB "Ignitis grupe”.
7.1. In accordance with the updated Remuneration Policy of AB "Ignitis grupe” group of companies, to determine the following fixed remuneration per calendar month for the members of the Audit Committee of AB "Ignitis grupe” as of 1 April 2024:
7.1.1. EUR 1,987 (one thousand nine hundred and eighty-seven euros) before tax for an independent member of the Audit Committee of AB "Ignitis grupe” who is not a member of the Supervisory Board of AB "Ignitis grupe”;
7.1.2. EUR 2,208 (two thousand two hundred and eight euros) before tax if an independent member of the Audit Committee of AB "Ignitis grupe” who is not a member of the Supervisory Board of AB "Ignitis grupe” is elected Chair of the Audit Committee, during the term of office of the Chair.
7.2. To authorise the CEO of AB "Ignitis grupe” (with the right to sub-authorise) to sign agreements with the members of the Audit Committee of AB "Ignitis grupe” who are not members of the Supervisory Board of AB "Ignitis grupe” regarding the amendment of the agreements on the activities of a member of the Audit Committee of AB "Ignitis grupe” in accordance with the terms and conditions set out in paragraph 7.1 of this resolution.

Information about the above-mentioned resolutions shall also be available on the website of the Group at https://www.ignitisgrupe.lt/en and at the premises of the Group (Laisves Ave. 10, Vilnius) during working hours (7.30–11.30 a.m. and 12.15–4.30 p.m.; 7.30–11.30 a.m. and 12.15–3.15 p.m. on Fridays) from the date of publication of this notice.

Additional information on allocated dividends

The Group notes that the persons entitled to receive dividends are those who are the owners of the Group’s ordinary registered shares (hereinafter – ORS) at the end of the record date, i.e., at the end of 11 April 2024. The ex-date from which the Group’s ORS acquired on the stock exchange with a settlement cycle of T+2 do not qualify for dividends for the second half of 2023 is 10 April 2024. 

The dividends will be paid to the managers of the securities accounts of the Group’s shareholders on 23 April 2024 through Nasdaq CSD SE Lithuanian branch. The dividend amount, after the deduction of personal or corporate income tax applicable under the laws of Lithuania (15%), except in cases described below, will be transferred to the shareholders’ accounts held with a respective financial brokerage company or credit institution. 

Holders of Global Depositary Receipts (hereinafter – GDR) representing the Group’s ORS must take into account the specifics of the GDR regulation, market differences and consult with the GDR issuer – The Bank of New York Mellon, its authorised person or their securities manager regarding the timing and other aspects of the right to receive dividends.

Detailed information on the dividend payment procedure, including the guidance on taxation, is available in the attachment and on the Group’s website at https://ignitisgrupe.lt/en/dividends.

For additional information, please contact:

Communications

Arturas Ketlerius
+370 620 76076
arturas.ketlerius@ignitis.lt

Investor Relations

Aine Riffel-Grinkeviciene
+370 643 14925
aine.riffel-grinkeviciene@ignitis.lt

Attachments

• Allocation of AB "Ignitis grupe” profit (loss) for the year 2023
• Group Remuneration policy_EN
• Information on dividend payment_2023_II_EN