AS Eesti Gaas notice of convening the extraordinary general meeting of shareholders

The management board of AS EESTI GAAS, registry code 10178905, address Liivalaia 9, 10118 Tallinn (hereinafter the Company), hereby convenes an extraordinary general meeting of shareholders on April 15, 2016 at 12 noon in Tallink Spa & Conference Hotel Galaxy 1 conference hall, address Sadama 11a, 10111 Tallinn.

The list of shareholders entitled to take part in the general meeting will be determined 7 (seven) days before the event, i.e. April 8, 2016 23:59 pm.

Registration of participants of the general meeting opens at 11 am at the above venue of the meeting. Registration closes at 11:50 am. Upon registration, participants are to produce:

• shareholders who are natural persons – identity document; representatives – identity document plus a valid written power of attorney;
• representatives of shareholders who are legal persons – valid extract of a register where the person is registered and which constitutes the grounds for the representative’s right to represent the shareholder (legal authorization) plus the representative’s identity document. If the representative is not a legal representative, a valid written power of attorney must also be produced.

Pursuant to the March 29, 2016 resolution of the supervisory board of the Company, the agenda for the extraordinary meeting is as follows:

1. Amendment of the Articles of Association;
2. Recall of members of the supervisory board;
3. Election of members of the supervisory board.

Until and on the date of the general meeting, the shareholders may review any documents related to the extraordinary general meeting (incl. the notice of convening the general meeting, draft resolutions, draft of the Articles of Association, and other documents submitted to the general meeting) at the Company’s registered office at Liivalaia 9, 10118 Tallinn on working days 9 am – 12 noon.

A shareholder has the right to receive information on the activities of the Company from the management board at the general meeting. The management board may refuse to give information if there is a basis to presume that this may cause significant damage to the interests of the Company or companies that belong to the same group as the Company. If the management board refuses to give information, the shareholder may demand that the general meeting decide on the legality of the shareholder’s request or to file, within 2 (two) weeks after the general meeting, a petition to a court by way of proceedings on petition in order to obligate the management board to give information.

The shareholders whose shares represent at least 1/10 (one-tenth) of the Company’s share capital may submit to the Company a draft of the resolution in respect to each item on the agenda, e-mailing it in writing to urmas.kuusik@gaas.ee or mailing to Liivalaia 9, 10118 Tallinn. Drafts must be e-mailed or mailed so that the drafts are received by the Company no later than three days before holding the general meeting.