General meetings of shareholders

CONVENING AND AGENDA
Extraordinary General Meeting of Shareholders of Rokiskio suris AB convened on 27 June 2024

On 27 June 2024, at 12:00 p.m., an Extraordinary General Meeting of Shareholders of AB "Rokiškio sūris" (company code 173057512, registered at the following address: Pramonės g.3, Rokiškis) shall be convened at the head office of AB "Rokiškio sūris" (Pramonės str.3, Rokiškis). 

The meeting shall be convened on the initiative of the Company's Board of Directors in accordance with the decision of the Company's Board of Directors of 5 June 2024. 

Registration starts at 11:00 a.m. and lasts until 11:45 a.m. 

Accounting day of the general meeting of shareholders – June 19, 2024. 

Agenda of the General Meeting of Shareholders: 

  1. Regarding decrease of the Authorized Capital of the Company by annulment of treasury shares.
  2. Regarding approval of new wording of the Company’s Articles of Association.
  3. Regarding purchase of the Company’s own shares. 

The general meeting of shareholders may be attended and voted by the persons who were shareholders at the end of the meeting accounting date (June 19, 2024) or other persons authorized by actual shareholders, or the persons with whom the voting transference agreement was made.

A person participating in the general meeting of shareholders and having the right to vote must present an identity document. 

The Company does not provide the opportunity to participate and vote at the meeting by electronic means. 

Each shareholder shall have a right, in the manner established by the Law, to authorise another (natural or legal) person on his/her behalf to attend and vote at the General Meeting of Shareholders. The authorised person must provide a power of attorney certified in the manner established by the Law. A power of attorney issued in a foreign state must be translated into Lithuanian and legalised in the manner established by the Law. At the General Meeting of Shareholders, an authorised person shall have the same rights as would be held by the shareholder represented by him/her. The Company does not establish special form of power of attorney. The right of shareholder to participate at the general meeting of shareholders also means the right to question. 

A shareholder or a person authorised by him/her shall have a right to vote in writing in advance by filling in the General Voting Ballot. The General Voting Ballot shall be placed on the company’s website not later than 21 day before the General meeting http://www.rokiskio.com  at the heading “Investor Relations”. Upon a shareholder's request, the Company, not later than 10 days before the General Meeting, shall send the General Voting Ballot by registered mail free of charge. The filled in General Voting Ballot and the document confirming the voting right (if any) must be submitted to the Company in writing not later than on the last business day before the General Meeting of Shareholders by sending it by registered mail to AB „Rokiskio suris“, Pramones street 3, Rokiskis LT-42150.

The Company keeps the right to not account a shareholder’s General Voting Ballot if the General Voting Ballot does not comply with the requirement set by the Law on Joint Stock Companies Article 30 parts 3 and 4, or the ballot is filled misleadingly and it is impossible to read the shareholder’s will for one or another item. 

The Company shall make voting at the meeting possible by submitting to the Company a ballot paper signed with a qualified electronic signature no later than the close of shareholder registration for the General Meeting. A shareholder may, by means of electronic communications, authorise another natural or legal person to attend and vote on the shareholder's behalf. Such a proxy shall not be notarised. A proxy executed by electronic means shall be certified by the shareholder with a qualified electronic signature created with secure signature creation software and confirmed by a qualified certificate valid in the Republic of Lithuania. The shareholder must notify the Company of the electronically executed proxy by e-mail to rokiskio.suris@rokiskio.com not later than by the last business day before the meeting. The proxy and the notification must be in writing. 

Each shareholder holding shares that grant at least 1/20 of all votes shall have the right of proposing to supplement the agenda of the General Meeting of Shareholders. Draft decisions on the proposed issues shall be submitted together with the proposal or, if the decisions do not need to be approved, explanations on each proposed issue of the General Meeting of Shareholders shall be presented. Proposal to supplement the agenda must be presented in writing by sending it by registered mail to AB „Rokiskio suris“, Pramones street 3, Rokiskis LT-42150, Lithuania, or by e-mail rokiskio.suris@rokiskio.com The agenda will be supplemented if the proposal is received not later than 14 days before the General Meeting of Shareholders. 

The shareholders shall have the right to present questions related to the agenda issues of the General Meeting of Shareholders to the Company in advance in writing. The questions should be sent by e mail address rokiskio.suris@rokiskio.com  not later than 3 business days before the General Meeting of Shareholders. The Company will not respond personally to the shareholder if the respective information is posted on the Company's website.

The Company may refuse to respond to the questions of a shareholder if they are related with the commercial (manufacturing) secret, confidential information, then the shareholder will be informed unless the identity of questioner cannot be identified. 

Documents related to the agenda of the Company's General Meeting of Shareholders, draft resolutions on each item on the agenda, documents to be submitted to the General Meeting of Shareholders and other information related to the implementation of shareholder rights are available at the Company's on the website www.rokiskio.com  in the section “Investors”, as well as by visiting AB Rokiškio sūris at Pramonės st. 3, LT-42150 Rokiškis. 

The total number of voting rights is 35,867,970 ordinary registered shares. Nominal value of the shares is EUR 0.29 (twenty nine hundredth) each. ISIN of the Company’s shares is LT000100372.

The Company has purchased 3,586,797 treasury shares. 

Dalius Trumpa
CEO of the Company
+370 458 55200

Addendum to the agenda of the Ordinary General Meeting of Shareholders of Rokiskio suris AB to be convened on 30 April 2024 and new draft resolutions

AB Rokiškio sūris hereby submits the agenda of the Ordinary General Meeting of Shareholders to be held on 30 April 2024, as supplemented by the decision of the Board of Directors of the Company (the agenda has been supplemented with the item 9 - Increase of the reserve for acquisition of treasury shares), together with the draft decision and the revised draft distribution of profit in relation to the supplemented item on the agenda. 

On 30 April 2024, at 12:00 p.m., an Ordinary General Meeting of Shareholders of Rokiskio suris AB (company code 173057512, registered at the following address: Pramones st. 3, Rokiskis) shall be convened at the head office of Rokiskio suris AB (Pramones st.3, Rokiskis). 

The meeting shall be convened on the initiative of the Company's Board of Directors in accordance with the decision of the Company's Board of Directors of 8 April 2024. 

Registration starts at 11:00 a.m. and lasts until 11:45 a.m. 

Accounting day of the general meeting of shareholders – April 23, 2024. 

Record day – May 15, 2024. 

Draft Agenda of the General Meeting of Shareholders: 

  1. Auditor's report on the financial statements and annual report
  2. Audit Committee's opinion
  3. The Company's consolidated annual report for 2023
  4. Approval of the consolidated and the Company's 2023 set of financial statements
  5. Allocation of the Company's 2023 profits
  6. Approval of the Company's remuneration report for 2023
  7. Acquisition of the Company's own shares
  8. Approval of the Company's Remuneration Policy
  9. On the increase of the reserve for the acquisition of own shares 

The general meeting of shareholders may be attended and voted by the persons who were shareholders at the end of the meeting accounting date (April 23, 2024) or other persons authorized by actual shareholders, or the persons with whom the voting transference agreement was made.

A person participating in the general meeting of shareholders and having the right to vote must present an identity document. 

The Company does not provide the opportunity to participate and vote at the meeting by electronic means. 

Each shareholder shall have a right, in the manner established by the Law, to authorise another (natural or legal) person on his/her behalf to attend and vote at the General Meeting of Shareholders. The authorised person must provide a power of attorney certified in the manner established by the Law. A power of attorney issued in a foreign state must be translated into Lithuanian and legalised in the manner established by the Law. At the General Meeting of Shareholders, an authorised person shall have the same rights as would be held by the shareholder represented by him/her. The Company does not establish special form of power of attorney. The right of shareholder to participate at the general meeting of shareholders also means the right to question. 

A shareholder or a person authorised by him/her shall have a right to vote in writing in advance by filling in the General Voting Ballot. The General Voting Ballot shall be placed on the company’s website not later than 21 days before the General meeting http://www.rokiskio.com  at the heading “Investor Relations”. Upon a shareholder's request, the Company, not later than 10 days before the General Meeting, shall send the General Voting Ballot by registered mail free of charge. The filled in General Voting Ballot and the document confirming the voting right (if any) must be submitted to the Company in writing not later than on the last business day before the General Meeting of Shareholders by sending it by registered mail to Rokiskio suris AB, Pramones st. 3, Rokiskis LT-42150.

The Company keeps the right to not account a shareholder’s General Voting Ballot if the General Voting Ballot does not comply with the requirement set by the Law on Joint Stock Companies Article 30 parts 3 and 4, or the ballot is filled misleadingly and it is impossible to read the shareholder’s will for one or another item. 

The Company shall make voting at the meeting possible by submitting to the Company a ballot paper signed with a qualified electronic signature no later than the close of shareholder registration for the General Meeting. A shareholder may, by means of electronic communications, authorise another natural or legal person to attend and vote on the shareholder's behalf. Such a proxy shall not be notarised. A proxy executed by electronic means shall be certified by the shareholder with a qualified electronic signature created with secure signature creation software and confirmed by a qualified certificate valid in the Republic of Lithuania. The shareholder must notify the Company of the electronically executed proxy by e-mail to rokiskio.suris@rokiskio.com not later than by the last business day before the meeting. The proxy and the notification must be in writing. 

Each shareholder holding shares that grant at least 1/20 of all votes shall have the right of proposing to supplement the agenda of the General Meeting of Shareholders. Draft decisions on the proposed issues shall be submitted together with the proposal or, if the decisions do not need to be approved, explanations on each proposed issue of the General Meeting of Shareholders shall be presented. Proposal to supplement the agenda must be presented in writing by sending it by registered mail to Rokiskio suris AB, Pramones st. 3, Rokiskis LT-42150, Lithuania, or by e-mail rokiskio.suris@rokiskio.com The agenda will be supplemented if the proposal is received not later than 14 days before the General Meeting of Shareholders. 

The shareholders shall have the right to present questions related to the agenda issues of the General Meeting of Shareholders to the Company in advance in writing. The questions should be sent by e mail address rokiskio.suris@rokiskio.com  not later than 3 business days before the General Meeting of Shareholders. The Company will not respond personally to the shareholder if the respective information is posted on the Company's website.

The Company may refuse to respond to the questions of a shareholder if they are related with the commercial (manufacturing) secret, confidential information, then the shareholder will be informed unless the identity of questioner cannot be identified. 

Documents related to the agenda of the Company's General Meeting of Shareholders, draft resolutions on each item on the agenda, documents to be submitted to the General Meeting of Shareholders and other information related to the implementation of shareholder rights are available at the Company's on the website www.rokiskio.com  in the section “Investors”, as well as by visiting Rokiskio suris AB at Pramones st. 3, LT-42150 Rokiskis. 

The total number of voting rights is 35,867,970 ordinary registered shares. Nominal value of the shares is EUR 0.29 (twenty nine hundredth) each. ISIN of the Company’s shares is LT000100372.

The Company has purchased 861,274 treasury shares. 

Dalius Trumpa
CEO of the Company
+370 458 55200

  1. Draft resolutions
  2. General voting ballot
Ordinary General Meeting of Shareholders of Rokiskio suris AB convened on 30 April 2024

On 30 April 2024, at 12:00 p.m., an Ordinary General Meeting of Shareholders of Rokiskio suris AB (company code 173057512, registered at the following address: Pramones st. 3, Rokiskis) shall be convened at the head office of Rokiskio suris AB (Pramones st. 3, Rokiskis). 

The meeting shall be convened on the initiative of the Company's Board of Directors in accordance with the decision of the Company's Board of Directors of 8 April 2024. 

Registration starts at 11:00 a.m. and lasts until 11:45 a.m. 

Accounting day of the general meeting of shareholders – April 23, 2024. 

Record day – May 15, 2024. 

Draft Agenda of the General Meeting of Shareholders: 

  1. Auditor’s findings regarding the consolidated financial reports and annual report.
  2. The Audit Committee report.
  3. The Company’s consolidated annual report for the year 2023.
  4. Approval of the consolidated and company’s financial accounting for the year 2023.
  5. Allocation of the profit of the Company of 2023.
  6. Approval of the Company’s Remuneration Report.
  7. Regarding purchase of own shares.
  8. Regarding the approval of the Company’s Remuneration Policy 

The general meeting of shareholders may be attended and voted by the persons who were shareholders at the end of the meeting accounting date (April 23, 2024) or other persons authorized by actual shareholders, or the persons with whom the voting transference agreement was made.

A person participating in the general meeting of shareholders and having the right to vote must present an identity document. 

The Company does not provide the opportunity to participate and vote at the meeting by electronic means. 

Each shareholder shall have a right, in the manner established by the Law, to authorise another (natural or legal) person on his/her behalf to attend and vote at the General Meeting of Shareholders. The authorised person must provide a power of attorney certified in the manner established by the Law. A power of attorney issued in a foreign state must be translated into Lithuanian and legalised in the manner established by the Law. At the General Meeting of Shareholders, an authorised person shall have the same rights as would be held by the shareholder represented by him/her. The Company does not establish special form of power of attorney. The right of shareholder to participate at the general meeting of shareholders also means the right to question. 

A shareholder or a person authorised by him/her shall have a right to vote in writing in advance by filling in the General Voting Ballot. The General Voting Ballot shall be placed on the company’s website not later than 21 day before the General meeting http://www.rokiskio.com  at the heading “Investor Relations”. Upon a shareholder's request, the Company, not later than 10 days before the General Meeting, shall send the General Voting Ballot by registered mail free of charge. The filled in General Voting Ballot and the document confirming the voting right (if any) must be submitted to the Company in writing not later than on the last business day before the General Meeting of Shareholders by sending it by registered mail to AB „Rokiskio suris“, Pramones street 3, Rokiskis LT-42150.

The Company keeps the right to not account a shareholder’s General Voting Ballot if the General Voting Ballot does not comply with the requirement set by the Law on Joint Stock Companies Article 30 parts 3 and 4, or the ballot is filled misleadingly and it is impossible to read the shareholder’s will for one or another item. 

The Company shall make voting at the meeting possible by submitting to the Company a ballot paper signed with a qualified electronic signature no later than the close of shareholder registration for the General Meeting. A shareholder may, by means of electronic communications, authorise another natural or legal person to attend and vote on the shareholder's behalf. Such a proxy shall not be notarised. A proxy executed by electronic means shall be certified by the shareholder with a qualified electronic signature created with secure signature creation software and confirmed by a qualified certificate valid in the Republic of Lithuania. The shareholder must notify the Company of the electronically executed proxy by e-mail to rokiskio.suris@rokiskio.com not later than by the last business day before the meeting. The proxy and the notification must be in writing.

 Each shareholder holding shares that grant at least 1/20 of all votes shall have the right of proposing to supplement the agenda of the General Meeting of Shareholders. Draft decisions on the proposed issues shall be submitted together with the proposal or, if the decisions do not need to be approved, explanations on each proposed issue of the General Meeting of Shareholders shall be presented. Proposal to supplement the agenda must be presented in writing by sending it by registered mail to AB „Rokiskio suris“, Pramones street 3, Rokiskis LT-42150, Lithuania, or by e-mail rokiskio.suris@rokiskio.com The agenda will be supplemented if the proposal is received not later than 14 days before the General Meeting of Shareholders. 

The shareholders shall have the right to present questions related to the agenda issues of the General Meeting of Shareholders to the Company in advance in writing. The questions should be sent by e mail address rokiskio.suris@rokiskio.com  not later than 3 business days before the General Meeting of Shareholders. The Company will not respond personally to the shareholder if the respective information is posted on the Company's website.

The Company may refuse to respond to the questions of a shareholder if they are related with the commercial (manufacturing) secret, confidential information, then the shareholder will be informed unless the identity of questioner cannot be identified. 

Documents related to the agenda of the Company's General Meeting of Shareholders, draft resolutions on each item on the agenda, documents to be submitted to the General Meeting of Shareholders and other information related to the implementation of shareholder rights are available at the Company's on the website www.rokiskio.com  in the section “Investors”, as well as by visiting AB Rokiškio sūris at Pramonės st. 3, LT-42150 Rokiškis. 

The total number of voting rights is 35,867,970 ordinary registered shares. Nominal value of the shares is EUR 0.29 (twenty nine hundredth) each. ISIN of the Company’s shares is LT000100372.

The Company has purchased 861,274 treasury shares. 

Dalius Trumpa
CEO
+370 458 55200

Annex:

  1. Draft resolutions
  2. Audit Committee report
  3. Remuneration report
  4. Remuneration policy 2024
  5. General voting ballot
Ordinary General Meeting of Shareholders of Rokiskio suris AB convened on 28 April 2023

On 28 April 2023, at 12:00 p.m., an Ordinary General Meeting of Shareholders of Rokiskio suris AB (company code 173057512, registered at Pramones st. 3, Rokiskis) shall be convened at the registered office of Rokiskio suris AB (Pramones st. 3, Rokiskis).

The meeting shall be convened on the initiative of the Company's Board of Directors in accordance with the decision of the Company's Board of Directors of 7 April 2023.

Registration will take place from 11.00 a.m. to 11.45 a.m.

The record date for the General Meeting of Shareholders is 21 April 2023.

The record date for shareholders' rights is 15 May 2023.

Agenda of the meeting:

  1. Auditor's report on the financial statements and annual report
  2. Opinion of the Audit Committee
  3. Consolidated annual report of the Company for 2022
  4. Approval of the consolidated and the Company's 2022 set of financial statements
  5. Allocation of the Company's profit for 2022
  6. Approval of the Company's 2022 Remuneration Report
  7. On the acquisition of the Company's own shares
  8. Election of the audit firm and determination of the terms of remuneration for audit services

The persons entitled to attend and vote at the General Meeting of Shareholders shall be the persons who, at the close of business on the record date of the General Meeting of Shareholders (21 April 2023), were shareholders of the Company, either in person or represented by proxy, or persons with whom an agreement has been made to transfer the voting rights.

A person attending a general meeting of shareholders and entitled to vote shall produce proof of identity.

A shareholder shall have the right to authorise another person (natural or legal person) to attend and vote on his/her behalf at the meeting in accordance with the procedure established by law. The proxy must present a document proving his/her identity and a power of attorney certified in accordance with the law. The authorised person shall have the same rights at the General Meeting of Shareholders as the shareholder he/she represents.

The Company shall not prescribe a specific form of proxy. A shareholder's right to participate in a general meeting shall also include the right to ask questions.

A shareholder or his proxy shall have the right to vote in advance in writing by completing a general ballot paper. The form of the General Ballot Form will be posted on the Company's website http://www.rokiskio.com in the "For Investors" section no later than 21 days prior to the Shareholders' Meeting. If the Shareholder so requests, the Company will send the General Ballot Form by registered mail free of charge not later than 10 days before the Meeting. The completed general voting ballot and the document confirming the right to vote shall be submitted to the Company in writing no later than by the close of the registration of shareholders at the General Shareholders' Meeting, by sending them to Rokiskio suris AB at the address Pramones st. 3, LT-42150 Rokiskis, by registered post.

The Company reserves the right not to count the shareholder's vote by the general ballot paper if the general ballot paper does not comply with the requirements set out in Paragraphs 3 and 4 of Article 30 of the Law of the Republic of Lithuania on Companies, or if the general ballot paper is filled in in such a way that it is not possible to determine the shareholder's true will on a particular issue.

The Company shall make it possible to vote at the meeting by submitting to the Company a general ballot paper signed with a qualified electronic signature no later than the close of shareholder registration at the General Meeting of Shareholders. A shareholder may, by means of electronic communications, authorise another natural or legal person to attend and vote on the shareholder's behalf. Such a proxy shall not be notarised. A proxy executed by electronic means shall be certified by the shareholder with a qualified electronic signature created with secure signature creation software and confirmed by a qualified certificate valid in the Republic of Lithuania. The shareholder must notify the Company of the electronically executed proxy by e-mail to rokiskio.suris@rokiskio.com not later than by the last business day prior to the meeting. The proxy and the notification must be in writing.

Shareholders holding shares carrying at least 1/20 of the total votes shall have the right to propose items to be added to the agenda. The proposal shall be accompanied by draft decisions on the proposed items or, where no decisions are required, explanations of each proposed item on the agenda of the General Meeting of Shareholders. The proposal to supplement the agenda must be submitted in writing by registered mail to Rokiskio suris AB, address Pramones st. 3, LT-42150 Rokiskis, or by e-mail to rokiskio.suris@rokiskio.com

The agenda shall be supplemented if the proposal is received not later than 14 days before the General Meeting of Shareholders.

Shareholders shall also have the right to propose draft resolutions on the items on the agenda in writing during the meeting.

Shareholders shall have the right to submit written questions to the Company in advance in relation to the items on the agenda of the meeting. Shareholders may submit questions to the Company by email to rokiskio.suris@rokiskio.com no later than 3 working days before the General Meeting of Shareholders.

The Company will not provide an answer to a question submitted by a shareholder in person if the relevant information is available on the Company's website.

The Company may refuse to provide answers to a shareholder's question if it relates to the Company's commercial (industrial) secrets, confidential information, by informing the shareholder thereof, or if it is not possible to determine the identity of the shareholder who has submitted the question.

The shareholders may get acquainted with the documents related to the agenda of the Company's General Shareholders' Meeting, draft decisions on each agenda item, documents to be submitted to the General Shareholders' Meeting and other information related to the exercise of the shareholder's rights at the Company's website www.rokiskio.com in the section "For Investors" as well as at the address of Rokiskio suris AB at Pramones st. 3, LT-42150 Rokiskis.

The total number of voting rights of Rokiskio suris AB is 35 867 970 ordinary registered shares. The nominal value of each share is EUR 0.29 (twenty-nine hundredths of a euro).

ISIN LT0000100372 of the Company's shares.

Rokiskio suris AB has repurchased 861,274 of its own shares.

Dalius Trumpa
CEO of the Company
+370 458 55200

Extraordinary General Meeting of Shareholders of Rokiskio suris AB convened on 7 October 2022

On the initiative of the Company's Board of Directors and by the decision of the Board of Directors of the Company dated 13.09.2022, an Extraordinary General Meeting of Shareholders of Rokiskio suris AB (company code: 173057512, registered at the following address: Pramones st. 3, Rokiskis) shall be convened on 7 October 2022 at 12:00 p.m., to be held at the head office of Rokiskio suris AB (Pramones st. 3, Rokiskis).

Registration will take place from 11.00 to 11.45.

The record date of the General Meeting of Shareholders is 30 September 2022.

Proposed agenda for the meeting:

  1. Election of a member of the Company's Board of Directors.
  2. Draft resolutions of the Extraordinary General Meeting of Shareholders:
  3. Election of a member of the Company's Board of Directors.

Draft resolution:

To elect a new member of the Board of Directors, Thomas Jan de Bruijn (Commercial Director, Fonterra Co-operative Group Limited), to serve until the end of the term of office of the current Board of Directors, following the resignation of a representative of Fonterra, the strategic investor.

The persons entitled to attend and vote at the General Meeting of Shareholders shall be the persons who, at the close of business on the record date of the General Meeting of Shareholders (30 September 2022), were shareholders of the Company, either in person or represented by proxy, or persons with whom an agreement to transfer the voting rights has been concluded.

A person attending a general meeting of shareholders and entitled to vote shall produce proof of identity.

The Company shall not make it possible to attend and vote at the meeting by means of electronic communications.

A shareholder shall have the right to authorise another person (natural or legal person) to attend and vote on his/her behalf at the meeting in accordance with the procedure established by law. The authorised person must present a personal identity document and a power of attorney certified in accordance with the law. The authorised person shall have the same rights at the General Meeting of Shareholders as the shareholder he/she represents.

The Company shall not prescribe a specific form of proxy. A shareholder's right to participate in a general meeting shall also include the right to ask questions.

A shareholder or his proxy shall have the right to vote in advance in writing by completing a general ballot paper. The form of the General Ballot Form will be posted on the Company's website http://www.rokiskio.com in the "For Investors" section no later than 21 days prior to the Shareholders' Meeting. If the Shareholder so requests, the Company will send the General Ballot Form by registered mail free of charge not later than 10 days before the Meeting. The completed general voting ballot and the document confirming the right to vote shall be submitted to the Company in writing no later than by the close of the registration of shareholders at the General Shareholders' Meeting, by sending them to Rokiskio suris AB at the address "Pramones st. 3, LT-42150 Rokiskis", by registered post.

The Company reserves the right not to count the shareholder's vote by the general ballot paper if the general ballot paper does not comply with the requirements set out in Paragraphs 3 and 4 of Article 30 of the Law of the Republic of Lithuania on Companies, or if the general ballot paper is filled in in such a way that it is not possible to determine the shareholder's true will on a particular issue.

Shareholders holding shares representing at least 1/20 of the total number of votes shall have the right to propose items to be added to the agenda. The proposal shall be accompanied by draft decisions on the proposed items or, where no decisions are required, explanations of each proposed item on the agenda of the General Meeting of Shareholders. The proposal to supplement the agenda shall be submitted in writing by registered mail to Rokiskio suris AB at the address Pramones st. 3, LT-42150 Rokiskis, or by e-mail at rokiskio.suris@rokiskio.com. The agenda shall be supplemented if the proposal is received not later than 14 days prior to the date of the General Meeting of Shareholders.

Shareholders holding shares representing at least 1/20 of the total votes shall have the right to propose new draft resolutions on the issues included in the agenda of the meeting. The draft resolutions shall be submitted in writing by registered mail to Rokiskio suris AB, Pramones st. 3, LT-42150 Rokiskis, or by e-mail to rokiskio.suris@rokiskio.com. The shareholders shall also have the right to propose draft resolutions on the items on the agenda of the Meeting in writing during the Meeting.

Shareholders have the right to submit written questions to the Company in advance concerning the items on the agenda of the meeting. Shareholders may submit questions no later than 3 working days prior to the General Meeting of Shareholders to the following e-mail address rokiskio.suris@rokiskio.com

The Company will not provide an answer to a question submitted by a shareholder in person if the relevant information is available on the Company's website.

The Company may refuse to provide answers to a shareholder's question if it relates to the Company's commercial (industrial) secrets, confidential information, by informing the shareholder thereof, or if it is not possible to determine the identity of the shareholder who has submitted the question.

The shareholders may get acquainted with the documents related to the agenda of the Company's General Shareholders' Meeting, draft decisions on each agenda item, documents to be submitted to the General Shareholders' Meeting, and other information related to the exercise of the shareholder's rights at the Company's website www.rokiskio.com in the section "For Investors", as well as at the address of Rokiskio suris AB at Pramonesstg. 3, LT-42150 Rokiskis.

The total number of voting rights of Rokiskio suris AB is 35,867,970 ordinary registered shares. The nominal value of each share is EUR 0.29 (twenty-nine hundredths of a euro).

ISIN LT0000100372 of the Company's shares.

Rokiskio suris AB has repurchased 861,274 of its own shares.

Dalius Trumpa
CEO of the Company
+370 458 55200

Extraordinary General Meeting of Shareholders of Rokiskio suris AB convened on 29 April 2022

On the initiative of the Company's Board and by the decision of the Board of the Company dated 07.04.2022, an Ordinary General Meeting of Shareholders of Rokiskio suris AB (company code 173057512, registered at the following address: Pramones st. 3, Rokiskis) shall be convened on 29 April 2022 at 12:00 p.m., to be held at the registered office of Rokiskio suris AB (Pramones st. 3, Rokiskis).

Registration will take place from 11:00 to 11:45.

The record date of the General Meeting of Shareholders is 22 April 2022.

The record date for shareholders' rights is 13 May 2022.

Agenda of the meeting:

  1. Auditor's report on the financial statements and annual report
  2. Opinion of the Audit Committee
  3. Consolidated annual report of the Company for 2021
  4. Approval of the consolidated and the Company's set of financial statements for 2021
  5. Allocation of the Company's 2021 profits
  6. Approval of the Company's remuneration report for 2021
  7. On the acquisition of the Company's own shares
  8. Election of a member of the Audit Committee
  9. Election of the audit firm and determination of the terms of remuneration for audit services

The persons entitled to attend and vote at the General Meeting of Shareholders shall be the persons who, at the close of business on the record date of the General Meeting of Shareholders (22 April 2022), were shareholders of the Company, either in person or by proxy, or persons with whom an agreement has been entered into to transfer the voting rights.

A person attending a general meeting of shareholders and entitled to vote shall produce proof of identity.

The Company shall not make it possible to attend and vote at the meeting by means of electronic communications.

A shareholder shall have the right to authorise another person (natural or legal person) to attend and vote on his/her behalf at the meeting in accordance with the procedure established by law. The authorised person must present a personal identity document and a power of attorney certified in accordance with the law. The authorised person shall have the same rights at the General Meeting of Shareholders as the shareholder he/she represents.

The Company shall not prescribe a specific form of proxy. A shareholder's right to participate in a general meeting shall also include the right to ask questions.

A shareholder or his proxy shall have the right to vote in advance in writing by completing a general ballot paper. The form of the General Ballot Form will be posted on the Company's website http://www.rokiskio.com in the "For Investors" section no later than 21 days prior to the Shareholders' Meeting. If the Shareholder so requests, the Company will send the General Ballot Form by registered mail free of charge not later than 10 days before the Meeting. The completed general voting ballot and the document confirming the right to vote shall be submitted to the Company in writing no later than by the close of the registration of shareholders at the General Shareholders' Meeting, by sending them to Rokiskio suris AB at the address "Pramones st. 3, LT-42150 Rokiskis", by registered post.

The Company reserves the right not to count the shareholder's vote by the general ballot paper if the general ballot paper does not comply with the requirements set out in Paragraphs 3 and 4 of Article 30 of the Law of the Republic of Lithuania on Companies, or if the general ballot paper is filled in in such a way that it is not possible to determine the shareholder's true will on a particular issue.

Shareholders holding shares representing at least 1/20 of the total number of votes shall have the right to propose items to be added to the agenda. The proposal shall be accompanied by draft decisions on the proposed items or, where no decisions are required, explanations of each proposed item on the agenda of the General Meeting of Shareholders. The proposal to supplement the agenda shall be submitted in writing by registered mail to Rokiskio suris AB at the address Pramones st. 3, LT-42150 Rokiskis, or by e-mail at rokiskio.suris@rokiskio.com. The agenda shall be supplemented if the proposal is received not later than 14 days prior to the date of the General Meeting of Shareholders.

Shareholders holding shares representing at least 1/20 of the total votes shall have the right to propose new draft resolutions on the issues included in the agenda of the meeting. The draft resolutions shall be submitted in writing by registered mail to Rokiskio suris AB, Pramones st. 3, LT-42150 Rokiskis, or by e-mail to rokiskio.suris@rokiskio.com. The shareholders shall also have the right to propose draft resolutions on the items on the agenda of the Meeting in writing during the Meeting.

Shareholders have the right to submit written questions to the Company in advance concerning the items on the agenda of the meeting. Shareholders may submit questions no later than 3 working days prior to the General Meeting of Shareholders to the following e-mail address rokiskio.suris@rokiskio.com

The Company will not provide an answer to a question submitted by a shareholder in person if the relevant information is available on the Company's website.

The Company may refuse to provide answers to a shareholder's question if it relates to the Company's commercial (industrial) secrets, confidential information, by informing the shareholder thereof, or if it is not possible to determine the identity of the shareholder who has submitted the question.

The shareholders may get acquainted with the documents related to the agenda of the Company's General Shareholders' Meeting, draft decisions on each agenda item, documents to be submitted to the General Shareholders' Meeting, and other information related to the exercise of the shareholder's rights at the Company's website www.rokiskio.com in the section "For Investors", as well as at the address of Rokiskio suris AB at Pramones st. 3, LT-42150 Rokiskis.

The total number of voting rights of Rokiskio suris AB is 35,867,970 ordinary registered shares. The nominal value of each share is EUR 0.29 (twenty-nine hundredths of a euro).

ISIN LT0000100372 of the Company's shares.

Rokiskio suris AB has repurchased 861,274 of its own shares.

Dalius Trumpa
CEO of the Company
+370 458 55200

Extraordinary General Meeting of Shareholders of Rokiskio suris AB convened on 10 December 2021

On the initiative of the Company's Board and by decision of 18.11.2021, an Extraordinary General Meeting of Shareholders of Rokiskio suris AB (company code 173057512, registered at Pramones st. 3, Rokiskis) shall be convened on 10 December 2021 at 12:00 p.m. and shall be held at the registered office of Rokiskio suris AB (Pramones st. 3, Rokiskis).

Registration will take place from 11:00 to 11:45.

The record date of the General Meeting of Shareholders is 3 December 2021.

Proposed agenda for the meeting:

  1. Approval of the new version of the Company's Articles of Association.
  2. Election of members of the Company's Board.

Draft resolutions of the Extraordinary General Meeting of Shareholders:

1. Draft resolution:

  1. To approve the new version of the Articles of Association of Rokiskio suris AB (Attached).
  2. To authorise the CEO of the Company to sign the new version of the Articles of Association of Rokiskio suris AB.

2. Election of members of the Board of the Company.

Draft resolution:

Taking into account that the current term of office of the Board of the Company expires on 13 December 2021, To elect the following persons as members of the Board of Rokiskio suris AB for a term of office of 4 (four) years: Antanas Trumpas (Chairman of the Board for the current term of office), Darius Norkus (Sales and Marketing Director/Deputy Director of Rokiskio suris AB), Ramūnas Vanagas (Director of Preparations for Lithuania of Rokiskio suris AB), Paul M Campbell (independent member), Jonas Vaičaitis (independent member) and Thijs Bosch (Managing Director for Europe of Fonterra Co-operative Group Limited).

The persons entitled to attend and vote at the General Meeting of Shareholders shall be those persons who, at the close of business on the record date of the General Meeting of Shareholders (3 December 2021), were shareholders of the Company, either in person or represented by proxy, or with whom an agreement has been entered into to transfer the voting rights.

A person attending a general meeting of shareholders and entitled to vote shall produce proof of identity.

The Company shall not make it possible to attend and vote at the meeting by means of electronic communications.

A shareholder shall have the right to authorise another person (natural or legal person) to attend and vote on his/her behalf at the meeting in accordance with the procedure established by law. The authorised person must present a personal identity document and a power of attorney certified in accordance with the law. The authorised person shall have the same rights at the General Meeting of Shareholders as the shareholder he/she represents.

The Company shall not prescribe a specific form of proxy. A shareholder's right to participate in a general meeting shall also include the right to ask questions.

A shareholder or his proxy shall have the right to vote in advance in writing by completing a general ballot paper. The form of the General Ballot Form will be posted on the Company's website http://www.rokiskio.com in the "For Investors" section no later than 21 days prior to the Shareholders' Meeting. If the Shareholder so requests, the Company will send the General Ballot Form by registered mail free of charge not later than 10 days before the Meeting. The completed general voting ballot paper and the document confirming the right to vote shall be submitted to the Company in writing no later than by the close of the registration of shareholders at the General Shareholders' Meeting, by sending them to Rokiskio suris AB at the address Pramones st. 3, LT-42150 Rokiskis, by registered post.

The Company reserves the right not to count the shareholder's vote by the general ballot paper if the general ballot paper does not comply with the requirements set out in Paragraphs 3 and 4 of Article 30 of the Law of the Republic of Lithuania on Companies, or if the general ballot paper is filled in in such a way that it is not possible to determine the shareholder's true will on a particular issue.

Shareholders holding shares representing at least 1/20 of the total number of votes shall have the right to propose items to be added to the agenda. The proposal shall be accompanied by draft decisions on the proposed items or, where no decisions are required, explanations of each proposed item on the agenda of the General Meeting of Shareholders. The proposal to supplement the agenda shall be submitted in writing by registered mail to Rokiskio suris AB at the address Pramones st. 3, LT-42150 Rokiskis, or by e-mail at rokiskio.suris@rokiskio.com. The agenda shall be supplemented if the proposal is received not later than 14 days prior to the date of the General Meeting of Shareholders.

Shareholders holding shares representing at least 1/20 of the total votes shall have the right to propose new draft resolutions on the issues included in the agenda of the meeting. The draft resolutions shall be submitted in writing by registered mail to Rokiskio suris AB, Pramones st. 3, LT-42150 Rokiskis, or by e-mail to rokiskio.suris@rokiskio.com. The shareholders shall also have the right to propose draft resolutions on the items on the agenda of the Meeting in writing during the Meeting.

Shareholders have the right to submit written questions to the Company in advance concerning the items on the agenda of the meeting. Shareholders may submit questions no later than 3 working days prior to the General Meeting of Shareholders to the following e-mail address rokiskio.suris@rokiskio.com

The Company will not provide an answer to a question submitted by a shareholder in person if the relevant information is available on the Company's website.

The Company may refuse to provide answers to a shareholder's question if it relates to the Company's commercial (industrial) secrets, confidential information, by informing the shareholder thereof, or if it is not possible to determine the identity of the shareholder who has submitted the question.

The shareholders may get acquainted with the documents related to the agenda of the Company's General Meeting of Shareholders, draft decisions on each item on the agenda, documents to be submitted to the General Meeting of Shareholders, and other information related to the exercise of the shareholder's rights at the Company's website www.rokiskio.com in the section "For Investors", and by visiting Rokiskio suris AB, at the following address:  Pramones 3 st., LT-42150 Rokiskis.

The total number of voting rights of Rokiskio suris AB is 35 867 970 ordinary registered shares. The nominal value of each share is EUR 0,29 (twenty-nine hundredths of a euro).

ISIN LT0000100372 of the Company's shares.

Rokiskio suris AB has repurchased 861 274 of its own shares.

Dalius Trumpa
CEO of the Company
+370 458 55200

APPROVED RESOLUTIONS

Resolutions supplemented by the Ordinary General Meeting of Shareholders of Rokiskio suris AB convened on 30 April 2024

Resolutions of the General Meeting of shareholders of Rokiskio suris AB held on 29 April 2022