Meeting of Shareholders

The Management Board of joint stock company “VIRŠI-A”, registration number: 40003242737, legal address: Kalna iela 17, Aizkraukle, Aizkraukle parish, Aizkraukle region, LV-5101, Latvia (hereinafter – the “Company”), hereby convenes and announces that the Annual General Meeting of Shareholders of the Company will take place on May 17, 2024 at 11:00 at the Art Centre Zuzeum, 101 Lāčplēša iela, Riga, LV-1011, Latvia.

The agenda:

1. Reports of the Management Board, the Supervisory Council and the statement of the sworn auditor, approval of the Annual reports for 2023.
2. Distribution of the profit.
3. Election of the auditor and setting of the remuneration to the auditor.
4. Amendments to the Articles of Association.

The Management Board of the Company will provide the shareholders with the possibility to vote before the meeting and to connect to the meeting remotely, without physical attendance.

The record date for shareholders’ participation at the Annual Meeting of shareholders of the Company is May 9, 2024. Only the persons who are shareholders on the record date with the number of shares held by them on the record date are authorized to participate in the Annual Meeting of shareholders of the Company on May 17, 2024 as well as to vote in writing before the shareholders' meeting.

Shareholders have a right to participate in the meeting (including filling and submitting the voting before the meeting) in person or by mediation of their legal representatives or authorized persons. If the shareholder is represented by the authorized person, the power of attorney should be attached to the voting or the application form but legal representatives should attach to the voting or the application form the document proofing representation rights. The power of attorneys issued by natural persons should be notarised.  The form of a written power of attorney is also available on website of joint stock company Nasdaq Riga - http://www.nasdaqbaltic.com and is also published together with this notification.

Voting prior to the meeting

Shareholders are invited to exercise their rights to vote in writing before the shareholders' meeting by sending a vote signed with a secure electronic signature to the e-mail: Investoriem@virsi.lv or signed in paper form by post to the legal address of the Company at Kalna iela 17, Aizkraukle, Aizkraukle parish, Aizkraukle region, LV-5101, Latvia.

The required voting form will be also available on AS “Nasdaq Riga” webpage at www.nasdaqbaltic.com.  Such a vote will be considered if received by May 16, 2024. The voting form is published together with this notification.

Shareholders who voted before the meeting will be considered present at the meeting. A shareholder who has voted before the shareholders' meeting may ask the Company to confirm the receipt of the vote. The Company shall send a confirmation to the shareholder immediately upon receipt of the shareholder's vote.

Participation and voting at the meeting

The registration and identification of shareholders will take place in the following order:

1. The shareholder must submit the application form signed with a secure electronic signature to the e-mail address: Investoriem@virsi.lv or a signed in paper form by post to the legal address of the Company: Kalna iela 17, Aizkraukle, Aizkraukle parish, Aizkraukle region, LV-5101, Latvia, by May 14, 2024 at 17:00. If the shareholder wants to participate in the meeting remotely a copy of shareholder’s (or representative’s) identification document together with contacts (phone number and e-mail) should be attached to the application form in order to carry out identification of the shareholder. The application form is published together with this notification.
2. Shareholders applied for participation in the meeting remotely will receive an individual connection link to the meeting by indicated e-mail until May 17, 2024 at 09:00.
3. Shareholders who have applied for participation in the meeting remotely using the link provided must join the meeting not later than at 10:30 and be prepared to present a personal identification document to carry out the video identification.
4.  The registration of shareholders who have applied for participation in the meeting in a presence will take place on the day of the shareholders’ meeting on May 17, 2024 from 10:00 to 10:45 at the meeting venue. Shareholders or their representatives should present passport or other identification document upon registration.

The shareholders representing at least one-twentieth of the Company's share capital, have the right to request the Company's Board to include additional issues on the agenda of the Meeting no later than by May 2, 2024 (including). Shareholders representing at least one-twentieth of the Company's share capital have the right to submit draft decisions on the issues included in the agenda of the Meeting no later than by May 10, 2024 (including). If a shareholder submits a written request to the Company's Management Board no later than by May 10, 2024 (including), the Company's Board will provide all the requested information on the issues included in the agenda and other items discussed on the meeting no later than on May 14, 2024. All the correspondence mentioned above should be sent to by post to the legal address of the Company: Kalna iela 17, Aizkraukle, Aizkraukle parish, Aizkraukle region, LV-5101, Latvia or by sending them to the e-mail address: Investoriem@virsi.lv signed with a safe electronic signature.

The Company’s Annual report for 2023 is published on April 28, 2024, the Management Board proposal for the profit distribution, the draft resolutions and draft of amendments to the articles of association are published together with this notification. 

Information on the shareholders’ meeting is also available on the website of AS Nasdaq Riga at www.nasdaqbaltic.com. The total amount of shares and the total amount of the shares with voting rights of the Company is 15’129’460.

Annexes:

1. Application form for the participation at the shareholders’ meeting; 
2. Draft of the amendments to the Articles of Association;
3. Draft resolutions;
4. Form of the power of attorney;
5. Proposal of the Management Board for the profit distribution; 
6. Report of the Supervisory Board;
7. Voting form.