Notice on the convened Extraordinary General Meeting of Shareholders of AB "Klaipėdos nafta"
06 Octubre 2023 - 6:00AM
Notice on the convened Extraordinary General Meeting of
Shareholders of AB "Klaipėdos nafta"
We hereby inform you that on the initiative and
by the decision of the Board of AB "Klaipėdos nafta", legal entity
code 110648893, registered address at Burių str. 19, Klaipėda
(hereinafter – the Company), an Extraordinary General Meeting of
Shareholders of the Company was convened on 6 October 2023 at 1:00
p.m. The meeting was held in the registered office of the Company
at Burių str. 19, Klaipėda.
Extraordinary General Meeting of Shareholders of
the Company, held on 6 October 2023, adopted the following
resolutions:
- Regarding the approval of AB “Klaipėdos nafta’s” Board
decision to approve the main terms and conditions of the floating
storage regasification unit (FSRU) INDEPENDENCE technical and
operational management (O&M) service procurement
agreement:
“To approve the decision of AB “Klaipėdos nafta”
Board:
1. Approve the following main terms and
conditions of the floating storage regasification unit (FSRU)
INDEPENDENCE technical and operational
management (O&M) service procurement agreement:
1.1. Between the buyer AB Klaipėdos nafta and
the supplier Hoegh LNG Klaipėda, UAB, legal entity
code 302719517, registered office at Lvivo g.
25, 09320 Vilnius, Lithuania, acting as the leading
partner of the joint venture agreement with
Höegh LNG Fleet Management AS, legal entity code
993874639, registered office at Drammensveien
134, Oslo, Norway.
1.2. The scope of services: FSRU INDEPENDENCE
O&M.
1.3. The term of the agreement: five (5) years
as from FSRU INDEPENDENCE acquisition with a right to extend up to
five (5) years additionally.
1.4. The annual price of the agreement is equal
to a fixed fee of 4,850,000 EUR (four million eight hundred fifty
thousand euros) comprising of pre-operational cost, annual
management fee and annual crew cost excluding applicable Lithuanian
taxes on seafarers‘ wages, other variable cost such as opex,
maintenance, spare parts, tax expenditures and etc. which shall be
paid on cost pass through basis. The fixed fees are subject to
annual adjustment in accordance with harmonized index of consumer
prices (HICP).
1.5. Subject to certain exceptions, the
liability of the supplier (including liability for crew acts and
omissions) for all claims under the agreement shall not exceed a
total of ten (10) times the annual management fee payable during
the term.
1.6. The agreement shall be in line with the
other terms and conditions specified in the procurement documents,
as well as market conditions, market’s best practice and standard
of prudent businessman.”
- Regarding the election of the audit company
that shall perform the audit of the Financial Statements for the
year 2023 and conditions of payment for audit
services:
“2.1. To elect “KPMG Baltics”, UAB (hereinafter
– the Auditor) as the Company’s audit firm to perform the audit of
the statutory separate and consolidated Financial Statements, to
verify Regulated Activities report of the Company, to assess its
Annual Report for the years 2023 and to issue the Audit highlights
memorandum.
2.2. To set the following payment conditions for
the audit services: audit fee that should be paid for the audit
services is EUR 108 400 excluding VAT (hereinafter – the Audit
Fee).
2.3. The Auditor shall issue VAT invoices for
the Audit fee, as follows:
1. For audit of the Client’s statutory separate
financial statements as at and for the year ending 31 December 2023
and issuance of an auditor’s report – 45 000 EUR excluding VAT;
2. For audit of the Client’s statutory
consolidated financial statements as at and for the year ending 31
December 2023 and issuance of an auditor’s report – 20 000 EUR
excluding VAT;
3. For audit of the KN Acu Servicos de Terminal
de GNL LTDA statutory separate financial statements as at and for
the year ending 31 December 2023 and issuance of an auditor’s
report thereon – 28 900 EUR excluding VAT;
4. For the Regulated Activities report for the
yar ended 31 December 2023 – 12 500 EUR excluding VAT;
5. For the translation of the consolidated and
separate financial statements and the consolidated annual report
from English to Lithuanian or from Lithuanian to English – 2,000
EUR excluding VAT.
The Company shall pay the VAT invoices within 30
days as of receipt of the VAT invoices.”
Vaidotas Dirmeikis, Acting Chief Financial
Officer, +370 46 391 772
Klaipedos Nafta Ab (LSE:0J1K)
Gráfica de Acción Histórica
De Abr 2024 a May 2024
Klaipedos Nafta Ab (LSE:0J1K)
Gráfica de Acción Histórica
De May 2023 a May 2024