Report on the 19th regular Shareholders' Meeting of Sava d.d.
On 30 April 2013, the 19th regular Shareholders' Meeting of the joint stock company Sava was held in the Hotel Golf in Bled.
The Shareholders' Meeting was attended by 74.67% (1,475,834 shares) of total company's capital with the voting right. The share of voting rights of the first five major shareholders with the voting right present at the Shareholders’ Meeting amounted to 49.51% (978,530 shares) of the capital present, as follows: Kapitalska družba d.d. with 19.0% (375,542 shares), Slovenska odškodninska družba d.d. with 11.23% (222,029 shares), Finetol d.d.- under receivership with 7.30% (144,334 shares), Merkur d.d. with 6.83% (134,923 shares), and NDF 1 delniški podsklad with 5.15% (101,702 shares). The shareholders supported all resolutions proposed in the Call of Shareholders' Meeting by the Management Board and Supervisory Board of Sava d.d. with a high, more than a 90%, majority of the capital present. There were no counter-proposals made or announced challenging actions filed in the Shareholders' Meeting.
In the Shareholders' Meeting, the shareholders unanimously elected the bodies of the Shareholders' Meeting (with 99.89% of cast votes).
Further in the meeting, the shareholders became acquainted with the audited annual reports of Sava d.d. and the Sava Group for 2012, as well as with the Report by the Supervisory Board for 2012. The shareholders adopted the resolution with 99.86% of cast votes. The shareholders further adopted the resolution on granting discharge from liability to the Management Board and Supervisory Board, thereby approving of the work of these two bodies in 2012. The resolution was adopted with 99.84% of cast votes.
The shareholders voted about a decrease in the share capital of Sava d.d. and other amendments to the Articles of Association. The resolution that the share capital is decreased from the present €83,751,567.51 to €25,441,851.48 was adopted with 99.78% of total cast votes. The purpose of the share capital decrease in the company is to adjust the equity and share capital to the decreased volume of company’s business. As the attributable amount of each share in the share capital after its decrease amounts to €12.68, the decrease is carried out without aggregating the shares and with the unchanged number of shares, respectively.
The shareholders approved the proposal for other amendments to the Articles of Association, which they supported with 99.99% of cast votes. In this context, they also supported the change of the company’s headquarters, which as of now are in Ljubljana. All amendments to the Articles of Association will be registered in the register of companies.
The Shareholders’ Meeting approved the proposal that Deloitte revizija, d.o.o., Ljubljana was appointed the auditor of the financial statements of Sava d.d. and the Sava Group for 2013. The resolution was adopted with 99.90% of total cast votes.
Under the Agenda item 5) the shareholders approved the proposal by the Supervisory Board to appoint Miro Medvešek a Supervisory Board member – shareholder representative. The newly elected member of the Supervisory Board begins his term of office on 30 April 2013. The resolution was adopted with 91.36% of total votes cast.
In the meeting, the President of the Management Board Matej Narat, MSc, presents not only the implementation of the restructuring strategy and business operations in 2012 (SEOnet announcement from 28 March 2013) but also informs the shareholders about the continuation of restructuring strategy at Sava in this year. He further communicates that at the end of the first quarter Sava d.d. generated a net profit of €23.9 million; the profit mainly refers to the purchase money received for selling Rubber Manufacturing and represents one of the significant sources of the planned profit of Sava at the end of this year. He points out that the agreement about a long-term coordination of maturity of total financial liabilities of Sava d.d. is being finalised, which is one of the key conditions for facilitating further implementation of the restructuring strategy at Sava d.d.
Sava d.d.
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