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Draft Resolutions of the Annual General Meeting of Shareholders

on April 13, 2012

Name of securities: JSC Olainfarm public issue of shares
ISIN code: LV0000100501
Paid fixed capital: 14 085 078 LVL
Date of the Annual General Meeting: April 27th, 2012, on 11:00
Place of the meeting: in Olaine, Rupnicu street 5.

Draft resolutions of the Annual General Meeting of Shareholders:

1. Report of the Board on results of operations in 2011.
Draft resolution:
To take notice of the Report of the Board on results of operations in 2011.

2. Report of the Council on results of operations in 2011.
Draft resolution:
To take notice of the Report of the Council on results of operations in 2011.

3. Report of the Auditing Committee.
Draft resolution:
To take notice of the Report of the Auditing Committee.

4. Approval of the Audited Annual Report for 2011.
Draft resolution:
To approve the Audited Annual Report of JSC Olainfarm for 2011.

5. Approval of the Audited Consolidated Annual Report for 2011.
Draft resolution:
To approve the Audited Consolidated Annual Report of JSC Olainfarm for 2011.

6. Distribution of profit of 2011.
Draft resolution:
To use part of the profit of JSC Olainfarm in amount of 867 793.50 lats (1234758,91 euro) to pay dividends to shareholders of JSC Olainfarm, (ISIN code of the shares LV0000100501) paying 6.16 santims per one share, but part of the profit in amount of 6 074 554.50 lats (8 643 312.36 euro) to reinvest in development of JSC Olainfarm.
Set August 3rd, 2012, as a record date for dividends.

7. Report of the Board on budget and on planned operations in 2012.
Draft resolution:
To take notice of Report of the Board on budget and on planned operations in 2012, which include Company’s unconsolidated turnover forecast for 2012 in amount of 40 million lats (56.91 million Euro), and JSC Olainfarm consolidated turnover forecast for 2012 in amount of 47.00 million lats (66.9 million Euro); Forecast of unconsolidated profit of JSC Olainfarm is 8.3 million lats (11.81 million Euro), but consolidated profit is 8.6 million lats (12.24 million Euro).

8. Election of the Certified Auditor for 2012.
Draft resolutions:
8.1. to elect SIA „Ernst & Young Baltic” (license No.17, unitary registration No. 40003593454) to be the certified auditor of JSC Olainfarm in 2012.
8.2. to set the total remuneration of certified auditor in accordance with the approved budget.

9. Election of the Auditing Committee.
Draft resolutions:
9.1. to elect Zanna Karaseva to be the sole member of the Auditing Committee.
9.2. to set the total monthly remuneration of the members of the Auditing Committee at 500 lats.

10.  Draft resolutions: 
10.1.  to elect the Council of JSC Olainfarm consisting of the following members for the further term of five years, setting that this terms commences on April 28th, 2012:
Name, surname, personal details:
1. _____________ ______________ ____________;
2. _____________ ______________ ____________;
3. _____________ ______________ ____________;
4. _____________ ______________ ____________;
5. _____________ ______________ ____________.

10.2.  To set the total monthly remuneration of all the Supervisory Council in the amount of _____________.

Election of the members of the Council and resolution on the remuneration of the members of the Council shall be made in accordance with offers of the shareholders.

 

Information prepared by:

Salvis Lapins
Member of the Board
JSC Olainfarm
Tel: +371 6 7013 717
Cell: +371 2 6448 873
E-mail: slapinsh@olainfarm.lv

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