2023: Procedure for the inclusion of additional matters in the agenda and presenting draft resolutions
Shareholders, whose shares represent at least 1/20 of the share capital, may request for additional matters to be added to the agenda of the General Meeting provided that the relevant request is submitted in writing no later than fifteen (15) days before the General Meeting. These requests must be submitted by post (Ädala 10, 10614 Tallinn) or in electronic format (e-mail: email@example.com) so that AS Tallinna Vesi receives those by 16 May 2023 (inclusive) at the latest.
A draft resolution or a reasoning shall be submitted in writing (by post or in electronic format) for each additional matter proposed to be included in the agenda of the General Meeting.
The matters that are within the competence of the General Meeting according to the Commercial Code § 298 may be submitted to the General Meeting for a resolution.
A request for an addition to the agenda submitted without a relevant draft resolution or reasoning means that the proposal has not been submitted properly in accordance with the requirements of the law and such proposal cannot be considered at the General Meeting, therefore, it shall not be regarded as an additional agenda item at the General Meeting.
Shareholders, whose shares represent at least 1/20 of the share capital, may submit in writing a draft resolution in respect to each item on the agenda, both those in the General Meeting’s notice and other shareholders’ proposals for additional agenda items, no later than three (3) days before the General Meeting. Therefore, the proposed draft resolutions must be submitted by post or in electronic format so that AS Tallinna Vesi receives those by the end of day (i.e., 23:59 UTC+3) on 29 May 2023 at the latest.
The proposals for additional agenda items duly submitted to AS Tallinna Vesi and the draft resolutions or reasonings proposed on both the existing and additional agenda items, along with the proposing shareholder’s name, shall be published on AS Tallinna Vesi’s website on a business day following the receipt of the proposal. The numeration of additional agenda items shall begin with the number following the number of the last agenda item stated in the notice of the General Meeting, i.e., additional agenda items shall be added to the numeration of the initial agenda items.
At the beginning of the General Meeting, whilst introducing the agenda, the chairman of the General Meeting shall introduce all agenda items, both those stated in the notice as well as any additional agenda items, and the relevant draft resolutions or reasonings, including alternative draft resolutions put forward for the initial agenda items provided in the notice of the General Meeting.