Notice of calling the annual general meeting of shareholders of AS
Trigon Property Development
AS Trigon Property Development (registry code 10106774, address
Pärnu mnt 18, Tallinn 10141, hereinafter the
„Company“) calls the annual general meeting of
Company’s shareholders, which shall be held at 10:00 on 21 June
2023 (here and hereafter Estonian time, GMT+3) at the Company’s
office, at Pärnu mnt 18, Tallinn, 10141, IV floor. Registration for
the meeting starts at 09:00 on the date of the meeting.
Agenda of the meeting and the Management Board proposals
for the draft resolutions to be adopted, which have been approved
by the Supervisory Board:
1. Approval
of the annual report of the Company for the financial year 2022
To approve the annual report of the Company for
the financial year 2022, in accordance with which the balance sheet
value of the Company as at 31 December 2022 was 1,738,576 Euros and
the net profit for the financial year was 74,251 Euros.
2. Allocation
of profits for the financial year 2022
To approve the profit allocation proposal made
by the Management Board to add the net profit in the amount of
74,251 euros to accumulated profit.
3. Appointment
of the auditor for the financial year 2023 and determining the
remuneration policy for the auditor
To appoint AS PricewaterhouseCoopers (registry code 10142876,
address Pärnu mnt 15, 10141 Tallinn) as the auditor of the Company
for the financial year 2023. The auditing services will be paid for
in accordance with the contract to be drawn up with the
auditor.
4. Changes
in the Supervisory Board
To elect Aivar Kempi as a member of the Supervisory Board of the
Company instead of Alo Lepp (deceased) for the next five (5) years
from the adoption of the decision by the general meeting.
Organisational matters
Participation at the meeting
The list of shareholders entitled to participate
in the general meeting will be determined as of 7 days prior to the
general meeting, i.e. at the end of the working day of the Nasdaq
CSD Estonian settlement system on 14 June 2023. Registration of
participants will start an hour before the beginning of the
meeting, i.e. at 09:00. We ask the shareholders and their
representatives to arrive in good time, taking into account the
time required to register the participants.
For participating in the general meeting, we kindly ask you to
present:
- Individual
shareholders should submit an identity document, their
representatives should also hold a valid written
authorisation;
- legal
representatives of corporate shareholders should submit their
identity document; the authorised representative should also hold a
valid written authorisation document. In case the corporate
shareholder is not registered in the Estonian Commercial Register,
we ask to provide a valid extract from the relevant register where
the legal person is registered and from which the representative’s
right to represent the shareholder arises. The extract must be in
English or translated into Estonian or English by a sworn
translator or an official equivalent to sworn translator. The
documents of a foreign shareholder must be legalised or
authenticated by apostille, unless otherwise provided by an
international agreement. The Company may also deem the
shareholder’s voting right to be proven, if all the required
information on the legal person and the representative concerned
are given in a notarised power of attorney, issued to the
representative in a foreign country, and the power of attorney is
recognised in Estonia.
The shareholder may notify the Company of the
appointment of a representative and the revocation of the proxy by
sending the documents to Company’s e-mail
address info@trigonproperty.com or take the above
documents to the Company’s office at Pärnu mnt 18, Tallinn, 10141,
IV floor, weekdays between 9:00 am – 5:00 pm by no later than 12
June 2023 at 17:00 (Estonian time).
In order to authorise a representative, the
shareholder may use the template for power of attorney, which is
published on the Company’s homepage
http://www.trigonproperty.com/ and attached to the notice of
adoption of resolutions on Nasdaq Baltic stock exchange homepage
(www.nasdaqbaltic.com). Templates for revocation of the proxy are
also available at the same place.
Shareholders, whose shares represent at least
1/20 of the share capital of the Company, may demand the inclusion
of additional items on the agenda of the annual general meeting, if
the corresponding request is filed in writing at least 15 days
prior to the general meeting, i.e. at the latest by 23:59 on 6 June
2023, at the e-mail address info@trigonproperty.com or to the
Company's office at Pärnu mnt 18, Tallinn, 10141, IV floor. A draft
decision or rationale must be submitted at the same time as the
proposal to supplement the agenda.
Shareholders, whose shares represent at least
1/20 of the share capital of the Company, may submit to the Company
in writing a draft resolution on each agenda item, by posting the
draft to the e-mail address info@trigonproperty.com or to the
Company's office at Pärnu mnt 18, Tallinn, 10141, IV floor. The
draft must be submitted in electronic form or by post so that it
would be delivered to and received by the Company no later than 3
days before the general meeting, i.e. by 23:59 on 18 June 2023 at
the latest.
At the general meeting, shareholders are
entitled to receive information on the activities of the company
from the Management Board. Management Board may refuse to provide
information if there are reasonable grounds for assuming that it
may cause significant damage to the interests of the company. In
case the board refuses to provide information, the shareholder may
require the general meeting to decide on the lawfulness of the
request or to submit within two weeks an application to the court
in petition proceedings, to oblige the Management Board to disclose
information.
Documents related to the resolutions
Documents, concerning the general meeting, draft
decisions of the general meeting and other documents submitted to
the general meeting pursuant to law (including the Annual Report of
the Company for the financial year 2022, together with the
auditor’s report and the proposal for distribution of profit), as
well as other information subject to disclosure, are available for
examination as attached to the stock exchange announcement about
the notice of adoption of resolutions published on Nasdaq Baltic
stock exchange homepage nasdaqbaltic.com, on the Company´s
website http://www.trigonproperty.com/, as well as on prior notice
beginning from the notification of the general meeting until the
day of the general meeting at Company’s office at Pärnu mnt 18,
Tallinn, 10141, IV floor on working days from 9:00 am untill 5:00
pm. Please contact us in advance at info@trigonproperty.com to
request access to the documents.
Information on shares and total number of votes, linked to the
shares
As of 31 May 2023, the share capital of AS
Trigon Property Development is divided into 4,499,061 shares with
no nominal value. Each share grants its holder one vote.
Rando Tomingas
Member of the Management Board
Telephone: +372 667 9200
E-mail: info@trigonproperty.com
- Draft resolutions of AS Trigon Property Development
- TPD Annual report 2022 ENG
- Draft Power of Attorney
- Draft notice for withdrawal of the power of attorney
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