Report from the annual general meeting in Misen Energy AB (publ) on 26 April 2018
The annual general meeting (hereinafter AGM) adopted the presented income statement, the balance sheet, the consolidated income statement and the consolidated balance sheet of Misen Energy AB (publ) for 2017.
The AGM resolved to have all funds available to the annual general meeting carried forward in accordance with the proposal of the board of directors, which also is supported by the auditor, and resolved to discharge the members of the board and the managing director from liability for the financial year 2017.
The AGM further resolved that the board shall consist of four ordinary members with no deputies. All four present members of the board were re-elected.
- Andrius Smaliukas
- Dimitrios Dimitriadis
- Oleg Batyuk
- Pavel Prysiazhniuk
The AGM re-elected Andrius Smaliukas as chairman of the board.
Information about each member of the board is posted on the company’s website.
It was resolved that an aggregate fee of EUR 76,000 per annum shall be paid to the board of directors, allocated as follows:
- EUR 37,000 to the chairman;
- EUR 16,000 to each of Dimitrios Dimitriadis and Oleg Batyuk; and
- EUR 7,000 to Pavel Prysiazhniuk.
The AGM re-elected the auditing company PricewaterhouseCoopers AB with Johan Palmgren as the responsible auditor. No deputy auditor was elected.
The AGM elected members of the nomination committee, comprising Sergiy Probylov (representing Blankbank Investments Limited) as chairman, Dimitrios Dimitriadis (representing Nellston Holdings Limited), Aurimas Augustinavicius (representing TCT Holding AB) and Andrius Smaliukas (in his capacity as chairman of the board of directors) as members.
The AGM resolved to authorize the board of directors during the period up until the next annual general meeting to, on one or more occasions, resolve to issue shares, convertible debentures and/or warrants, with or without preferential rights for the shareholders, in the amount not exceeding ten (10) per cent of total number of shares and votes in the company, to be paid in cash, in kind and/or by way of set-off.
The AGM took place at the offices of Baker & McKenzie law firm in Stockholm and was attended by four shareholders, together representing 59.31 per cent of total number of shares and votes in the company.
For further information, please contact:
Göran Wolff, MD
Misen Energy AB (publ) (formerly Svenska Capital Oil AB (publ)) is a Swedish upstream oil and gas company with operations in Ukraine. The company was founded in 2004 and its shares are traded on Nasdaq First North since 12 June 2007.In 2011, Misen Energy AB (publ) acquired Misen Enterprises AB and its Ukrainian subsidiary, LLC Karpatygaz, including the rights to 50.01% of the revenue and profit from a gas production project in Ukraine. Under IFRS rules, this transaction is classified as a reverse takeover. In consideration of the acquisition, a new share issue was carried out. The gas producing assets were acquired by production cooperation via a joint activity project governed by a Joint Activity Agreement between at that time the wholly-owned direct and indirect subsidiaries of Misen Energy AB (publ), i.e. Misen Enterprises AB and LLC Karpatygaz (together 50.01%) and PJSC Ukrgasvydobuvannya (49.99%), a subsidiary of the National Joint Stock Company Naftogaz of Ukraine. PJSC Ukrgasvydobuvannya is the largest producer of natural gas in Ukraine. The purpose of the Joint Activity Agreement is to significantly increase production of gas and oil by providing modern technologies via a large-scale investment program for the purposes of attainment of profits.
In June 2016 and in July 2017 Misen Energy AB (publ) sold respectively 37.5% and 10% of Misen Enterprises AB shares to the Hong Kong based company Powerful United Limited. In March 2018, Misen Energy AB (publ) sold 2% of Misen Enterprises AB shares to Mr. Konstantin Guenevski. Owning (the remaining) 50.5% of Misen Enterprises AB shares, Misen Energy AB (publ) maintains full control of the company and preserves a right to obtain 50.5% of the future dividends from the operations in Ukraine.
The registered office of Misen Energy AB (publ) is in Stockholm and the shares are traded on First North under identification ticker MISE. The Certified Adviser of the company at Nasdaq First North is Erik Penser Bank AB.
For further information, please visit our website www.misenenergy.se.