The Annual General Meeting of Telia Lietuva, AB (hereinafter ‘the Company’ or ‘Telia Lietuva’) shareholders was held on 28 April 2025.
The Annual General Meeting of Telia Lietuva decided:
– To approve the audited annual financial statements of the Company for the year 2024. The annual report of the Company for the year 2024, prepared by the Company, assessed by the auditors and approved by the Board, was presented to the shareholders.
– To allocate the Company’s profit for the year 2024: from the Company’s distributable profit of EUR 190,157 thousand to allocate EUR 64,087 thousand for the payment of dividends for the year 2024, i.e. EUR 0.11 dividend per share, and carry forward to the next financial year an amount of EUR 126,070 thousand as retained earnings (undistributed profit). To allocate EUR 38 thousand for tantiemes for the year 2024 to two independent members of the Board – Leda Iržikevičienė and Mindaugas Glodas – EUR 19 thousand each.
The Law on Companies of the Republic of Lithuania provides that dividends shall be paid to the shareholders who at the end of the 10th business day following the Annual General Meeting that adopts a decision on dividend payment (rights accounting day) will be on the Shareholders’ List of the Company, i.e., will be shareholders of Telia Lietuva, AB on 13 May 2025.
Following the Law on Companies the Company should pay dividends within the one month following the day on which the decision on profit distribution was adopted. The Company plans to pay out dividends for the year 2024 on 27 May 2025.
Following Lithuanian laws dividends paid to natural persons–residents of the Republic of Lithuania and natural persons–residents of foreign countries are subject to withholding personal income tax of 15 per cent. Dividends paid to legal entities of the Republic of Lithuania and legal entities–residents of foreign countries are subject to withholding corporate income tax of 16 per cent, unless otherwise provided for by the laws.
– To approve the Company’s Remuneration Report for the year 2024.
– To approve new edition of the Company’s CEO and Board members remuneration policy.
– Taking into consideration that on 26 April 2024 the General Meeting of the Company’s shareholders elected KPMG Baltics, UAB as the Company’s audit enterprise for the year 2024 and 2025, and set not more than 420,000 (four hundred twenty thousand) euro (VAT excluded) remuneration for the audit of annual financial statements and the assessment of the annual report for two financial years, but did not estimated provision of limited assurance of the Company’s sustainability statement for the year 2024 and 2025, to authorize the CEO of the Company to conclude the agreements for the audit and assurance services, establishing the payment for audit of the Company’s annual financial statements, assessment of the annual report and sustainability statement as agreed between the parties but in any case, not more than 500,000 (five hundred thousand) euro (VAT excluded) for two financial years.
– Taking into consideration that on 27 April 2025 expired two-year term of the Company’s Board for a new two-year term till 28 April 2027 to elect to the Board of the Company:
1) Per Stefan Backman (proposed by Telia Company AB)
2) Claes Johan Ingemar Nycander (proposed by Telia Company AB)
3) Hannu-Matti Mäkinen (proposed by Telia Company AB)
4) Annelie Christina Lakner (proposed by Telia Company AB)
5) Leda Iržikevičienė (as an independent member of the Board proposed by Telia Company AB)
6) Mindaugas Glodas (as an independent member of the Board proposed by Telia Company AB)
Stefan Backman – Chair of the Board, member of the Board of Telia Lietuva from 26 April 2024 (nominated by Telia Company AB). Employment – Telia Company AB (Sweden), Executive Vice President, Group General Counsel and Head of Corporate Affairs. Education – University of Uppsala (Sweden), Master of Laws. Is involved in activities of number of the Boards and the Supervisory Councils of companies belonging to Telia Company AB Group. Has no direct interest in the share capital of Telia Lietuva.
Claes Nycander – member of the Board of Telia Lietuva since 29 April 2014 (nominated by Telia Company AB), Chair of the Remuneration Committee. Employment: Telia Company AB (Sweden), Vice President, Head of Chief Technology and IT Officer Office & part of management support for Latvia, Lithuania and Estonia. Education: Uppsala University (Sweden), Master of Business and Administration, Stanford University Palo Alto (U.S.A.), Master of Science in Electrical Engineering, Institute of Technology at University of Linköping (Sweden), Master of Science in Electrical Engineering, and University of Linköping (Sweden), Bachelor of Science in Mathematics. Is involved in activities of number of the Boards and the Supervisory Councils of companies belonging to Telia Company AB Group. Has no direct interest in the share capital of Telia Lietuva.
Hannu-Matti Mäkinen – member of the Board of Telia Lietuva since 25 April 2018 (nominated by Telia Company AB), Chair of the Audit Committee and member of the Remuneration Committee. Employment – Telia Company AB (Sweden), Chief Legal Counsel, Telia Asset Management. Education: University of Arizona (U.S.A), College of Law, LL.M (Masters of Laws) in International Trade Law, and University of Lapland (Finland), School of Law, LL.B (Bachelor of Laws) and LL.M (Masters of Laws) in Finnish and EU-Law. Is involved in activities of number of the Boards and the Supervisory Councils of companies belonging to Telia Company AB Group. Has no direct interest in the share capital of Telia Lietuva.
Annelie Lakner – Head of Group Treasury at Telia Company AB (Sweden). Education: University of Linköping (Sweden), Bachelor of Political Science with a major in Economics; Uppsala University (Sweden), Macroeconomics and Financial Economics. Involvement in activities of other entities: Telia Försäkring AB (Sweden), member of the Board, and Swedish Pension Fund of Telia (Sweden), member of the Board. Has no direct interest in the share capital of Telia Lietuva.
Leda Iržikevičienė – an independent member of the Board of Telia Lietuva since 16 March 2023 (as independent member of the Board nominated by Telia Company AB), member of the Audit Committee. Employment – Head of OP Corporate Bank (Finland) branch in Lithuania. Education: Baltic Management Institute (Lithuania), Executive Master of Business Administration (EMBA), and Vilnius University (Lithuania), Bachelor’s degree in business administration and Master’s degree in business administration. Involvement in activities of other entities – Association “Lyderė“ (Lithuania), member of the Board. Has no direct interest in the share capital of Telia Lietuva.
Mindaugas Glodas – an independent member of the Board of Telia Lietuva since 25 April 2018 (as independent member of the Board nominated by Telia Company), member of the Audit and Remuneration Committees. Employment: NRD Companies AS (Norway), General Manager, Norway Registers Development AS (Norway), General Manager, and Norway Registers Development AS Lithuanian branch, General Manager. Education: University of Antwerp, Centre for Business Administration UFSIA (Belgium), Master of Business Administration (MBA), and Vilniaus University, Faculty of Economics (Lithuania), Bachelor of Business Administration (BBA). Involvement in activities of other entities: Association Žinių Ekonomikos Forumas (Lithuania), member of the Council, MB Vox Proxima (Lithuania), member of partnership (50 per cent) and UAB Privacy Partners Group, shareholder (39 per cent). Has no direct interest in the share capital of Telia Lietuva.
All elected members of the Board are regarded as non-executive members of the Board, and Leda Iržikevičienė and Mindaugas Glodas are regarded as independent members of the Board.
– To authorise the CEO of the Company to implement all adopted decisions, sign all the related documents and conclude all the transactions required for the implementation of the aforementioned decisions. The CEO of the Company shall be entitled to authorise any other person to perform the aforementioned actions and to sign the aforementioned documents.
ENCL.:
– Telia Lietuva, AB Annual and Financial Statements for the year ended 31 December 2024
– The Company’s Profit Allocation for the year 2024
– The Company’s Remuneration Report for the year 2024
– The Company’s CEO and Board members remuneration policy.
Darius Džiaugys,
Head of Investor Relations,
tel. +370 5 236 7878,
e-mail: [email protected]
Attachments
- Telia Lietuva_Annual Report_2024
- Profit_allocation_2024
- Telia Lietuva Remuneration report 2024
- Telia Lietuva CEO and Board Members Remuneration Policy_2025