Pursuant to Article 135, 136 and Pursuant to Article 135 and 136 and 161 of the Companies Act (Official Gazette of Montenegro no. 65/20) and Article 45 paragraph 1 item 2 of the By-Laws of Crnogorski elektroprenosni sistem AD, the Board of Directors hereby convenes to convene
XV ANNUAL SHAREHOLDER MEETING
OF CRNOGORSKI ELEKTROPRENOSNI SISTEM AD
The shareholders' meeting will be held in Podgorica. 28.06.2023at the hotel "Cue", 7 Cetinjska Street, starting at 10.00 h.
For XV regular Shareholders' Meeting, the following was established
Agenda :
1. Decision on the adoption of the Financial Statements of Montenegrin Transmission System Company AD for 2023, with the auditor's report;
2. Decision on the distribution of the realised profit of Crnogorski elektropredajni sistem AD for 2023;
3. Decision on the adoption of the business report of the Montenegrin Transmission System Operator AD for 2023;
4. Information on the current status and proposal for revising the budget and completion dates for finishing the project connecting electric power system of Montenegro and Italy via the submarine direct current cable ;
5. Decision on the selection of the auditor of Crnogorski elektropredajni sistem AD for 2024;
6. Decision on the adoption of the Remuneration Policy of Crnogorski elektroprenosni sistem AD;
7. Decision on:
7.1 Removal of members of the Board of Directors of Crnogorski elektroprenosni sistem AD;
7.2 Appointment of members of the Board of Directors of Crnogorski elektroprenosni sistem AD.
DecisionMeeting to in agenda items 1, 3, 5, 6 and 7.1. shall be adopted, by a majority vote of the shareholders present or represented, of the quorum consisting of at least ½ (50%) + 1 of of the total voting shares.
Decisions under items 2 and 4 of the agenda shall be adopted by a majority of 77% total number all of all the Company’s voting shares..
The decision under item 7.2 is made on a cumulative voting basis. Candidates for the Board of Directors shall be elected who receive the highest number of votes from a quorum, which constitutes at least ½ (50%) + 1 of the total number of the Company's voting shares.
Material for The documents for the 15th Ordinary General Meeting of Shareholders will be made available for inspection by shareholders at the CGE's business premises, Podgorica, 18 St. Peter of Cetina Boulevard (Office No. 301).
Insight into the material for The 15th Ordinary General Meeting of Shareholderswill be made available every working day between 10 – 15.00 hours, starting from 08.06.2024.
Shareholders who are not able to attend the meeting can vote in advance through ballots delivered to the following address: Crnogorski elektroprenosni sistem AD - Bulevar Svetog Petra Cetinjskog 18 – Podgorica (for the Shareholder Meeting) not later than the beginning of the Shareholder Meeting. The ballot must be certified in accordance with the law.
Shareholders with registered office/residence outside the territory of Montenegro may electronically participate in the work of the Shareholder Meeting and vote on, agenda are items before or during the meeting .
Shareholders who intend to participate in the work of the Shareholder Meeting may notify the Company via their official e-mail address to the following e-mail address: Katarina Blagojevic@cges.me, no later than 18.06.2024Attached to the e-mail, it is necessary to submit a copy of the power of attorney and personal documents in order to identify the shareholder/proxy.
The original power of attorney shall be submitted not later than 25.06.2024to the following address:
Crnogorski elektroprenosni sistem AD - Bulevar Svetog Petra Cetinjskog 18 – Podgorica (for the Shareholder Meeting – attn Company Secretary).
Registration of attending shareholders and proxies will be carried out from 9:00 h to 10:00 h on the day at andat holding an extraordinary General Meeting of Shareholders.
Shareholders will be identified at the meeting after presenting identity documents, and proxies will be identified after presenting power of attorney and identity documents. The power of attorney must be certified in accordance with law.
Notice of convening Fifteenth regularMeeting ShareholderMeeting forms of power of attorney and ballots, as well as instructions on how to vote electronically, will be available at the Company’s website: www.cges.me. www.cges.me.
CHAIRMAN OF THE BOARD,
Aleksandar Mijušković, BScEE
1. ballot paper - points 1 to 7.1; XV regular Sa.docx
2. ballot paper_ item 7.2; XV regular Sa.docx
15th Ordinary General Meeting of Shareholders – General Power of Attorney.docx