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NOTIFICATION OF CONVOCATION OF THE EXTRAORDINARY SHAREHOLDERS ASSEMBLY OF NOVI DUVANSKI KOMBINAT JSC PODGORICA

NOVI DUVANSKI KOMBINAT

JSC PODGORICA

Number: 197-N/18

Podgorica, 05.02.2019.

 

NOTIFICATION OF CONVOCATION OF THE EXTRAORDINARY SHAREHOLDERS ASSEMBLY OF NOVI DUVANSKI KOMBINAT JSC PODGORICA

In accordance with Article 40 paragraph 6 of the Company’s Law, I hereby inform you that, by the Decision of the Board of Directors of the Company, no. 191-N/19 from February 4th 2019, the Extraordinary Shareholders' Assembly of Novi duvanski kombinat JSC Podgorica was convened on March 7th 2019, which shall take place in the premises of the Company, Ćemovsko polje bb, Podgorica, starting at 10 h.

For the session the following was established:

 

AGENDA

1. Introduction to the unique list of shareholders and the adoption of the working bodies of the Assembly;

2. Adoption of the Record from the Extraordinary Shareholders Assembly, held on July 31st 2018 and continued on October 11th 2018;

3. Review and adoption of the Decision on return of non-monetary contribution;

4. Review and adoption of the Decision on the reduction of the Company's capital;

5. Review and adoption of the Decision on Amendments to the Statuteof the Company;

6. Review and adoption of the Decision on the adoption of Appraisal 2 done by auditor “Ernst & Young”;

7. Review and adoption of the Decision on conclusion of the Loan Agreement between the Company and the Investor;

8. Miscellaneous.

The reason for the reduction of the capital of the Company is the return of non-monetary contribution to the Shareholder, the Government of Montenegro, and it shall be implemented by the annulment of the corresponding number of shares of the Government of Montenegro, in accordance with Article 59, paragraph 11 of the Company’s Law.

According to the statement from the Central Depository Agency (CDA) on the date February 5th 2019, the total amount of issued shares is 23.173.071, of which it is owned by:

- Capital City of Podgorica 2.455.438 shares (10,5% ownership),

- Government of Montenegro 4.756.869 shares (20,5% ownership),

 - Grand International FZE, UAE, 15.960.764 shares (68, 8% ownership).

All actions are ordinary, regular actions, with the right to vote, where each action is entitled to one vote.

It is considered that there is a quorum for the holding of the Extraordinary Shareholders Assembly, if the Assembly is attended by shareholders who own at least half of the total number of shares with voting right, who are present personally, represented by a proxy or voted through the ballot papers.

The Decision to reduce the capital of the Company is considered to be adopted if voted by the shareholders own at least two thirds of the total number of shares present and represented at the Assembly through the proxy or through the ballots, while the other decisions are made by the majority of votes of the present or represented shareholders or through ballot papers.

The material for the Extraordinary Shareholders Assembly shall be available to shareholders, within the legally prescribed time limit, in the business premises of the Company, Ćemovskopolje bb, Podgorica, every working day from 9 am to 2 pm.

The power of attorney to the Extraordinary Assembly of shareholders must be certified in accordance with the Law. The form of power of attorney and the voting card may be taken over by the shareholders in the business premises of the Company, Ćemovsko polje bb, in Podgorica, every working day from 9 am to 2 pm.

 

PRESIDENT OF THE BOARD OF DIRECTORS

Abdulsalam Murad Juwaied Alganahi m.p.

Registarski podaci

PIB: 02860864

PDV: 30/31-10883-6

Registarski broj: 40009323

Žiro račun: 535-12338-22

Adresa

Kraljice Milene bb

81000 Podgorica

Montenegro

Kontakt

Tel.: +382 20 688 000

e-mail: info@ndkp.me

 

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