Lenta PLC Lenta Announces Results of EGM (2288G)

TIDMLNTR TIDMLNTA

RNS Number : 2288G

Lenta PLC

23 November 2020

Lenta Announces Results of EGM

St. Petersburg, Russia, 23 November 2020: Lenta PLC (MOEX & LSE: LNTA), one of the largest retail chains in Russia, today announces that the Company held its Extraordinary General Meeting of shareholders ("EGM") on 23 November 2020 under the chairmanship of Mr. Rud Pedersen, Chief Financial Officer, member of the Board of Directors. The Chairman of the Board designated him as the Chairman of this EGM in accordance with regulation 61 of the Company's Articles of Association.

The EGM was held at Lenta offices, located at 112B Savushkina street, St. Petersburg, Russia.

All of the resolutions proposed at the EGM were passed by the shareholders by the requisite majority in the manner indicated in the table below:

 
                                           FOR          %       AGAINST      %      WITHHELD 
 1. Ordinary resolution 
  to approve that, with 
  effect from the registration 
  of the Company as an 
  international public 
  joint stock company 
  in the Unified State 
  Register of Legal Entities 
  of the Russian Federation, 
  and only to take effect 
  from the date of such 
  registration (the "Redomiciliation 
  Date"), (a) the par 
  value of the Company's 
  shares shall be denominated 
  in RUB; (b) the charter 
  capital of the Company 
  shall be denominated 
  in RUB; and (c) the 
  par value of the Company's 
  shares in RUB shall 
  be equivalent to the 
  par value of the shares 
  of Lenta PLC in Euro 
  at the official exchange 
  rate set by the Bank 
  of Russia as of 29 
  October 2020.                         81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 2. Ordinary resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, the authorised 
  share capital of the 
  Company be converted 
  from Euro 200,000 divided 
  into 200,000,000 ordinary 
  shares of nominal value 
  Euro 0.001 to Russian 
  Roubles 18,252,640 
  divided into 200,000,000 
  ordinary shares of 
  nominal value Russian 
  Roubles 0.0912632 each.               81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 3. Ordinary resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, the issued share 
  capital be converted 
  from Euro 97,585.932 
  divided into 97,585,932 
  ordinary shares of 
  nominal value Euro 
  0.001 each to Russian 
  Roubles 8,906,004.4293024 
  divided into 97,585,932 
  ordinary shares of 
  nominal value 0.0912632 
  each.                                 81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 4. Special resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, the personal 
  law (lex societatis) 
  of the Company shall 
  be changed from Cypriot 
  law to Russian Law.                   81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 5. Special resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, the current Company's 
  Memorandum and Articles 
  of Association shall 
  be superseded by the 
  charter in the form 
  attached in Schedule 
  1 to the Notice of 
  the Meeting.                          76,110,591   93,501%   5,152,593   6,330%   137,903 
                                       -----------  --------  ----------  -------  --------- 
 
 6. Ordinary resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, the decision 
  of issuance of shares 
  a copy of which is 
  attached in Schedule 
  2 to the Notice of 
  the Meeting be approved.              81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 7. Special resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, the place of 
  residence of the Company 
  be changed to Solnechniy 
  Boulevard, 25, office 
  /66, 236006, Kaliningrad, 
  Kaliningradskaya oblast, 
  Russian Federation.                   81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 8. Ordinary resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, Limited Liability 
  Company "Partner" (INN 
  3528218586) be appointed 
  as the registrar that 
  will maintain the shareholders' 
  register of the Company 
  in Russia.                            81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 9. Ordinary resolution 
  to approve that, with 
  effect from the Re-domiciliation 
  Date, Mr. Rud Trabjerg 
  Pedersen, holding a 
  Danish passport with 
  number 211138178, be 
  appointed as chief 
  executive officer of 
  the Company.                          81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 10. Ordinary resolution 
  to approve that Messrs. 
  Rud Trabjerg Pedersen 
  (holding a Danish passport 
  with number 211138178) 
  and Vladimir Leonidovich 
  Sorokin (holding Russian 
  passport with number 
  4516 582284) are each 
  hereby authorised (without 
  issuing Power of Attorney), 
  acting singly, to fully 
  represent the Company 
  in the Russian Federation 
  and make any decisions 
  on any matters related 
  to the Redomiciliation 
  of the Company and 
  state registration 
  of the Company shares, 
  including but not limited 
  to sign, submit, amend 
  and negotiate any respective 
  documents (including 
  but not limited to 
  the decision of issuance 
  of shares), forms required 
  to establish the Company 
  as an International 
  Company under the laws 
  of the Russian Federation, 
  and issue any powers 
  of attorneys to third 
  parties in connection 
  herewith, as well as 
  to submit any required 
  statements, applications 
  and declarations.                     81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 
 11. Ordinary resolution 
  to authorise any one 
  of the directors and/or 
  the secretary of the 
  Company to take all 
  necessary actions on 
  behalf of the Company 
  to give effect to the 
  above resolutions including, 
  inter alia, to complete 
  and file the relevant 
  documents and applications 
  with any competent 
  authority and make 
  all necessary assurances, 
  affidavits, declarations 
  and publications for 
  the proper completion 
  of the Company's transfer 
  of its registered office 
  out of the Republic 
  of Cyprus and to the 
  Russian Federation.                   81,398,045   99.996%       0         -       3,042 
                                       -----------  --------  ----------  -------  --------- 
 

The results of voting at the EGM can also be viewed on the Company's website at www.lentainvestor.com . In accordance with Listing Rule 14.3.6, an electronic copy of this announcement has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

Withheld votes are not counted in the calculation of votes for or against any resolution.

The total number of ordinary shares in the Company eligible to be voted at the EGM was 96,675,386.

For further information please visit www.lentainvestor.com or contact:

 
 Lenta                                      Lenta 
  Mariya Filippova                           Timothy Post 
  Head of Public Relations and Government    Investor Relations Officer 
  Affairs                                    [e-mail] 
  [e-mail] 
 
   EM (International Media Inquiries) 
   [e-mail] 
 

About Lenta

Lenta is the largest hypermarket chain in the Russian Federation and the fourth largest food retailer. The Company was founded in 1993 in St. Petersburg and currently operates 250 hypermarkets and 136 supermarkets in 88 cities across Russia with almost 1.5 million square meters of selling space. The average Lenta hypermarket has approximately 5,500 square meters of selling space, while the Lenta supermarket averages 800 square meters. The company operates 12 distribution centers throughout Russia. Lenta is listed on both the London Stock Exchange and Moscow Exchange, trading under the ticker: 'LNTA'

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

ROMEAKFDADPEFFA

(END) Dow Jones Newswires

November 23, 2020 11:40 ET (16:40 GMT)