Draft resolutions of the Annual General Meeting of APB APRANGA shareholders to be held on April 29, 2021

Draft agenda and draft resolutions for the Annual General Meeting of APB APRANGA (hereinafter “Company”) shareholders to be held on April 29, 2021 proposed by the Board of the Company:

1. Consolidated annual report on the activities of the Company in 2020.

Draft resolution:
Taken for the information consolidated annual report of the Company for the year 2020, prepared by the Company, assessed by the auditors and approved by the Board.

2. Auditor's report on the Company's financial statements and annual report.

Draft resolution:
Taken for the information.

3. Approval of the Consolidated and Company's financial statements for the year 2020.

Draft resolution:
Approve the annual Consolidated and Company's financial statements for the year 2020.

4. Company's profit (loss) allocation for the year 2020.

Draft resolution:
Allocate the Company's profit (loss) for the year 2020 according to the draft of profit (loss) allocation presented for the Annual General Meeting of shareholders (Annex 3).

5. Election of firm of auditors and establishment of the terms of remuneration for audit services.

Draft resolution:
Elect UAB “ERNST & YOUNG BALTIC” as APB APRANGA firm of auditors for the year 2021.
Set the amount of the fee payable for audit services for the year 2021 - not more than EUR 29 000 (twenty-nine thousand euros) plus VAT. Authorize the Company's General Director to sign the audit services agreement with firm of auditors.

6. Re-election of Audit committee members.

Draft resolution:
At the end of the term of office of the Audit Committee of the Company, for a new 4 (four) year term of office to re-elect members to the Audit Committee: Rasa Rulevičiūtė (employee of the Company) and Justina Puškorė (former surname Rasimavičiūtė) (independent member). As a new member of Audit Committee to elect Rita Zakalskienė (independent member), herewith to elect Rita Zakalskienė as the Chairwoman of the Audit Committee.

7. Removal of the members of the Board of the Company Mr. Rimantas Perveneckas and Mr. Marijus Strončikas.

Draft resolution:
To recall Mr. Rimantas Perveneckas, General Director of the Company, and Marijus Strončikas, Member of the Board, from the members of the Board of the Company.

8. Election of two independent members of the Board of the Company.

Draft resolution:
In order to form Company`s Board implementing supervisory functions established in Article 34 Paragraph 11 of the Law on Companies to elect the following independent members of the Board: Gintaras Juškauskas and Jonas Jokštys.