8 SHARE CAPITAL, SHARES AND OWNERSHIP STRUCTURE 8.1 SHARE CAPITAL AND SHARES The current registered share capital of the Company is EUR 321,480, which is divided into 3,214,800 bearer shares (the Shares) with the nominal value of EUR 0.10 each. The share capital has been fully paid up. The Shares are registered with the Latvian central securities depository (LCSD) under ISIN LV0000101624 and are kept in book-entry form. No share certificates have or may be issued.
The Shares are dematerialised bearer shares with no restrictions on transferability. The Shares are governed by the laws of Latvia. All the Shares are of one class and rank pari passu with each other. All the Shares carry equal voting rights. During the period covered by the Financial Statements and the Interim Financial Statements, the share capital of the Company has evolved as follows:
Date of Registration
Share Capital prior to Change
Change
Share Capital after Change
Reason for Change
11 January 2017
EUR 106,652 (divided into 3,809 shares with the nominal value of EUR 28 each)
Number and nominal value of shares were changed; no change in share capital
EUR 106,652 (divided into 1,066,520 shares with the nominal value of EUR 0.10 each)
Reorganisation of the Company from a limited liability company into a joint stock company
18 April 2017
EUR 106,652 (divided into 1,066,520 shares with the nominal value of EUR 0.10 each)
Capital was increased by EUR 8 (80 shares)
EUR 106,660 (divided into 1,066,600 shares with the nominal value of EUR 0.10 each)
Ensuring that each Shareholder holds an integer number of shares
EUR 321,480 (divided into 3,214,800 shares with the nominal value of EUR 0.10 each)
Converting retained earnings to share capital and ensuring smaller value per share to facilitate trading; issuing 15,000 shares to be sold to employees prior to the Offering
14 August 2017
EUR 106,660 (divided into 1,066,600 shares with the nominal value of EUR 0.10 each)
Capital was increased by EUR 214,820 by way of a bonus issue (2,148,200 shares)
In addition to the above, the Company has the following obligations regarding authorised but unissued capital: • In accordance with the settlement arrangement agreed with the Global Lead Manager and the authorisation of the General Meeting held on 14 August 2017, the Management Board will increase the share capital of the Company after the Offering and issue new Shares to the Global Lead Manager in the amount equal to the number of Offer Shares transferred to investors, i.e. up to 530,442 shares.
• In accordance with the personnel share option programme approved by the General Meeting on 14 August 2017, the Management Board may increase the share capital of the Company by up to EUR 2,560 and issue up to 25,600 Shares to the holders of personnel share options. For the purposes of the personnel share option program, the share capital of the Company was conditionally increased by EUR 2,560. For further information on the personnel share option program, please see Section “Personnel Share Options”.
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