| Sadovaya Group S.A., a joint stock company under Luxembourg law, with registered office at 412F, route d’Esch, L-2086 Luxembourg, registered in the Luxembourg Register of Companies under No. B 153.489, (the "Company"), hereby calls the shareholders of the Company to attend the Annual General Meeting, which will be held on 20 June, 2012 at 5.00 p.m. Luxembourg time at the registered office of the Company at 412F, route d’Esch, L-2086 Luxembourg, with the following agenda: 1. Management report of the Board of Directors on the statutory annual accounts (unconsolidated) for the year ended 31 December 2011, drawn up according to generally accepted accounting principles in Luxembourg and report of the Statutory Auditor (réviseur d’Entreprises agréé). 2. Approval of the statutory annual accounts (unconsolidated) for the year ended 31 December 2011, drawn up according to generally accepted accounting principles in Luxembourg and allocation of the results for the year ended 31 December 2011. 3. Management report of the Board of Directors on the consolidated financial statements for the year ended 31 December 2011, drawn up in accordance with International Financial Reporting Standards as adopted in the European Union, and report of the Auditor (réviseur d’Entreprises agréé). 4. Approval of the consolidated financial statements for the year ended 31 December 2011, drawn up in accordance with International Financial Reporting Standards as adopted in the European Union. 5. Discharge of the Directors and Statutory Auditor (réviseur d’Entreprises agréé) for the year ended 31 December 2011. 6. Acceptance of the resignation of all B Directors and appointment of their successors. 7. Special discharge of the resigning directors for the period from 1st January 2012 until the present Meeting. 8. Transfer of the registered office from L-2086 Luxembourg, 412F, route d’Esch to L-1331 Luxembourg, 65, boulevard Grande-Duchesse Charlotte. 9. Adoption of the remuneration policy of the Company. 10. Miscellaneous. The General Meeting is formally convened in accordance with the Luxembourg law of 10 August 1915 regarding commercial companies, by two announcements in the Luxembourg official gazette Mémorial C and Luxemburger Wort, the wording of which is reproduced above. First of the two announcements was published on 19 May 2012 and the second announcement will be published on 30 May 2012. The Company will provide further information on the General Meeting and on procedures to attend the General Meeting through current reports as well as on the Company’s website www.sadovayagroup.com Legal grounds: Art.16(2) of the Luxembourg Law of 11 January 2008 relating to the transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market, and Art. 56 of the Act of 29 July 2005 on the public offering, conditions governing the introduction of financial instruments to organised trading system and on public companies. | |
