November 24, 2021
Draft resolutions and additional agenda point of the Extraordinary Meeting of Shareholders of AS DelfinGroup, dated 10 December 2021
On 10 November 2021 the Management Board of AS DelfinGroup, registration number: 40103252854, legal address: Skanstes iela 50A, Riga, LV-1013, Latvia (hereinafter - the “Company”), announced a notification on convening the Extraordinary Meeting of Shareholders of the Company on 10 December 2021.
The shareholders of the Company and their legal representatives, representing at least 5% of the total shares with voting rights, had the right to request the Management Board to include additional points in the agenda of the meeting until 17 November 2021.
Taking into account the above and according to the resolution of the Company's Supervisory Board, dated 22 November 2021, the Company's Management Board has determined and Supervisory Board submits for approval to the Extraordinary Meeting of Shareholders of 10 December 2021, the following points of agenda and draft resolutions.
- Decision on the approval of the report for third quarter of 2021 of the Company.
- To approve the consolidated report for the third quarter of 2021 prepared by the Management Board and reviewed by the Supervisory Board of AS DelfinGroup.
- Decision on the payment of extraordinary dividends of the Company.
- To pay extraordinary dividends in the total amount of EUR 512 111.41, namely EUR 0.0113 per share, from the profit of the third quarter of 2021 of AS DelfinGroup.
- To set that the dividend Ex-date (namely, the date from which no dividends will be paid for the shares in respect to which a decision was made to pay extraordinary dividends) shall be 27 December 2021.
- To set that the dividend record date shall be 28 December 2021.
- To set that the dividend payment date shall be 29 December 2021.
- To supplement the AS DelfinGroup Dividend Policy No.12PL10-1 with Article 3.7. in the new wording: "The calculated dividends are expressed up to four decimal places (one hundred of a euro cent)."
- To approve the new version of the Dividend Policy No.12PL10-2 (version No.3).
- Decision on the issue of new bonds of the Company.
- To approve a new bond issue of the Company in the amount of up to EUR 10'000'000 (ten million) with a repayment term of up to 4 (four) years.
- To authorize the Management Board of the Company to perform all necessary organizational activities in connection with the issue of the Company's bonds and to develop, prepare and sign the bond issue terms or prospectus and other documents, as well as to make and approve corrections, changes and supplements to these documents as necessary.
- To authorize the Management Board of the Company to sign all necessary agreements with Nasdaq Riga on listing and admission to trading of bonds and Nasdaq CSD SE (Depository) on accounting of financial instruments and other documents related to listing and admission to trading of bonds on Nasdaq Riga, and to represent the Company with the joint stock company “Nasdaq Riga” and Nasdaq CSD SE (Depository), as well as other organizations and/or their structural units as necessary.
The Management Board of AS DelfinGroup
About AS DelfinGroup
AS DelfinGroup is a licenced technology-based financial services company that was established in 2009 and operates under the brand names Banknote and VIZIA. The company continuously develops and offers consumer and pawn loans, loans developed for senior citizens, Buy now pay later loans (BNPL loans), as well as sale of pre-owned goods both online and at more than 90 branches across Latvia. On average, 35,000 thousand loans are issued every month and serviced by the professional team of more than 270 AS DelfinGroup employees. The company has a total of over 400,000 registered customers. Since 2014, AS DelfinGroup has been known on the Nasdaq Riga Stock Exchange as a bond issuer and since 2021 as a share issuer on the Baltic Main List. The company’s IPO in 2021 was the largest in the history of Latvia in terms of investor activity having attracted almost 6000 new shareholders. The company regularly pays dividends to its shareholders. In 2020, the company's net loan portfolio grew to EUR 34.6 million, while its EBITDA reached EUR 9.3 million, with profits before income tax for dividends EUR 4.65 million. The company’s sustainability is based on focused corporate governance, fintech innovation, responsible lending, financial inclusion and facilitating the circular economy. The company has been profitable every year since 2010.