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2020 06 30

Changes in the management structure

According to the proposals submitted by the shareholders, the management structure has been changed by eliminating the Supervisory Board of the Company. The Company as of today has one collegial body - the Board, to which part of the supervisory functions would be delegated. The Board consist of 5 members, of which 2 are independent. The previous members of the Board form a team of the Company's top executives.

Taking into account the structure of the Company's shareholders, the size of the Company, the number of employees, and the structure of Novaturas group, the proposed changes in corporate governance simplify the management of the Company and make it more efficient. Greater involvement of independent members in the management of the Company, rather than in supervision, provides opportunities to supplement the existing competencies of the Company and make maximum use of the knowledge and experience of the current management and at the same time incorporate new approaches and good governance practices. The changes also strengthen the management of the group, with more decisions relating to subsidiaries being added to the board's remit.

A model like this is recommended among the most effective forms of corporate governance, ensures the representation of shareholders and other stakeholders, and the efficiency and productivity of the Company's operations.

The Board was elected for 4 years. The new members of the Board of the Company are competent professionals with the needed experience.

Andrius Jurkonis - manager of the investment fund Axia Capital Fund and certified financial analyst. He has accumulated many years of experience in management positions at Euroapotheca, VST, Swedbank. A. Jurkonis has a bachelor's degree and a master's degree in economics from Vilnius University. He is currently the director of New Pharma CEE, a partner of UAB Blue flight, UAB Gusania. He holds no shares of the Company.

Virginijus Lepeška - Chairman of the Board and Consultant of the management consulting and training company OVC Consulting. Has accumulated extensive experience in organizational consulting, corporate governance, strategic management. Since 2003, he has been a member of the Board and the Supervisory Board in various companies. Virginijus Lepeška has a doctorate in social sciences (psychology) from Vilnius University. He is currently a member of the Board of UAB Svenheim, a member of the Board of UAB Alma littera and a member of the Advisory Board of UAB Ruptela. He is also a member of the board of the Child Support Center. Has no shares in the company.

Janek Pohla is the founder and board member of Tahe Outdoors and a member of the board of the Estonian Chamber of Commerce and Industry. Tahe Outdoors has been a successful manufacturer and distributor of water sports equipment for more than 25 years, and is one of the leaders in the field in Europe. Since 2004 holds the position of a member of the board in various companies. Janek Pohla holds a Bachelor's and Master's degree (MBA) in Business Administration from the University of Tartu. He is the Head of Rendez Vous OU in Estonia, which has owned 10.25% of Company’s shares since June. He is a member of a board of few companies in the Tahe Outdoors Group.

Ugnius Radvila and Vidas Paliūnas are long-term shareholders of the Company and members of the management structures, managing 9.49 and 6.86 percent, respectively, of Company's shares. Vidas Paliūnas was the Chairman of the Company's Supervisory Board, Ugnius Radvila was a member of the Supervisory Board.