Financial Information
Since August the 1st, 2010 Latvia have received payments from Reverta for more, than EUR 705 M, EUR 451.2 M of those were the direct payments to the State Treasure of Latvia.
Since August 1st, 2010 our team has recove-
red € 765 m by processing and sell-
ing distressed assets.

Shareholder Meetings

Dec 14, 2011
DRAFT RESOLUTIONS of Extra-Ordinary General Meeting of Shareholders of joint stock company „Parex banka” to be held on December 28, 2011

Approved in the meeting of the Management Board of JSC „Parex banka”
on 28 November 2011 and 12 December 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on 28 November 2011 and 14 December 2011

DRAFT RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” to be held on December 28, 2011

1. On giving up of credit institution operating licence issued to JSC “Parex banka”
1.To give up of credit institution operating licence issued to JSC “Parex banka” subject to the provisions of 3rd part of Clause 126 of Credit Institutions Law.
2.To be in line with provisions of 3rd part of Clause 126 of Credit Institutions Law and maintain the solvency of JSC „Parex banka”, upon request of Ministry of Finance made in accordance with provisions of the agreements on placement of deposits of Ministry of Finance (state aid provided to credit institution business support), to convert deposits placed by Ministry of Finance with JSC „Parex banka” into JSC „Parex banka” dematerialised closed issue bonds.
3.To issue JSC „Parex banka” dematerialised closed issue bonds in the amount of outstanding principal of deposits placed by Ministry of Finance with JSC „Parex banka, being necessary for converting of deposits placed by Ministry of Finance, and authorise JSC „Parex banka” Supervisory Council to approve issue regulations of mentioned JSC „Parex banka” dematerialised closed issue bonds, as well as any further amendments to mentioned issue regulations.
4.To authorise JSC „Parex banka” Management Board to perform all necessary actions to issue JSC „Parex banka” bonds, convert deposits placed by Ministry of Finance into JSC „Parex banka” bonds, as well as receive permission from Finance and Capital Market Commission subject to provisions of 3rd part of Clause 126 of Credit Institutions Law related to giving up of credit institution operating licence issued to JSC “Parex banka”.

2. On amendments to the Articles of Association of JSC “Parex banka”
1.Replace in whole text of Articles of Association of JSC “Parex banka” (except in words “Parex banka”) the word “Bank” with the word “Company”.
2.To amend Paragraph 2.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“2.1. The main types of the Company’s commercial activity in accordance with the 2nd revision of NACE classification (Statistical classification of economic activities) are as follows:
2.1.1. Restructuring of the Company’s loans (00.00);
2.1.2. Recovery of the Company’s loans (00.00);
2.1.3. Buying and selling of own real estate (68.10);
2.1.4. Renting and operating of own or leased real estate (68.20);
2.1.5. Management of real estate on a fee or contract basis (68.32).”

3. To exclude Paragraphs 6.3.10.-6.3.12. of Articles of Association of JSC „Parex banka”;
4. To amend Paragraph 6.3.13. of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“6.3.13. granting any credit or pledge or making any decision which imposes to the Company the obligations to the amount exceeding the amounts approved by the Supervisory Council, exccept granting credit to any of Company’s affiliates;”

5. To state that above mentioned amendments to the Articles of Association of JSC “Parex banka” shall become effective as from the moment JSC “Parex banka” has received permission from Finance and Capital Market Commission provided in 3rd part of Clause 126 of Credit Institutions Law in relation to giving up of credit institution operating licence issued to JSC “Parex banka”.

3. On re-naming of JSC “Parex banka”
1.To re-name JSC “Parex banka” after receiving permission from Finance and Capital Market Commission provided in 3rd part of Clause 126 of Credit Institutions Law related to giving up of credit institution operating licence issued to JSC “Parex banka”.
2.To authorise JSC “Parex banka” to perform all necessary activities, incl. to pass all necessary decisions, to approve new name of JSC “Parex banka” in JSC “Parex banka” ordinary shareholders meeting for year 2012.

Dec 14, 2011
DRAFT RESOLUTIONS of Extra-Ordinary General Meeting of Shareholders of joint stock company „Parex banka” to be held on December 28, 2011

Approved in the meeting of the Management Board of JSC „Parex banka”
on 28 November 2011 and 12 December 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on 28 November 2011 and 14 December 2011

DRAFT RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” to be held on December 28, 2011

1. On giving up of credit institution operating licence issued to JSC “Parex banka”
1.To give up of credit institution operating licence issued to JSC “Parex banka” subject to the provisions of 3rd part of Clause 126 of Credit Institutions Law.
2.To be in line with provisions of 3rd part of Clause 126 of Credit Institutions Law and maintain the solvency of JSC „Parex banka”, upon request of Ministry of Finance made in accordance with provisions of the agreements on placement of deposits of Ministry of Finance (state aid provided to credit institution business support), to convert deposits placed by Ministry of Finance with JSC „Parex banka” into JSC „Parex banka” dematerialised closed issue bonds.
3.To issue JSC „Parex banka” dematerialised closed issue bonds in the amount of outstanding principal of deposits placed by Ministry of Finance with JSC „Parex banka, being necessary for converting of deposits placed by Ministry of Finance, and authorise JSC „Parex banka” Supervisory Council to approve issue regulations of mentioned JSC „Parex banka” dematerialised closed issue bonds, as well as any further amendments to mentioned issue regulations.
4.To authorise JSC „Parex banka” Management Board to perform all necessary actions to issue JSC „Parex banka” bonds, convert deposits placed by Ministry of Finance into JSC „Parex banka” bonds, as well as receive permission from Finance and Capital Market Commission subject to provisions of 3rd part of Clause 126 of Credit Institutions Law related to giving up of credit institution operating licence issued to JSC “Parex banka”.

2. On amendments to the Articles of Association of JSC “Parex banka”
1.Replace in whole text of Articles of Association of JSC “Parex banka” (except in words “Parex banka”) the word “Bank” with the word “Company”.
2.To amend Paragraph 2.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“2.1. The main types of the Company’s commercial activity in accordance with the 2nd revision of NACE classification (Statistical classification of economic activities) are as follows:
2.1.1. Restructuring of the Company’s loans (00.00);
2.1.2. Recovery of the Company’s loans (00.00);
2.1.3. Buying and selling of own real estate (68.10);
2.1.4. Renting and operating of own or leased real estate (68.20);
2.1.5. Management of real estate on a fee or contract basis (68.32).”

3. To exclude Paragraphs 6.3.10.-6.3.12. of Articles of Association of JSC „Parex banka”;
4. To amend Paragraph 6.3.13. of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“6.3.13. granting any credit or pledge or making any decision which imposes to the Company the obligations to the amount exceeding the amounts approved by the Supervisory Council, exccept granting credit to any of Company’s affiliates;”

5. To state that above mentioned amendments to the Articles of Association of JSC “Parex banka” shall become effective as from the moment JSC “Parex banka” has received permission from Finance and Capital Market Commission provided in 3rd part of Clause 126 of Credit Institutions Law in relation to giving up of credit institution operating licence issued to JSC “Parex banka”.

3. On re-naming of JSC “Parex banka”
1.To re-name JSC “Parex banka” after receiving permission from Finance and Capital Market Commission provided in 3rd part of Clause 126 of Credit Institutions Law related to giving up of credit institution operating licence issued to JSC “Parex banka”.
2.To authorise JSC “Parex banka” to perform all necessary activities, incl. to pass all necessary decisions, to approve new name of JSC “Parex banka” in JSC “Parex banka” ordinary shareholders meeting for year 2012.

Nov 28, 2011
Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Extra-Ordinary General Meeting of Shareholders of JSC “Parex banka” will take place on December 28, 2011 at 10.00 a.m. at 3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia.

Agenda:
1.On giving up of credit institution operating licence issued to JSC “Parex banka”;
2.On amendments to the Articles of Association of JSC “Parex banka”;
3.On re-naming of JSC “Parex banka”.

Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – December 28, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document;
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 14 December, 2011 till 27 December, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed amendments to the Articles of Association on the 2nd item of the agenda „On amendments to the Articles of Association of JSC “Parex banka””:
1. Replace in whole text of Articles of Association of JSC “Parex banka” (except in words “Parex banka”) the word “Bank” with the word “Company”.
2. To amend Paragraph 2.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“2.1. The main types of the Company’s commercial activity in accordance with the 2nd revision of NACE classification (Statistical classification of economic activities) are as follows:
2.1.1. Restructuring of the Company’s loans (00.00);
2.1.2. Recovery of the Company’s loans (00.00);
2.1.3. Buying and selling of own real estate (68.10);
2.1.4. Renting and operating of own or leased real estate (68.20);
2.1.5. Management of real estate on a fee or contract basis (68.32).”

3. To exclude Paragraphs 6.3.10.-6.3.12. of Articles of Association of JSC „Parex banka”;
4. To amend Paragraph 6.3.13. of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“6.3.13. granting any credit or pledge or making any decision which imposes to the Company the obligations to the amount exceeding the amounts approved by the Supervisory Council, exccept granting credit to any of Company’s affiliates”.

Yours sincerely,
JSC “Parex banka” Management Board

Nov 28, 2011
Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Extra-Ordinary General Meeting of Shareholders of JSC “Parex banka” will take place on December 28, 2011 at 10.00 a.m. at 3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia.

Agenda:
1.On giving up of credit institution operating licence issued to JSC “Parex banka”;
2.On amendments to the Articles of Association of JSC “Parex banka”;
3.On re-naming of JSC “Parex banka”.

Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – December 28, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document;
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 14 December, 2011 till 27 December, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed amendments to the Articles of Association on the 2nd item of the agenda „On amendments to the Articles of Association of JSC “Parex banka””:
1. Replace in whole text of Articles of Association of JSC “Parex banka” (except in words “Parex banka”) the word “Bank” with the word “Company”.
2. To amend Paragraph 2.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“2.1. The main types of the Company’s commercial activity in accordance with the 2nd revision of NACE classification (Statistical classification of economic activities) are as follows:
2.1.1. Restructuring of the Company’s loans (00.00);
2.1.2. Recovery of the Company’s loans (00.00);
2.1.3. Buying and selling of own real estate (68.10);
2.1.4. Renting and operating of own or leased real estate (68.20);
2.1.5. Management of real estate on a fee or contract basis (68.32).”

3. To exclude Paragraphs 6.3.10.-6.3.12. of Articles of Association of JSC „Parex banka”;
4. To amend Paragraph 6.3.13. of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“6.3.13. granting any credit or pledge or making any decision which imposes to the Company the obligations to the amount exceeding the amounts approved by the Supervisory Council, exccept granting credit to any of Company’s affiliates”.

Yours sincerely,
JSC “Parex banka” Management Board

Nov 14, 2011
DRAFT RESOLUTIONS of Extra - Ordinary General Meeting of Shareholders of joint stock company „Parex banka” to be held on November 28, 2011

Approved in the meeting of the Management Board of JSC „Parex banka”
on 26 October 2011 and 09 November 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on 27 October 2011 and 14 November 2011

DRAFT RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” to be held on November 28, 2011

1. On share capital increase of JSC “Parex banka”:
1. To increase JSC “Parex banka” share capital by LVL 34,500,000 (Thirty four million five hundred thousand lats) by issuing 34,500,000 (Thirty four million five hundred thousand) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share.
2. To approve JSC “Parex banka” 17th Closed Share Issue Regulations (enclosed).
3. To authorize JSC “Parex banka” Management Board to perform activities necessary to organise JSC “Parex banka” share capital increase.


2. On amendments to the Articles of Association of JSC „Parex banka”:
1. To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“3.1. The Bank’s share capital is LVL 325,727,295 (Three hundred twenty-five million seven hundred twenty-seven thousand two hundred ninety-five lats), consisting of 325,727,295 (Three hundred twenty-five million seven hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 265,583,439 (two hundred sixty-five million five hundred eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


2. In case not all shares issued in JSC Parex banka 17th closed share issue are subscribed as provided by JSC “Parex banka” 17th closed share issue Regulations and according to JSC “Parex banka” 17th closed share issue Regulations share issue shall be deemed to have taken place in the amount of subscribed shares, to authorise JSC “Parex banka” Management Board to make and approve amendments to Clauses 3.1. and 3.1.1. of JSC “Parex banka” Articles of Association according to the results of JSC “Parex banka” 17th closed share issue.

3. On election of Audit Committee of JSC “Parex banka”
1. To elect Andris Riekstiņš, personal ID: 160160-12978, and Svetlana Koļesņikova, personal ID: 191258-12708, as the members of Audit Committee of JSC “Parex banka” for three years term of duties, determining beginning of the duties from 19 December, 2011.
2. To assign to the Chairman of the Supervisory Council of JSC “Parex banka” to conclude the agreement with newly elected members of Audit Committee.


Riga, November 14, 2011
The Management Board of JSC „Parex banka”

JSC Parex banka
17th closed share issue
REGULATIONS

1. Purpose of the share issue.
In order to ensure stability and efficiency of operations of JSC “Parex banka” (hereinafter – the Bank), compliance with the regulatory requirements, the Bank’s share capital is increased according Article 251 of Latvian Commercial Law by LVL 34,500,000 (Thirty four million five hundred thousand lats) by issuing 34,500,000 (Thirty four million five hundred thousand) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share (hereinafter – New Shares).

2. Previous Bank’s share capital, categories of shares, their number and nominal value.
2.1.
Existing share capital of the Bank is LVL 291 227 295 (two hundred ninety one million two hundred twenty seven thousand two hundred ninety-five lats), consisting of 291 227 295 (two hundred ninety one million two hundred twenty seven thousand two hundred ninety-five) shares (hereinafter – Existing shares) consisting of the following categories of shares:

  • 231,083,439 (two hundred thirty one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
  • 60,143,856 (sixty millions one hundred fourty-three thousand eight hundred fifty-six) registered shares without voting rights.


2.2. The nominal value of one share of each category is LVL 1 (one lat).
2.3. All the previous share capital of the Bank has been paid up.

3. Increase of the Bank’s share capital.
3.1
It is envisaged to increase the Bank’ s share capital by LVL 34,500,000 (Thirty four million five hundred thousand lats).
3.2 The previous share capital of the Bank together with increase of the Bank’s share capital constitutes LVL 325,727,295 (three hundred twenty-seven million seven hundred twenty-seven thousand two hundred ninety-five lats).

4. Number of New Shares, category and other conditions.
4.1
It is envisaged to issue 34,500,000 (Thirty four million five hundred thousand) registered shares with voting rights, with respect to which no privileges have been set.

5. Nominal value New Shares, sale price and type of payment.
5.1
The nominal value of 1 (one) New Share is LVL 1 (one lat).
5.2 New Shares are sold at their nominal value. The share premium has not been set.
5.3 New Shares are paid up in cash.

6. Pre-emptive rights of the previous shareholders.
6.1 Previous shareholders (hereinafter – Previous Shareholders) shall have pre-emption rights to subscribe to New Shares, in proportion to nominal value of Existing shares owned by Previous Shareholder at the moment of closing of extra-ordinary shareholders meeting held on 28 November 2011 (hereinafter – Calculation Moment).
6.2. One Existing Share gives the right to subscribe to 0.118464162 (zero point one one eight four six four one six two) New Shares (hereinafter – Pre-emption Rights).
6.3. In case Previous Shareholder according to Pre-emption Rights is entitled to the number of New Shares not being an integer, the number of shares shall be rounded to an integer. Rounding is performed on the top, where the first decimal place is five or more. Rounding is performed down where the first decimal place is less than five.

7. Subscription for New Shares and the procedure of their paying-up.
7.1
The venue of the subscription for New Shares shall be regarded the address: Republikas laukums 2a, Riga, LV-1522.
7.2 Subscribing for New Shares shall be in two stages:

7.2.1. First subscription stage
7.2.1.1. Previous Shareholders shall be entitled to subscribe to New Shares in accordance with Pre-emption Rights.
7.2.1.2. The opening date of the subscription for New Shares shall be the date when Bank has sent to Previous Shareholders these Regulations and information notice (hereinafter – Notice) stating the exact number of New Shares Previous Shareholder is entitled to subscribe in accordance with Pre-emption Rights, and shall be closed after one month after opening. Exact dates of opening and closing of subscription shall be stated in Notice.
7.2.1.3. The subscription for New Share shall be performed by paying up New Share nominal value to the Bank’s account for paying up shares stated in Clause 9 of these Regulations (hereinafter – Account). New Share shall be deemed to be paid if on subscription closing date stated in Clause 7.2.1.2. of these Regulations the full amount of New Share nominal value has been received on the Account.

7.2.2. Second subscription stage
7.2.2.1. On the subscription second stage New Shares not subscribed by Previous Shareholders in the first stage (hereinafter – Remaining Shares) shall be offered for subscription.
7.2.2.2. Previous Shareholders subscribed for New Shares in accordance with Pre-emption Rights (hereinafter – Entitled Shareholders) shall be entitled to subscribe for Remaining Shares.
7.2.2.3. Each Entitled Shareholder is entitled to subscribe for desirable number of Remaining Shares.
7.2.2.4. Subscription for Remaining Shares shall be performed in terms and in accordance with procedure stated by Clauses 7.2.1.2. and 7.2.1.3. of these Regulations simultaneously with subscription for New Shares in accordance with Pre-Emption Rights.
7.2.2.5. In case after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board finds that number of Remaining Shares subscribed on the second subscription stage exceed total number of Remaining Shares, Remaining Shares shall be divided among Entitled Shareholders participated at the second stage of subscription in proportion to the nominal value of Existing Shares owned by the respective Entitled Shareholder against the total amount of nominal value of Existing Shares owned by all Entitled Shareholders participated in the second stage at Calculation Moment.
7.2.2.6. Nominal values of Remaining Shares paid by Entitled Shareholder for Remaining Shares to which respective Entitled Shareholder is not entitled in accordance with Clause 7.2.2.6. of these Regulations shall be repaid by the Bank to respective Entitled Shareholder to the bank account stated by Entitled Shareholder.

8. Result of New Shares issue
8.1
. Within 3 business days after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board shall approve the results of New Shares issue by making respective entries un Bank’s shareholders registry.
8.2. Within 10 business days after results of New Shares issue are approved by Bank’s Management Board, Bank shall inform Previous Shareholders participated in New Shares Issue on the number of New Shares owned by respective Previous Shareholder by sending to Previous Shareholder a share certificate.
8.3. In case not all New Shares are subscribed on subscription closing date stated in Clause 7.2.1.2. of these Regulations, share issue shall be deemed to have taken place in the amount of subscribed New Shares. In such case Bank’s Management Board shall be entitled to make and approve amendments to Clauses 3.1. and 3.1.1. of Bank’s Articles of Association according to the results of New Shares issue.

9. Account for paying up shares
Account No.: LV17PARX0012953570001
Bank: AS „Citadele banka", code PARXLV22
Receiver: AS „Parex banka",
(registration No: 40003074590,
legal address: Republikas laukums 2a, Rīga, LV-1522)
purpose of payment: payment for [number] JSC „Parex banka” 17th closed issue shares

10. To shareholders attention
When deciding on subscription for Bank’s shares of new issue, the Bank invites shareholders to evaluate risks related to investment in the Bank's share capital.

Additional information:

Nov 14, 2011
DRAFT RESOLUTIONS of Extra - Ordinary General Meeting of Shareholders of joint stock company „Parex banka” to be held on November 28, 2011

Approved in the meeting of the Management Board of JSC „Parex banka”
on 26 October 2011 and 09 November 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on 27 October 2011 and 14 November 2011

DRAFT RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” to be held on November 28, 2011

1. On share capital increase of JSC “Parex banka”:
1. To increase JSC “Parex banka” share capital by LVL 34,500,000 (Thirty four million five hundred thousand lats) by issuing 34,500,000 (Thirty four million five hundred thousand) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share.
2. To approve JSC “Parex banka” 17th Closed Share Issue Regulations (enclosed).
3. To authorize JSC “Parex banka” Management Board to perform activities necessary to organise JSC “Parex banka” share capital increase.


2. On amendments to the Articles of Association of JSC „Parex banka”:
1. To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“3.1. The Bank’s share capital is LVL 325,727,295 (Three hundred twenty-five million seven hundred twenty-seven thousand two hundred ninety-five lats), consisting of 325,727,295 (Three hundred twenty-five million seven hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 265,583,439 (two hundred sixty-five million five hundred eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


2. In case not all shares issued in JSC Parex banka 17th closed share issue are subscribed as provided by JSC “Parex banka” 17th closed share issue Regulations and according to JSC “Parex banka” 17th closed share issue Regulations share issue shall be deemed to have taken place in the amount of subscribed shares, to authorise JSC “Parex banka” Management Board to make and approve amendments to Clauses 3.1. and 3.1.1. of JSC “Parex banka” Articles of Association according to the results of JSC “Parex banka” 17th closed share issue.

3. On election of Audit Committee of JSC “Parex banka”
1. To elect Andris Riekstiņš, personal ID: 160160-12978, and Svetlana Koļesņikova, personal ID: 191258-12708, as the members of Audit Committee of JSC “Parex banka” for three years term of duties, determining beginning of the duties from 19 December, 2011.
2. To assign to the Chairman of the Supervisory Council of JSC “Parex banka” to conclude the agreement with newly elected members of Audit Committee.


Riga, November 14, 2011
The Management Board of JSC „Parex banka”

JSC Parex banka
17th closed share issue
REGULATIONS

1. Purpose of the share issue.
In order to ensure stability and efficiency of operations of JSC “Parex banka” (hereinafter – the Bank), compliance with the regulatory requirements, the Bank’s share capital is increased according Article 251 of Latvian Commercial Law by LVL 34,500,000 (Thirty four million five hundred thousand lats) by issuing 34,500,000 (Thirty four million five hundred thousand) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share (hereinafter – New Shares).

2. Previous Bank’s share capital, categories of shares, their number and nominal value.
2.1.
Existing share capital of the Bank is LVL 291 227 295 (two hundred ninety one million two hundred twenty seven thousand two hundred ninety-five lats), consisting of 291 227 295 (two hundred ninety one million two hundred twenty seven thousand two hundred ninety-five) shares (hereinafter – Existing shares) consisting of the following categories of shares:

  • 231,083,439 (two hundred thirty one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
  • 60,143,856 (sixty millions one hundred fourty-three thousand eight hundred fifty-six) registered shares without voting rights.


2.2. The nominal value of one share of each category is LVL 1 (one lat).
2.3. All the previous share capital of the Bank has been paid up.

3. Increase of the Bank’s share capital.
3.1
It is envisaged to increase the Bank’ s share capital by LVL 34,500,000 (Thirty four million five hundred thousand lats).
3.2 The previous share capital of the Bank together with increase of the Bank’s share capital constitutes LVL 325,727,295 (three hundred twenty-seven million seven hundred twenty-seven thousand two hundred ninety-five lats).

4. Number of New Shares, category and other conditions.
4.1
It is envisaged to issue 34,500,000 (Thirty four million five hundred thousand) registered shares with voting rights, with respect to which no privileges have been set.

5. Nominal value New Shares, sale price and type of payment.
5.1
The nominal value of 1 (one) New Share is LVL 1 (one lat).
5.2 New Shares are sold at their nominal value. The share premium has not been set.
5.3 New Shares are paid up in cash.

6. Pre-emptive rights of the previous shareholders.
6.1 Previous shareholders (hereinafter – Previous Shareholders) shall have pre-emption rights to subscribe to New Shares, in proportion to nominal value of Existing shares owned by Previous Shareholder at the moment of closing of extra-ordinary shareholders meeting held on 28 November 2011 (hereinafter – Calculation Moment).
6.2. One Existing Share gives the right to subscribe to 0.118464162 (zero point one one eight four six four one six two) New Shares (hereinafter – Pre-emption Rights).
6.3. In case Previous Shareholder according to Pre-emption Rights is entitled to the number of New Shares not being an integer, the number of shares shall be rounded to an integer. Rounding is performed on the top, where the first decimal place is five or more. Rounding is performed down where the first decimal place is less than five.

7. Subscription for New Shares and the procedure of their paying-up.
7.1
The venue of the subscription for New Shares shall be regarded the address: Republikas laukums 2a, Riga, LV-1522.
7.2 Subscribing for New Shares shall be in two stages:

7.2.1. First subscription stage
7.2.1.1. Previous Shareholders shall be entitled to subscribe to New Shares in accordance with Pre-emption Rights.
7.2.1.2. The opening date of the subscription for New Shares shall be the date when Bank has sent to Previous Shareholders these Regulations and information notice (hereinafter – Notice) stating the exact number of New Shares Previous Shareholder is entitled to subscribe in accordance with Pre-emption Rights, and shall be closed after one month after opening. Exact dates of opening and closing of subscription shall be stated in Notice.
7.2.1.3. The subscription for New Share shall be performed by paying up New Share nominal value to the Bank’s account for paying up shares stated in Clause 9 of these Regulations (hereinafter – Account). New Share shall be deemed to be paid if on subscription closing date stated in Clause 7.2.1.2. of these Regulations the full amount of New Share nominal value has been received on the Account.

7.2.2. Second subscription stage
7.2.2.1. On the subscription second stage New Shares not subscribed by Previous Shareholders in the first stage (hereinafter – Remaining Shares) shall be offered for subscription.
7.2.2.2. Previous Shareholders subscribed for New Shares in accordance with Pre-emption Rights (hereinafter – Entitled Shareholders) shall be entitled to subscribe for Remaining Shares.
7.2.2.3. Each Entitled Shareholder is entitled to subscribe for desirable number of Remaining Shares.
7.2.2.4. Subscription for Remaining Shares shall be performed in terms and in accordance with procedure stated by Clauses 7.2.1.2. and 7.2.1.3. of these Regulations simultaneously with subscription for New Shares in accordance with Pre-Emption Rights.
7.2.2.5. In case after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board finds that number of Remaining Shares subscribed on the second subscription stage exceed total number of Remaining Shares, Remaining Shares shall be divided among Entitled Shareholders participated at the second stage of subscription in proportion to the nominal value of Existing Shares owned by the respective Entitled Shareholder against the total amount of nominal value of Existing Shares owned by all Entitled Shareholders participated in the second stage at Calculation Moment.
7.2.2.6. Nominal values of Remaining Shares paid by Entitled Shareholder for Remaining Shares to which respective Entitled Shareholder is not entitled in accordance with Clause 7.2.2.6. of these Regulations shall be repaid by the Bank to respective Entitled Shareholder to the bank account stated by Entitled Shareholder.

8. Result of New Shares issue
8.1
. Within 3 business days after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board shall approve the results of New Shares issue by making respective entries un Bank’s shareholders registry.
8.2. Within 10 business days after results of New Shares issue are approved by Bank’s Management Board, Bank shall inform Previous Shareholders participated in New Shares Issue on the number of New Shares owned by respective Previous Shareholder by sending to Previous Shareholder a share certificate.
8.3. In case not all New Shares are subscribed on subscription closing date stated in Clause 7.2.1.2. of these Regulations, share issue shall be deemed to have taken place in the amount of subscribed New Shares. In such case Bank’s Management Board shall be entitled to make and approve amendments to Clauses 3.1. and 3.1.1. of Bank’s Articles of Association according to the results of New Shares issue.

9. Account for paying up shares
Account No.: LV17PARX0012953570001
Bank: AS „Citadele banka", code PARXLV22
Receiver: AS „Parex banka",
(registration No: 40003074590,
legal address: Republikas laukums 2a, Rīga, LV-1522)
purpose of payment: payment for [number] JSC „Parex banka” 17th closed issue shares

10. To shareholders attention
When deciding on subscription for Bank’s shares of new issue, the Bank invites shareholders to evaluate risks related to investment in the Bank's share capital.

Additional information:

Oct 28, 2011
Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Extra-Ordinary General Meeting of Shareholders of JSC “Parex banka” will take place on November 28, 2011 at 10.00 a.m. at 3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia.

Agenda:
1.On share capital increase of JSC “Parex banka”;
2.On amendments to the Articles of Association of JSC “Parex banka”;
3.On election of Audit Committee of JSC “Parex banka”.

Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – November 28, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document.
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 14 November, 2011 till 27 November, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed draft decision on the 2nd item of the agenda „On amendments to the Articles of Association of JSC “Parex banka””:
To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“3.1. The Bank’s share capital is LVL 327,727,295 (Three hundred twenty-seven million seven hundred twenty-seven thousand two hundred ninety-five lats), consisting of 327,727,295 (Three hundred twenty-seven million seven hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 267,583,439 (two hundred sixty-seven million five hundred eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


Yours sincerely,
JSC “Parex banka” Management Board

Oct 28, 2011
Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Extra-Ordinary General Meeting of Shareholders of JSC “Parex banka” will take place on November 28, 2011 at 10.00 a.m. at 3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia.

Agenda:
1.On share capital increase of JSC “Parex banka”;
2.On amendments to the Articles of Association of JSC “Parex banka”;
3.On election of Audit Committee of JSC “Parex banka”.

Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – November 28, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document.
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 14 November, 2011 till 27 November, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed draft decision on the 2nd item of the agenda „On amendments to the Articles of Association of JSC “Parex banka””:
To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“3.1. The Bank’s share capital is LVL 327,727,295 (Three hundred twenty-seven million seven hundred twenty-seven thousand two hundred ninety-five lats), consisting of 327,727,295 (Three hundred twenty-seven million seven hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 267,583,439 (two hundred sixty-seven million five hundred eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


Yours sincerely,
JSC “Parex banka” Management Board

Aug 26, 2011
RESOLUTIONS of Extra-Ordinary General Meeting of Shareholders of joint stock company „Parex banka” held on August 26, 2011

RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” held on August 26, 2011

1. On share capital increase of JSC “Parex banka”:
1.To increase AS Parex banka’s share capital by LVL 20,000,000 (Twenty million lats) by issuing 20,000,000 (Twenty million) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share.
2.To approve Regulations for Increase of AS Parex banka’s Share Capital (16th share issue).
3.To authorize Management Board of AS Parex banka to carry out necessary actions in order to organize share capital increase of AS Parex banka.

Voting results: decision is taken with the required majority of the votes.

2. On amendments to the Articles of Association of JSC „Parex banka”:
To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“3.1. The Bank’s share capital is LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats), consisting of 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 231,083,439 (two hundred thirty-one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”

Voting results: decision is taken with the required majority of the votes.

Riga, August 26, 2011
The Management Board of JSC „Parex banka”

Aug 26, 2011
RESOLUTIONS of Extra-Ordinary General Meeting of Shareholders of joint stock company „Parex banka” held on August 26, 2011

RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” held on August 26, 2011

1. On share capital increase of JSC “Parex banka”:
1.To increase AS Parex banka’s share capital by LVL 20,000,000 (Twenty million lats) by issuing 20,000,000 (Twenty million) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share.
2.To approve Regulations for Increase of AS Parex banka’s Share Capital (16th share issue).
3.To authorize Management Board of AS Parex banka to carry out necessary actions in order to organize share capital increase of AS Parex banka.

Voting results: decision is taken with the required majority of the votes.

2. On amendments to the Articles of Association of JSC „Parex banka”:
To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“3.1. The Bank’s share capital is LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats), consisting of 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 231,083,439 (two hundred thirty-one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”

Voting results: decision is taken with the required majority of the votes.

Riga, August 26, 2011
The Management Board of JSC „Parex banka”

Aug 12, 2011
DRAFT RESOLUTIONS of Extra-Ordinary GMS

Approved in the meeting of the Management Board of JSC „Parex banka”
on 25 July 2011 and 11 August 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on 25 July 2011 and 12 August 2011

DRAFT RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” to be held on August 26, 2011

1. On share capital increase of JSC “Parex banka”:
1. To increase AS Parex banka’s share capital by LVL 20,000,000 (Twenty million lats) by issuing 20,000,000 (Twenty million) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share.
2. To approve Regulations for Increase of AS Parex banka’s Share Capital (16th share issue) (enclosed).


2. On amendments to the Articles of Association of JSC „Parex banka”:
To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“3.1. The Bank’s share capital is LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats), consisting of 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 231,083,439 (two hundred thirty-one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


Riga, August 12, 2011
The Management Board of JSC „Parex banka"

REGULATIONS
for Increase of JSC Parex banka Share Capital
(16th share issue)

1. Purpose of the share issue.
In order to ensure stability and efficiency of operations of Parex banka (hereinafter – the Bank), compliance with the regulatory requirements, fulfilment of Bank’s obligations (including repayment of principal and payment of interest for year 2011 of Ministry of Finance (State Treasury) deposits), the Bank’s share capital is increased according Article 251 of Latvian Commercial Law. On 26 August 2011 extra-ordinary shareholders meeting of the Bank passed decision to increase Bank’s share capital by LVL 20,000,000 (Twenty million lats) by issuing 20,000,000 (Twenty million) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share (hereinafter – New Shares).

2. Previous Bank’s share capital, categories of shares, their number and nominal value.
2.1.
Existing share capital of the Bank is LVL 271 227 295 (two hundred seventy one million two hundred twenty seven thousand two hundred ninety-five lats), consisting of 271 227 295 (two hundred seventy one million two hundred twenty seven thousand two hundred ninety-five) shares (hereinafter – Existing shares) consisting of the following categories of shares:

  • 211,083,439 (two hundred eleven million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
  • 60,143,856 (sixty millions one hundred fourty-three thousand eight hundred fifty-six) registered shares without voting rights.


2.2. The nominal value of one share of each category is LVL 1 (one lat).
2.3. All the previous share capital of the Bank has been paid up.

3. Increase of the Bank’s share capital.
3.1
. It is envisaged to increase the Bank’ s share capital by LVL 20,000,000 (twenty million lats).
3.2. The previous share capital of the Bank together with increase of the Bank’s share capital constitutes LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats).

4. Number of New Shares, category and other conditions.
4.1
. It is envisaged to issue 20,000,000 (twenty million) registered shares with voting rights, with respect to which no privileges have been set.

5. Nominal value New Shares, sale price and type of payment.
5.1
The nominal value of 1 (one) New Share is LVL 1 (one lat).
5.2 New Shares are sold at their nominal value. The share premium has not been set.
5.3 New Shares are paid up in cash.

6. Pre-emptive rights of the previous shareholders.
6.1
Previous shareholders (hereinafter – Previous Shareholders) shall have pre-emption rights to subscribe to New Shares, in proportion to nominal value of Existing shares owned by Previous Shareholder at the moment of closing of extra-ordinary shareholders meeting held on 26 August 2011 (hereinafter – Calculation Moment).
6.2. One Existing Share gives the right to subscribe to 0.0737389 (zero point seven three seven three eight nine) New Shares (hereinafter – Pre-emption Rights).
6.3. In case Previous Shareholder according to Pre-emption Rights is entitled to the number of New Shares not being an integer, the number of shares shall be rounded to an integer. Rounding is performed on the top, where the first decimal place is five or more. Rounding is performed down where the first decimal place is less than five.

7. Subscription for New Shares and the procedure of their paying-up.
7.1 The venue of the subscription for New Shares shall be regarded the address: Republikas laukums 2a, Riga, LV-1522.
7.2 Subscribing for New Shares shall be in two stages:

7.2.1. First subscription stage
7.2.1.1. Previous Shareholders shall be entitled to subscribe to New Shares in accordance with Pre-emption Rights.
7.2.1.2. The opening date of the subscription for New Shares shall be the date when Bank has sent to Previous Shareholders these Regulations and information notice (hereinafter – Notice) stating the exact number of New Shares Previous Shareholder is entitled to subscribe in accordance with Pre-emption Rights, and shall be closed after one month after opening. Exact dates of opening and closing of subscription shall be stated in Notice.
7.2.1.3. The subscription for New Share shall be performed by paying up New Share nominal value to the Bank’s account for paying up shares stated in Clause 9 of these Regulations (hereinafter – Account). New Share shall be deemed to be paid if on subscription closing date stated in Clause 7.2.1.2. of these Regulations the full amount of New Share nominal value has been received on the Account.

7.2.2. Second subscription stage
7.2.2.1. On the subscription second stage New Shares not subscribed by Previous Shareholders in the first stage (hereinafter – Remaining Shares) shall be offered for subscription.
7.2.2.2. Previous Shareholders subscribed for New Shares in accordance with Pre-emption Rights (hereinafter – Entitled Shareholders) shall be entitled to subscribe for Remaining Shares.
7.2.2.3. Each Entitled Shareholder is entitled to subscribe for desirable number of Remaining Shares.
7.2.2.4. Subscription for Remaining Shares shall be performed in terms and in accordance with procedure stated by Clauses 7.2.1.2. and 7.2.1.3. of these Regulations simultaneously with subscription for New Shares in accordance with Pre-Emption Rights.
7.2.2.5. In case after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board finds that number of Remaining Shares subscribed on the second subscription stage exceed total number of Remaining Shares, Remaining Shares shall be divided among Entitled Shareholders participated at the second stage of subscription in proportion to the nominal value of Existing Shares owned by the respective Entitled Shareholder against the total amount of nominal value of Existing Shares owned by all Entitled Shareholders participated in the second stage at Calculation Moment.
7.2.2.6. Nominal values of Remaining Shares paid by Entitled Shareholder for Remaining Shares to which respective Entitled Shareholder is not entitled in accordance with Clause 7.2.2.6. of these Regulations shall be repaid by the Bank to respective Entitled Shareholder to the bank account stated by Entitled Shareholder.

8. Result of New Shares issue
8.1.
Within 3 business days after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board shall approve the results of New Shares issue by making respective entries un Bank’s shareholders registry.
8.2. Within 10 business days after results of New Shares issue are approved by Bank’s Management Board, Bank shall inform Previous Shareholders participated in New Shares Issue on the number of New Shares owned by respective Previous Shareholder by sending to Previous Shareholder a share certificate.
8.3. In case not all New Shares are subscribed on subscription closing date stated in Clause 7.2.1.2. of these Regulations, share issue shall be deemed to have taken place in the amount of subscribed New Shares. In such case Bank’s Management Board shall be entitled to make and approve amendments to Clauses 3.1. and 3.1.1. of Bank’s Articles of Association according to the results of New Shares issue.

9. Account for paying up shares
Account No.: LV17PARX0012953570001
Bank: AS „Citadele banka", code PARXLV22
Receiver: AS „Parex banka",
(registration No: 40003074590,
legal address: Republikas laukums 2a, Rīga, LV-1522)
purpose of payment: payment for [number] JSC „Parex banka” 16th closed issue shares

10. To shareholders attention
When deciding on subscription for Bank’s shares of new issue, the Bank invites shareholders to evaluate risks related to investment in the Bank's share capital.
Additional information:

Aug 12, 2011
DRAFT RESOLUTIONS of Extra-Ordinary GMS

Approved in the meeting of the Management Board of JSC „Parex banka”
on 25 July 2011 and 11 August 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on 25 July 2011 and 12 August 2011

DRAFT RESOLUTIONS
of Extra-Ordinary General Meeting of Shareholders
of joint stock company „Parex banka” to be held on August 26, 2011

1. On share capital increase of JSC “Parex banka”:
1. To increase AS Parex banka’s share capital by LVL 20,000,000 (Twenty million lats) by issuing 20,000,000 (Twenty million) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share.
2. To approve Regulations for Increase of AS Parex banka’s Share Capital (16th share issue) (enclosed).


2. On amendments to the Articles of Association of JSC „Parex banka”:
To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:
“3.1. The Bank’s share capital is LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats), consisting of 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:
3.1.1. 231,083,439 (two hundred thirty-one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


Riga, August 12, 2011
The Management Board of JSC „Parex banka"

REGULATIONS
for Increase of JSC Parex banka Share Capital
(16th share issue)

1. Purpose of the share issue.
In order to ensure stability and efficiency of operations of Parex banka (hereinafter – the Bank), compliance with the regulatory requirements, fulfilment of Bank’s obligations (including repayment of principal and payment of interest for year 2011 of Ministry of Finance (State Treasury) deposits), the Bank’s share capital is increased according Article 251 of Latvian Commercial Law. On 26 August 2011 extra-ordinary shareholders meeting of the Bank passed decision to increase Bank’s share capital by LVL 20,000,000 (Twenty million lats) by issuing 20,000,000 (Twenty million) registered shares with voting rights with the nominal value of LVL 1 (one lat) per share (hereinafter – New Shares).

2. Previous Bank’s share capital, categories of shares, their number and nominal value.
2.1.
Existing share capital of the Bank is LVL 271 227 295 (two hundred seventy one million two hundred twenty seven thousand two hundred ninety-five lats), consisting of 271 227 295 (two hundred seventy one million two hundred twenty seven thousand two hundred ninety-five) shares (hereinafter – Existing shares) consisting of the following categories of shares:

  • 211,083,439 (two hundred eleven million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;
  • 60,143,856 (sixty millions one hundred fourty-three thousand eight hundred fifty-six) registered shares without voting rights.


2.2. The nominal value of one share of each category is LVL 1 (one lat).
2.3. All the previous share capital of the Bank has been paid up.

3. Increase of the Bank’s share capital.
3.1
. It is envisaged to increase the Bank’ s share capital by LVL 20,000,000 (twenty million lats).
3.2. The previous share capital of the Bank together with increase of the Bank’s share capital constitutes LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats).

4. Number of New Shares, category and other conditions.
4.1
. It is envisaged to issue 20,000,000 (twenty million) registered shares with voting rights, with respect to which no privileges have been set.

5. Nominal value New Shares, sale price and type of payment.
5.1
The nominal value of 1 (one) New Share is LVL 1 (one lat).
5.2 New Shares are sold at their nominal value. The share premium has not been set.
5.3 New Shares are paid up in cash.

6. Pre-emptive rights of the previous shareholders.
6.1
Previous shareholders (hereinafter – Previous Shareholders) shall have pre-emption rights to subscribe to New Shares, in proportion to nominal value of Existing shares owned by Previous Shareholder at the moment of closing of extra-ordinary shareholders meeting held on 26 August 2011 (hereinafter – Calculation Moment).
6.2. One Existing Share gives the right to subscribe to 0.0737389 (zero point seven three seven three eight nine) New Shares (hereinafter – Pre-emption Rights).
6.3. In case Previous Shareholder according to Pre-emption Rights is entitled to the number of New Shares not being an integer, the number of shares shall be rounded to an integer. Rounding is performed on the top, where the first decimal place is five or more. Rounding is performed down where the first decimal place is less than five.

7. Subscription for New Shares and the procedure of their paying-up.
7.1 The venue of the subscription for New Shares shall be regarded the address: Republikas laukums 2a, Riga, LV-1522.
7.2 Subscribing for New Shares shall be in two stages:

7.2.1. First subscription stage
7.2.1.1. Previous Shareholders shall be entitled to subscribe to New Shares in accordance with Pre-emption Rights.
7.2.1.2. The opening date of the subscription for New Shares shall be the date when Bank has sent to Previous Shareholders these Regulations and information notice (hereinafter – Notice) stating the exact number of New Shares Previous Shareholder is entitled to subscribe in accordance with Pre-emption Rights, and shall be closed after one month after opening. Exact dates of opening and closing of subscription shall be stated in Notice.
7.2.1.3. The subscription for New Share shall be performed by paying up New Share nominal value to the Bank’s account for paying up shares stated in Clause 9 of these Regulations (hereinafter – Account). New Share shall be deemed to be paid if on subscription closing date stated in Clause 7.2.1.2. of these Regulations the full amount of New Share nominal value has been received on the Account.

7.2.2. Second subscription stage
7.2.2.1. On the subscription second stage New Shares not subscribed by Previous Shareholders in the first stage (hereinafter – Remaining Shares) shall be offered for subscription.
7.2.2.2. Previous Shareholders subscribed for New Shares in accordance with Pre-emption Rights (hereinafter – Entitled Shareholders) shall be entitled to subscribe for Remaining Shares.
7.2.2.3. Each Entitled Shareholder is entitled to subscribe for desirable number of Remaining Shares.
7.2.2.4. Subscription for Remaining Shares shall be performed in terms and in accordance with procedure stated by Clauses 7.2.1.2. and 7.2.1.3. of these Regulations simultaneously with subscription for New Shares in accordance with Pre-Emption Rights.
7.2.2.5. In case after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board finds that number of Remaining Shares subscribed on the second subscription stage exceed total number of Remaining Shares, Remaining Shares shall be divided among Entitled Shareholders participated at the second stage of subscription in proportion to the nominal value of Existing Shares owned by the respective Entitled Shareholder against the total amount of nominal value of Existing Shares owned by all Entitled Shareholders participated in the second stage at Calculation Moment.
7.2.2.6. Nominal values of Remaining Shares paid by Entitled Shareholder for Remaining Shares to which respective Entitled Shareholder is not entitled in accordance with Clause 7.2.2.6. of these Regulations shall be repaid by the Bank to respective Entitled Shareholder to the bank account stated by Entitled Shareholder.

8. Result of New Shares issue
8.1.
Within 3 business days after subscription closing date stated in Clause 7.2.1.2. of these Regulations Bank’s Management Board shall approve the results of New Shares issue by making respective entries un Bank’s shareholders registry.
8.2. Within 10 business days after results of New Shares issue are approved by Bank’s Management Board, Bank shall inform Previous Shareholders participated in New Shares Issue on the number of New Shares owned by respective Previous Shareholder by sending to Previous Shareholder a share certificate.
8.3. In case not all New Shares are subscribed on subscription closing date stated in Clause 7.2.1.2. of these Regulations, share issue shall be deemed to have taken place in the amount of subscribed New Shares. In such case Bank’s Management Board shall be entitled to make and approve amendments to Clauses 3.1. and 3.1.1. of Bank’s Articles of Association according to the results of New Shares issue.

9. Account for paying up shares
Account No.: LV17PARX0012953570001
Bank: AS „Citadele banka", code PARXLV22
Receiver: AS „Parex banka",
(registration No: 40003074590,
legal address: Republikas laukums 2a, Rīga, LV-1522)
purpose of payment: payment for [number] JSC „Parex banka” 16th closed issue shares

10. To shareholders attention
When deciding on subscription for Bank’s shares of new issue, the Bank invites shareholders to evaluate risks related to investment in the Bank's share capital.
Additional information:

Jul 26, 2011
Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Riga, 26 July, 2011
No. _____

Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Extra-Ordinary General Meeting of Shareholders of JSC “Parex banka” will take place on August 26, 2011 at 10.00 a.m. at 3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia.

Agenda:

  1. On share capital increase of JSC “Parex banka”;
  2. On amendments to the Articles of Association of JSC “Parex banka”


Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – August 26, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document.
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 12 August, 2011 till 25 August, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed draft decision on the 2nd item of the agenda „On amendments to the Articles of Association of JSC “Parex banka””:

To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“3.1. The Bank’s share capital is LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats), consisting of 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:

3.1.1. 231,083,439 (two hundred thirty-one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;

3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


Yours sincerely,
JSC “Parex banka” Management Board

Jul 26, 2011
Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Riga, 26 July, 2011
No. _____

Notification on convocation of joint stock company “Parex banka” Extra-Ordinary General Meeting of shareholders

Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Extra-Ordinary General Meeting of Shareholders of JSC “Parex banka” will take place on August 26, 2011 at 10.00 a.m. at 3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia.

Agenda:

  1. On share capital increase of JSC “Parex banka”;
  2. On amendments to the Articles of Association of JSC “Parex banka”


Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – August 26, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document.
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 12 August, 2011 till 25 August, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed draft decision on the 2nd item of the agenda „On amendments to the Articles of Association of JSC “Parex banka””:

To amend Paragraph 3.1 of Articles of Association of JSC „Parex banka”, approving its new wording as follows:

“3.1. The Bank’s share capital is LVL 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five lats), consisting of 291,227,295 (two hundred ninety-one million two hundred twenty-seven thousand two hundred ninety-five) shares with the nominal value of LVL 1 (one lat), consisting of the following categories of shares:

3.1.1. 231,083,439 (two hundred thirty-one million eighty-three thousand four hundred thirty-nine) registered shares with voting rights;

3.1.2. 60,143,856 (sixty million one hundred forty-three thousand eight hundred fifty-six) registered shares without voting rights.”


Yours sincerely,
JSC “Parex banka” Management Board

May 27, 2011
RESOLUTIONS of Annual General Meeting of Shareholders of joint stock company „Parex banka” held on May 27, 2011
RESOLUTIONS
of Annual General Meeting of Shareholders
of joint stock company „Parex banka” held on May 27, 2011


1.About Approval of the Annual report 2010 of JSC “Parex banka”.
To approve JSC “Parex banka” Annual Report 2010 submitted by the Management Board of JSC “Parex banka” and revised by the Supervisory Council (Enclosed JSC “Parex banka” Annual Report 2010).
Voting results: decision is taken with the required majority of the votes.

2. About amendments to the Articles of Association of JSC “Parex banka”.
To state Clause 6.1. of the Articles of Association of JSC “Parex banka” in the following wording:
“The Management Board consists of 3 (three) members. The Supervisory Council elects the members of the Management Board and from them the Chairman of the Management Board”.
Voting results: decision is taken with the required majority of the votes.

3. About report of the Audit Committee of JSC “Parex banka” for the year 2010.
To approve the report of the Audit Committee of JSC “Parex banka” for the year 2010.
Voting results: decision is taken with the required majority of the votes.

4. About determination of the remuneration for the Audit Committee of JSC “Parex banka”.
To determine the following monthly remuneration for the members of the Audit Committee of JSC “Parex banka”:
- the chairperson of the Audit Committee - in the amount of 1250 LVL;
- the member of the Audit Committee - in the amount of 1000 LVL.
Voting results: decision is taken with the required majority of the votes.

Riga, May 27, 2011
The Management Board of joint stock company „Parex banka”
May 27, 2011
RESOLUTIONS of Annual General Meeting of Shareholders of joint stock company „Parex banka” held on May 27, 2011
RESOLUTIONS
of Annual General Meeting of Shareholders
of joint stock company „Parex banka” held on May 27, 2011


1.About Approval of the Annual report 2010 of JSC “Parex banka”.
To approve JSC “Parex banka” Annual Report 2010 submitted by the Management Board of JSC “Parex banka” and revised by the Supervisory Council (Enclosed JSC “Parex banka” Annual Report 2010).
Voting results: decision is taken with the required majority of the votes.

2. About amendments to the Articles of Association of JSC “Parex banka”.
To state Clause 6.1. of the Articles of Association of JSC “Parex banka” in the following wording:
“The Management Board consists of 3 (three) members. The Supervisory Council elects the members of the Management Board and from them the Chairman of the Management Board”.
Voting results: decision is taken with the required majority of the votes.

3. About report of the Audit Committee of JSC “Parex banka” for the year 2010.
To approve the report of the Audit Committee of JSC “Parex banka” for the year 2010.
Voting results: decision is taken with the required majority of the votes.

4. About determination of the remuneration for the Audit Committee of JSC “Parex banka”.
To determine the following monthly remuneration for the members of the Audit Committee of JSC “Parex banka”:
- the chairperson of the Audit Committee - in the amount of 1250 LVL;
- the member of the Audit Committee - in the amount of 1000 LVL.
Voting results: decision is taken with the required majority of the votes.

Riga, May 27, 2011
The Management Board of joint stock company „Parex banka”
May 13, 2011
DRAFT RESOLUTIONS of Annual General Meeting of Shareholders of joint stock company „Parex banka” to be held on May 27, 2011

Approved in the meeting of the Management Board of JSC „Parex banka”
on March 17, 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on March 24, 2011

DRAFT RESOLUTIONS
of Annual General Meeting of Shareholders
of joint stock company „Parex banka” to be held on May 27, 2011

1. About Approval of the Annual report 2010 of JSC “Parex banka”.
To approve JSC “Parex banka” Annual Report 2010 submitted by the Management Board of JSC “Parex banka” and revised by the Supervisory Council (JSC “Parex banka” Annual Report 2010 is available on http://reverta.lv/en/investors/text-table/).

2. About amendments to the Articles of Association of JSC “Parex banka”.
To state Clause 6.1. of the Articles of Association of JSC “Parex banka” in the following wording: “The Management Board consists of 3 (three) members. The Supervisory Council elects the members of the Management Board and from them the Chairman of the Management Board”.

3. About report of the Audit Committee of JSC “Parex banka” for the year 2010.
To approve the report of the Audit Committee of JSC “Parex banka” for the year 2010.

4. About determination of the remuneration for the Audit Committee of JSC “Parex banka”.
To determine the following monthly gross remuneration for the members of the Audit Committee of JSC “Parex banka”:
the chairperson of the Audit Committee Guna Kalniņa-Priede in the amount of 700 LVL;
the member of the Audit Committee Svetlana Koļesņikova in the amount of 500 LVL;
the member of the Audit Committee Andris Riekstiņš in the amount of 500 LVL.

Riga, March 11, 2011
The Management Board of JSC „Parex banka”

May 13, 2011
DRAFT RESOLUTIONS of Annual General Meeting of Shareholders of joint stock company „Parex banka” to be held on May 27, 2011

Approved in the meeting of the Management Board of JSC „Parex banka”
on March 17, 2011
and revised in the meeting of the Supervisory Council of JSC „Parex banka”
on March 24, 2011

DRAFT RESOLUTIONS
of Annual General Meeting of Shareholders
of joint stock company „Parex banka” to be held on May 27, 2011

1. About Approval of the Annual report 2010 of JSC “Parex banka”.
To approve JSC “Parex banka” Annual Report 2010 submitted by the Management Board of JSC “Parex banka” and revised by the Supervisory Council (JSC “Parex banka” Annual Report 2010 is available on http://reverta.lv/en/investors/text-table/).

2. About amendments to the Articles of Association of JSC “Parex banka”.
To state Clause 6.1. of the Articles of Association of JSC “Parex banka” in the following wording: “The Management Board consists of 3 (three) members. The Supervisory Council elects the members of the Management Board and from them the Chairman of the Management Board”.

3. About report of the Audit Committee of JSC “Parex banka” for the year 2010.
To approve the report of the Audit Committee of JSC “Parex banka” for the year 2010.

4. About determination of the remuneration for the Audit Committee of JSC “Parex banka”.
To determine the following monthly gross remuneration for the members of the Audit Committee of JSC “Parex banka”:
the chairperson of the Audit Committee Guna Kalniņa-Priede in the amount of 700 LVL;
the member of the Audit Committee Svetlana Koļesņikova in the amount of 500 LVL;
the member of the Audit Committee Andris Riekstiņš in the amount of 500 LVL.

Riga, March 11, 2011
The Management Board of JSC „Parex banka”

Apr 26, 2011
Notification on the Annual Shareholders’ Meeting of Joint Stock Company “Parex banka”

To shareholder of Joint Stock Company “Parex banka”

Notification on convocation of joint stock company “Parex banka” Annual General Meeting of shareholders


Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Annual General Meeting of Shareholders of JSC “Parex banka” will take place on May 27, 2011 at 10.00 a.m. at Citadele conference hall (3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia).

Agenda:

  1. About Approval of the Annual report 2010 of JSC “Parex banka”.
  2. About amendments to the Articles of Association of JSC “Parex banka”.
  3. About report of the Audit Committee of JSC “Parex banka” for the year 2010.
  4. About determination of the remuneration for the Audit Committee of JSC “Parex banka”.


Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – May 27, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document.
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with the Annual report 2010 of JSC “Parex banka” and draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 13 May, 2011 till 26 May, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed draft decision on the 2nd item of the agenda „About amendments to the Articles of Association of JSC “Parex banka””:

To state Clause 6.1. of Articles of Association of JSC “Parex banka” in the following wording:

“The Management Board consists of 3 (three) members. The Supervisory Council elects the members of the Management Board and from them the Chairman of the Management Board”.

Apr 26, 2011
Notification on the Annual Shareholders’ Meeting of Joint Stock Company “Parex banka”

To shareholder of Joint Stock Company “Parex banka”

Notification on convocation of joint stock company “Parex banka” Annual General Meeting of shareholders


Management Board of JSC “Parex banka” (unified registration number: 40003074590, legal address: Republikas laukums 2A, Riga, Latvia LV-1522) calls up and announces that Annual General Meeting of Shareholders of JSC “Parex banka” will take place on May 27, 2011 at 10.00 a.m. at Citadele conference hall (3rd floor conference hall of JSC “Citadele banka”, Republikas laukums 2A, Riga, Latvia).

Agenda:

  1. About Approval of the Annual report 2010 of JSC “Parex banka”.
  2. About amendments to the Articles of Association of JSC “Parex banka”.
  3. About report of the Audit Committee of JSC “Parex banka” for the year 2010.
  4. About determination of the remuneration for the Audit Committee of JSC “Parex banka”.


Shareholder Registration will be open from 09.30 a.m. till 10.00 a.m. on the day of meeting – May 27, 2011 - at the venue of the meeting.

Shareholders have rights to participate in the meeting in person or by mediation of their legal representatives or authorised persons:

  • upon registration, shareholders shall present a passport or other personal identification document.
  • upon registration, representatives and authorised persons of shareholders shall present a passport or other personal identification document, and shall submit written power of attorney of the represented shareholder issued according to legislative acts, or legal representatives shall present a document certifying the authorisation.


Shareholders of JSC “Parex banka” can get acquainted with the Annual report 2010 of JSC “Parex banka” and draft decisions as well as additional information and give their suggestions and proposals on the Agenda starting from 13 May, 2011 till 26 May, 2011 at premises of JSC “Parex banka”, Republikas laukums 2A, Riga, Latvia on all business days from 10.00 a.m. till 16.00 p.m., arranging appointment on the previous day by the phone number +371 67779178 and at Registration on the meeting day.

The proposed draft decision on the 2nd item of the agenda „About amendments to the Articles of Association of JSC “Parex banka””:

To state Clause 6.1. of Articles of Association of JSC “Parex banka” in the following wording:

“The Management Board consists of 3 (three) members. The Supervisory Council elects the members of the Management Board and from them the Chairman of the Management Board”.