30.04.2013 Views

Aktsiaselts Tallink Grupp - NASDAQ OMX Baltic

Aktsiaselts Tallink Grupp - NASDAQ OMX Baltic

Aktsiaselts Tallink Grupp - NASDAQ OMX Baltic

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

Key Strengths<br />

We believe that our position as a leading provider of high-quality mini-cruise and passenger transport<br />

services in the Northern <strong>Baltic</strong> Sea region, as well as a leading provider of ro-ro cargo services on selected<br />

routes, is based on the following key strengths:<br />

• Strong market position;<br />

• High-quality, flexible fleet;<br />

• Broad product offering;<br />

• Strong brand;<br />

• Competitive cost base; and<br />

• Experienced management team with a proven track record.<br />

Strategy<br />

We aim to be the leading provider of high-quality mini-cruise and passenger transport services, as well as the<br />

leading provider of ro-ro cargo services on selected routes, in the Northern <strong>Baltic</strong> Sea region. Even though our<br />

business has grown rapidly for nearly ten years, we believe that there are additional growth opportunities in the<br />

region over the coming years. The cornerstones of our operating strategy are set out below:<br />

• Continue to invest in our fleet;<br />

• Build upon strong positions on existing routes;<br />

• Pursue new growth opportunities in the Northern <strong>Baltic</strong> Sea region; and<br />

• Maintain profitability through efficient and flexible management, while seeking revenue growth.<br />

Risk Factors<br />

Before making an investment decision with respect to our shares, prospective investors should, in addition<br />

to the other information contained herein, carefully review the risk factors described in this offering<br />

memorandum. Our business, financial condition and results from operations could be adversely affected by each<br />

of such risks, which may relate to us, our business environment and changes therein, our geographical market<br />

area, investing in our shares and other matters, and investors may lose the value of their investment in whole or<br />

in part. These risks are not the only ones we face. Additional risks and uncertainties not presently known to us, or<br />

that we currently believe to be immaterial, could also adversely affect our business. For a more detailed<br />

description of the risks relating to our business, see “Risk Factors.”<br />

Management<br />

Our corporate governance, management and administration are divided among our shareholders represented<br />

at the general meetings of shareholders, our supervisory council and our management board. The general meeting<br />

of shareholders approves, among other things, the annual report, the auditors’ report and the distribution of<br />

profits. Resolutions may be adopted at either annual or extraordinary general meetings of shareholders. The<br />

supervisory council is responsible for planning our business activities, organizing our management by electing<br />

members to the management board, approving our budget and supervising the activities of our management<br />

board. The management board manages our daily business affairs. The current members of our supervisory<br />

council are Toivo Ninnas, Andres Lipstok, Eve Pant, Ain Hanschmidt, Sunil Kumar Nair and Kustaa Lauri Äimä.<br />

Our current management board members are Enn Pant, Kalev Järvelill, Andres Hunt and Keijo Mehtonen.<br />

Shares and Shareholders<br />

As of the date of this offering memorandum, our registered share capital amounted to EEK 1,100,000,000<br />

consisting of 110,000,000 fully paid shares with a nominal value of EEK 10 each (each, a “Share” and, together,<br />

the “Shares”). Each Share entitles its holder to one vote at our general meetings of shareholders. We have one<br />

class of shares and all Shares rank pari passu in all respects.<br />

We had 252 shareholders as of November 18, 2005. The ten largest shareholders held in the aggregate more<br />

than 90 percent of all of our Shares and votes, while our largest shareholder, <strong>Aktsiaselts</strong> Infortar (“Infortar”),<br />

alone held more than 55 percent of the Shares and votes. Infortar is an Estonian investment company with<br />

interests in the shipping, real estate and printing industries. The principal shareholder of Infortar is an Estonian<br />

holding company, Linandell OÜ, which is controlled by Enn Pant, Chairman of our management board and our<br />

CEO; Kalev Järvelill, a member of our management board; and Ain Hanschmidt, a member of our supervisory<br />

council.<br />

2

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!