FCMC entered into an administrative agreement with shareholders of “Rīgas kuģu būvētava”, applying a fine and agreeing on making a mandatory share buy-back offer

15.09.2021
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The Financial and Capital Market Commission (FCMC) has entered into an administrative agreement with the shareholders of the joint stock company "Rīgas kuģu būvētava", the FCMC has applied a fine of EUR 100 000 to shareholders Vasilijs Meļņiks and Irina Meļņika for violations of the Financial Instruments Market Law (FIML) and agreed with Irina Meļņika on making a mandatory share buy-back offer until 13.10.2021 (the deadline for the submission of the prospectus of the mandatory share buy-back offer).

During the inspection, the FCMC ascertained that Vasilijs Meļņiks, disposing of an indirect major holding in the joint stock company “Rīgas kuģu būvētava”, did not notify it in accordance with the procedures and time limits specified in the FIML. Correspondingly, Irina Meļņika, when acquiring and subsequently disposing of an indirect major holding in “Rīgas kuģu būvētava”, did not notify it in accordance with the procedures and time limits specified in the FIML. Irina Meļņika has also infringed the FIML requirements in relation to the making of a mandatory share buy-back offer to other shareholders of “Rīgas kuģu būvētava”, because where an indirect major holding of more than 30% of “Rīgas kuģu būvētava” shares was acquired, no mandatory share buy-back offer was made in accordance with the procedures and deadlines laid down in the FIML.

In view of the infringements identified by the FCMC, an agreement was reached with Vasilijs Meļņiks and Irina Meļņika on the conclusion of the administrative agreement and applying a fine of EUR 100 000 to the shareholders.

With entering into the administrative agreement, Irina Meļņika undertakes to also make the mandatory share buy-back offer within the specified time limits by setting the share price of “Rīgas kuģu būvētava” shares at a price of not less than EUR 0.027.

Given that the legal protection proceedings are being implemented for “Rīgas kuģu būvētava”, the share buy-back price is to be determined in accordance with Section 74(7) of FIML, i.e., by dividing the liquidation value of the company by the number of issued shares. The shareholders have submitted both a calculation of the liquidation value of “Rīgas kuģu būvētava” and a calculation of the market value of “Rīgas kuģu būvētava”. According to the determined market value of “Rīgas kuģu būvētava”, the price of one share is EUR 0.027, while the liquidation value is below the market value. Considering that the buy-back price per share, determined in accordance with the market value of “Rīgas kuģu būvētava”, is higher than the share price, determined in accordance with the value of the liquidation of “Rīgas kuģu būvētava”, an agreement was reached on the use of the market value of the joint stock company, by setting the price of one buy-back share.

For further information:
Airisa Ādamsone
Public Relations Specialist
FCMC’s Communications and Financial Literacy Division
Phone: +371 67774807
E-mail: airisa.adamsone@fktk.lv

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