Lietuviškai
Case No. 11/02
THE CONSTITUTIONAL COURT OF THE REPUBLIC OF
LITHUANIA
RULING
ON THE COMPLIANCE OF ARTICLE 2 AS WELL AS
PARAGRAPHS 2 AND 4 OF ARTICLE 3 OF THE REPUBLIC OF
LITHUANIA LAW ON REORGANISATION OF THE SPECIAL
PURPOSE COMPANY "LIETUVOS ENERGIJA" (WORDING OF 28
JUNE 2001) WITH THE CONSTITUTION OF THE REPUBLIC
OF LITHUANIA
16 March 2005
Vilnius
The Constitutional Court of the Republic of Lithuania,
composed of the Justices of the Constitutional Court Armanas
Abramavičius, Egidijus Jarašiūnas, Egidijus Kūris, Kęstutis
Lapinskas, Zenonas Namavičius, Augustinas Normantas, Jonas
Prapiestis, Vytautas Sinkevičius, and Stasys Stačiokas,
with the secretary of the hearing-Daiva Pitrėnaitė,
pursuant to Articles 102 and 105 of the Constitution of
the Republic of Lithuania and Article 1 of the Law on the
Constitutional Court of the Republic of Lithuania, on 17
February 2005 in its public hearing heard Case No. 11/02 which
originated in a petition of the Vilnius Regional Court, the
petitioner, requesting to investigate as to whether Article 2,
as well as Paragraphs 2 and 4 of Article 3 of the Republic of
Lithuania Law on Reorganisation of the Special Purpose Company
"Lietuvos energija" are not in conflict with Article 23 of the
Constitution of the Republic of Lithuania.
The Constitutional Court
has established:
I
The Vilnius Regional Court, the petitioner, was
investigating a civil case. By its ruling the court suspended
the investigation of the case and applied to the Constitutional
Court with the petition requesting to investigate as to whether
Article 2, as well as Paragraphs 2 and 4 of Article 3 of the
Law on Reorganisation of the Special Purpose Company "Lietuvos
energija" (Official Gazette Valstybės žinios, 2001, No.
62-2223) are not in conflict with the Constitution.
II
The petition of the petitioner is based on the following
arguments.
The Law on Reorganisation of the Special Purpose Company
"Lietuvos energija" established the method and procedure of
reorganisation of the special purpose company "Lietuvos
energija" which differ from the method and procedure of
reorganisation of companies which are provided for in Paragraph
1 of Article 1 of the Republic of Lithuania Law on Companies:
the requirements of Paragraphs 6, 10 and 14 of Article 54,
Paragraph 2 of Article 66, Articles 67 and 68, Paragraphs 1, 2
and 3 of Article 69, Paragraphs 2 and 3 of Article 70,
Paragraphs 2 and 4 of Article 71 and Paragraphs 1 and 10 of
Article 72 of the Law on Companies do not apply to
reorganisation of the aforesaid enterprise, while other
articles of the Law on Companies and other laws of the Republic
of Lithuania apply only to the extent that the Law on
Reorganisation of the Special Purpose Company "Lietuvos
energija" does not provide otherwise (Paragraph 2 of Article
1). Under the Law on Reorganisation of the Special Purpose
Company "Lietuvos energija" the special purpose company
"Lietuvos energija" is reorganised according to the method of
division of companies; upon reorganisation of the special
purpose company "Lietuvos energija" the shares of the
shareholders of this company are distributed in proportion to
the authorised capitals of the company "Lietuvos energija"
which continues its activity after the reorganisation and the
companies established under the reorganisation; shares of the
companies established on the basis of property of affiliated
units and divisions of the special purpose company "Lietuvos
energija", which are engaged in activity other than the
principal activity, must be transferred to the shareholders of
the companies established upon reorganisation in proportion to
the number of shares of the company owned by them. In the
opinion of the petitioner, by such legal regulation the
property rights of shareholders of the aforementioned company
were violated (restricted), therefore Article 2, and Paragraphs
2 and 4 of Article 3 of the Law on Reorganisation of the
Special Purpose Company "Lietuvos energija", by which the
general procedure of reorganisation of companies was changed,
are in conflict with Article 23 of the Constitution.
III
1. In the course of the preparation of the case for the
Constitutional Court hearing, written explanations of the
representative of the party concerned, the Seimas, who was K.
D. Prunskienė, a member of the Seimas were received.
According to the representative of the party concerned,
the Law on Reorganisation of the Special Purpose Company
"Lietuvos energija" is a special one in regard to the Law on
Companies and the Civil Code of the Republic of Lithuania. The
fact that certain particularities of reorganisation of the
company "Lietuvos energija" are established in the Law on
Reorganisation of the Special Purpose Company "Lietuvos
energija" and that one specified that certain requirements of
the Law on Companies do not apply in regard to reorganisation
of the abovementioned company does not mean that the principle
of inviolability of property has been violated. The
representative of the party concerned maintains that the
shareholders are not owners of the property of the company,
they only enjoy ownership rights of the shares which entitle
them to certain property and non-property rights including the
right to vote at a general meeting of shareholders. Decisions
are passed at a general meeting of shareholders by a majority
vote. Thus the inviolability of property is consolidated. If
the shareholders holding minority of votes are able to veto a
decision at a general meeting of shareholders, the rights of
the other shareholders (majority) would be unreasonably
restricted; this would be in conflict with Article 28 of the
Constitution.
In the opinion of K. D. Prunskienė, if the shares of the
company "Lietuvos energija" which continues its activity after
reorganisation and the companies newly established after
reorganisation are distributed to the shareholders of the
special purpose company "Lietuvos energija" which functioned
prior to reorganisation in proportion to the authorised capital
of the companies, the property interests of the shareholders,
irrespective of the market value of the property of the company
"Lietuvos energija" which continues its activity after
reorganisation and companies newly established upon its
reorganisation and the amount of obligations transferred to
them, are not violated as the proportion of the shares remains
the same. Moreover, the principle of equal proportionate
distribution of shares of newly established companies could
have been applied according to the Law on Enterprises, the
constitutionality of which is not subject to the dispute by the
petitioner, as well.
2. In the course of preparation of the case for the
Constitutional Court hearing written explanations were received
from the representative of the party concerned, the Seimas, who
was G. Sagatis, a senior advisor to the Legal Department of the
Office of the Seimas.
According to the representative of the party concerned,
decentralisation of the system of energy administration is
vitally important to the economic stability of this country,
its integration into the European Union, and implementation of
other strategic objectives, moreover, the restructuring and
privatisation of the energy sector is to be related to the
increase of the role of municipalities; the Law on
Reorganisation of the Special Purpose Company "Lietuvos
energija" is a part of the process, during which the
centralised system of management of the economy was reorganised
into constitutionally legalised self-governing systems, thus
transferring the decision making related to local energy from
national to municipal level. According to the representative of
the party concerned, the fact that the legislator established
the method of reorganisation of the special purpose company
"Lietuvos energija" should not be considered an interference of
the state into the affairs of a private legal person, as the
special purpose companies perform functions, which are vitally
important to the state, special regime is needed for their
functioning, and they are not considered to be private legal
persons. In the opinion of G. Sagatis, having established the
method and procedure of reorganisation of the special purpose
company "Lietuvos energija" which is disputed by the
petitioner, the legislator did not exceed the limits of
discretion vested in him by the Constitution, as he enjoys the
right to establish by a special law particularities of
reorganisation of a strategic entity; in addition to that, in
the countries where the continental law traditions prevail, the
activity of companies is regulated not only by private, but by
public law as well, and the interests of shareholders must be
coordinated with the interests of other groups interested in
the activity of the company (employees, consumers, creditors,
public at large).
Under the statement of the representative of the party
concerned, when acquiring shares of a company the person
accepts a risk that the scope of his property and non-property
rights will depend not only upon himself, but on the will of
other shareholders of the company also. The rights of the
shareholder are assessed in regard to quantity by expressing
them in proportions instead of monetary equivalent, therefore
as far as the processes of reorganisation of the company do not
change the proportions of shareholders' rights, the
reorganisation does not infringe the rights of ownership of the
shareholders. Having established that only the general meeting
of the shareholders of the company by at least 2/3 majority
vote could adopt a decision to reorganise the special purpose
company "Lietuvos energija" and approve a project of its
reorganisation and the prepared articles of association of the
companies to be established during the reorganisation, one has
ensured the right of all shareholders, including the small
shareholders, to express their position concerning the
principle of proportionate distribution of shares of companies
which are newly established during the reorganisation, as well.
The application of this principle resulted in the fact that the
constitutional principle of inviolability of property has not
been violated.
IV
In the course of the preparation of the case for the
Constitutional Court hearing the explanations were received
from B. Bradauskas, the Chairman of the Committee on Budget and
Finance of the Seimas, V. Karbauskis, the Chairman of the
Committee on Economics of the Seimas, K. Virketis, the Director
of the Legal Department of the Office of the Seimas, T.
Birmontienė, the Head of the Legal Department and Legal Advisor
to the President of the Republic of Lithuania, J. Dubinienė,
the Director of the Legal Department of the Office of the
Seimas, A. Slivinskas, the Head of the Economy Division of the
Office of the Government, P. Čėsna, a former Minister of
Economy, V. Uspaskich, the Minister of Economy, P. Koverovas,
the State Secretary at the Ministry of Justice, P. Milašauskas,
the Director General of the State Property Fund, V. Poderis,
the Chairman of the Lithuanian Securities Commission, A.
Keleras, the President of the Central Securities Depository of
Lithuania, D. Jasulaitytė, the President of the Vilnius Stock
Exchange, Assoc. Prof. Dr. V. Mizaras, the Head of the Civil
Law and Civil Process Department at the Faculty of Law of
Vilnius University, and Assoc. Prof. Dr. V. Pakalniškis, the
Head of the Civil and Commercial Law Department at the Faculty
of Law of the Law University of Lithuania.
The Constitutional Court
holds that:
1. The petitioner, the Vilnius Regional Court, had doubts
as to whether Article 2 as well as Paragraphs 2 and 4 of
Article 3 of the Law on Reorganisation of the Special Purpose
Company "Lietuvos energija" (wording of 28 June 2001,
hereinafter also referred to as the Law) are not in conflict
with Article 23 of the Constitution.
2. On 28 June 2001, the Seimas adopted the Law on Amending
the Law on Reorganisation of the Special Purpose Company
"Lietuvos energija", by Article 1 of which it amended the Law
on Reorganisation of the Special Purpose Company "Lietuvos
energija" (wording of 18 May 2000) and set it forth as follows:
"THE REPUBLIC OF LITHUANIA LAW ON REORGANISATION
OF THE SPECIAL PURPOSE COMPANY 'LIETUVOS
ENERGIJA'"
Article 1. Purpose of the Law
1. This Law shall establish the method and procedure of
reorganisation of the special purpose company 'Lietuvos
energija'.
2. The requirements of Paragraphs 6, 10 and 14 of Article
54, Paragraph 2 of Article 66, Articles 67 and 68, Paragraphs
1, 2 and 3 of Article 69, Paragraphs 2 and 3 of Article 70,
Paragraphs 2 and 4 of Article 71, Paragraphs 1 and 10 of
Article 72 of the Law on Companies shall not apply to the
reorganisation of the special purpose company 'Lietuvos
energija'. Other articles of the Law on Companies and other
laws of the Republic of Lithuania, when reorganising the
special purpose company 'Lietuvos energija', apply only to the
extent that this law does not provide different.
Article 2. Method of Reorganisation
1. The special purpose company 'Lietuvos energija' shall
be reorganised according to the method of division of
companies, i.e. by separating from the special purpose company
'Lietuvos energija', which shall continue its activity after
reorganisation as a company, the parts of property, rights and
obligations and by establishing new companies based on them.
Prior to reorganisation of the special purpose company
'Lietuvos energija' by the method of division (prior to
confirmation of the project of reorganisation), a company shall
be established on the basis of the property auxiliary and
utility property assigned to the 'Lietuvos elektrinė', the
subsidiary of this company, the shares of which shall be
transferred to the ownership of the municipality of Elektrėnai,
thus reducing the authorised capital of the special purpose
company 'Lietuvos energija' and the number of shares of the
special purpose company 'Lietuvos energija' owned by the state.
Upon the Government resolution, the facilities of production
and engineering infrastructure, social objects and buildings
(their parts) of the special purpose company 'Lietuvos
energija' must be transferred to the ownership of
municipalities, thus reducing the authorised capital of the
special purpose company 'Lietuvos energija' and the number of
shares of the special purpose company 'Lietuvos energija' owned
by the state. The notice about the reduction of the authorised
capital of the special purpose company 'Lietuvos energija'
shall be publicly announced twice, with at least 14 days
period. Amendments to the articles of association related to
the reduction of the authorised capital of the special purpose
company 'Lietuvos energija' shall be registered at the registry
of enterprises not earlier than 14 days after the second public
announcement of the reduction of the authorised capital was
made and additional guarantees were given to the creditors
requesting them.
2. The property assigned to regional affiliated units of
electricity network exploitation, except 330 kV and 110 kV
voltage electricity networks as well as buildings,
constructions, and equipment needed to operate and administer
them, as well as other property, shall be separated from the
special purpose company 'Lietuvos energija'. On the basis of
property assigned to the individual regional affiliated units
of electricity network exploitation an economically reasonable
company (companies) of electricity distribution network shall
be established.
3. The property assigned to the affiliated units 'Lietuvos
elektrinė' and 'Mažeikių elektrinė' and used by them for their
principal activity shall be separated from the special purpose
company 'Lietuvos energija'. On the basis of this property the
companies 'Lietuvos elektrinė' and 'Mažeikių elektrinė' shall
be established. The 'Energetikos remontas' in Kaunas shall
remain a subsidiary of the company "Lietuvos energija" until
2005.
4. In order to enable it to perform the functions, all the
property of the reorganised special purpose company 'Lietuvos
energija' which remained and was not transferred to newly
established companies shall be assigned to the company
'Lietuvos energija' which continues its activity after the
reorganisation.
Article 3. Procedure of Reorganisation
1. After the Seimas consents to the presented distribution
of the authorised capital and obligations (duties) between the
newly established companies which is provided for in the
project of reorganisation, and after the Government consents to
the entire submitted project of reorganisation, the general
meeting of the shareholders of the special purpose company
'Lietuvos energija' by at least 2/3 majority vote may adopt a
decision to reorganise the company and to approve the project
of reorganisation and prepared articles of association of the
companies which are newly established during the
reorganisation.
2. The shares of the companies established on the basis of
property of affiliated units and divisions of the special
purpose company 'Lietuvos energija' ('Kruonio HAE statybos
valdyba', 'Šiaulių energetikos statyba', 'Elektros tinklų
statyba', 'Gelžbetoninių atramų gamykla', and hotel 'Elektra'),
which are engaged in activity other than the principal activity
of the company, must, until 31 December 2002 the latest, be
transferred to the shareholders of the companies which are
newly established after the reorganisation in proportion to the
number of shares of these companies owned by them, thus
respectively reducing the authorised capital of the special
purpose company 'Lietuvos energija' and transferring the shares
owned by the company to the state-owned enterprise 'Valstybės
turto fondas'. A notice about the reduction of the authorised
capital of the company 'Lietuvos energija' shall be made public
twice, with at least 14 days period. The amendments to the
articles of association related to the reduction of the
authorised capital of the company 'Lietuvos energija' shall be
registered at the registry of enterprises no earlier than 14
days after the second public announcement of the reduction of
the authorised capital was made and additional guarantees were
given to the creditors requesting them.
3. During the reorganisation the property of the special
purpose company 'Lietuvos energija' shall be assessed and
calculated according to the residual balance value, pursuant to
the Law on the Principles of Accounting and other legal acts.
4. After the reorganisation of the special purpose company
'Lietuvos energija', the shares of the shareholders of the
special purpose company 'Lietuvos energija' shall be
distributed in proportion to the authorised capitals of the
company 'Lietuvos energija' which continues its activity after
the reorganisation and companies established by way of
reorganisation.
5. The confirmed project of reorganisation and the minutes
of the general meeting of the shareholders which approved it
must be handed over to administrator of the registry of
enterprises not later than with 5 working days from the date of
the meeting during which the project of reorganisation was
confirmed.
6. The announcements about the reorganisation of the
special purpose company 'Lietuvos energija' shall be made
twice, with at least 14 days period.
7. All rights and obligations (duties) of the reorganised
special purpose company 'Lietuvos energija' shall be
transferred to the companies which shall function after the
reorganisation. The reorganised special purpose company
'Lietuvos energija' must give additional guarantees on
fulfilment of its obligations to every creditor who requests
them. The issue of the right of subrogation against the Belarus
state-owned energy concern 'Belenergo' concerning the submitted
electricity shall be decided by the Government of the Republic
of Lithuania.
8. The companies established during the reorganisation of
the special purpose company 'Lietuvos energija' and their
articles of association shall be registered after the founding
meetings of the shareholders, pursuant to the Law on Registry
of Legal Persons. Instead of the association agreement the
companies which are established during the reorganisation shall
submit the minutes of the general meeting of the shareholders
of the special purpose company 'Lietuvos energija' which
approved the project of reorganisation.
9. The guarantees issued by the state to the banks
regarding credits granted to the special purpose company
'Lietuvos energija' shall apply in regard of the companies
functioning after the reorganisation which have taken over the
obligations under the aforementioned credits.
10. In the project of reorganisation of the special
purpose company 'Lietuvos energija' one must establish, after
coordination with the Ministry of Finance, the handover of the
obligations of the special purpose company 'Lietuvos energija'
under the credits received on behalf of the state or with a
guarantee of the state.
11. Until the Law on Electricity becomes effective and
legal acts related to its implementation are drafted, relations
between the company 'Lietuvos energija' which continues its
activity after the reorganisation of the special purpose
company 'Lietuvos energija' and the companies which are newly
established during the reorganisation in the area of
production, transfer and distribution of electricity and other
areas, must be established in the project of reorganisation of
the special purpose company 'Lietuvos energija'.
12. Relations between the reorganised company 'Lietuvos
energija' and the company 'Mažeikių elektrinė' while
administering the closed distribution unit of 110 kV voltage
must be established in a bilateral agreement, which should
provide for a free and non-taxable transfer of electricity
produced by the generators of the company 'Mažeikių elektrinė'
through this distribution unit to a closed distribution of 6 kV
voltage of this power plant.
13. When reorganising the special purpose company
'Lietuvos energija', the losses of taxes which originate in the
special purpose company 'Lietuvos energija' after deduction of
funds allocated for investment from the general income made
according to the method of calculation established in Item 2 of
Paragraph 1 of Article 21 of the Law on Taxes on Profits of
Legal Persons shall be proportionally transferred by
considering a part of value of the long-term material assets
remaining to the company 'Lietuvos energija' which continues
its activity after the reorganisation and transferred to the
companies established by the reorganisation, to which the
method of calculation of funds allocated for investment
established in Item 2 of Paragraph 1 of Article 21 of the Law
on Taxes on Profits of Legal Persons was applied."
3. The doubts of the petitioner concerning the compliance
of the disputed articles (parts thereof) of the Law with
Article 23 of the Constitution are based on the statement that
under the Law the special purpose company "Lietuvos energija"
was reorganised without applying the requirements of articles
(parts thereof) of the Law on Companies which are specified in
Paragraph 2 of Article 1 of the Law and by applying other
articles of the Law on Companies and other laws to the extent
that the Law does not provide otherwise, but according to a
different method, which is consolidated in the Law itself, and
according to a different procedure, which is established in the
Law itself, and thus, in the opinion of the petitioner,
property rights of the shareholders of the aforementioned
company have been violated (restricted).
It should be noted that the petitioner does not dispute
the compliance of Paragraph 2 of Article 1 of the Law with the
Constitution.
4. Under Article 23 of the Constitution, property shall be
inviolable (Paragraph 1); the rights of ownership shall be
protected by laws (Paragraph 2); property may only be seized
for the needs of society in accordance with the procedure
established by law and shall be justly compensated for
(Paragraph 3).
5. When regulating economic activity so that it serves the
general welfare of the Nation, the state (Paragraph 3 of
Article 46 of the Constitution) may adopt decisions concerning
reorganisation or other restructuring of enterprises belonging
(fully or partially) to the state under the ownership right.
Such decisions usually imply the establishment of equal
requirements to economic entities (enterprises). On the other
hand, particularities of activity of individual enterprises,
especially when they are of strategic importance, gain a
dominant role in production or the market etc., may cause a
differentiated legal regulation of their reorganisation or
other restructuring, which in itself should not be considered
as being not in line with the Constitution. However, it should
be stressed that when reorganising or restructuring
enterprises, in which the state has shares, in other way, one
may not violate the rights (inter alia property rights) of the
shareholders.
6. In Paragraph 1 of Article 2 of the Law inter alia one
has consolidated one of the possible methods of reorganisation
of the special purpose company "Lietuvos energija": it is
reorganised according to the method of division of companies; a
rule is entrenched in Paragraph 4 of Article 3 of the Law that
after the reorganisation of the special purpose company
"Lietuvos energija" the shares owned by the shareholders of
this company shall be distributed in proportion to the
authorised capitals of the company "Lietuvos energija" which
continues its activity after the reorganisation and companies
established by reorganisation; in Paragraph 2 of Article 3 of
the Law one has inter alia established a rule that the shares
of the companies established on the basis of property of
affiliated units and divisions of the special purpose company
"Lietuvos energija", which are engaged in activity other than
the principal activity of the company, must be transferred to
the shareholders of the companies which are newly established
after the reorganisation in proportion to the number of shares
of these companies owned by them.
6.1. The fact that according to the Law the special
purpose company "Lietuvos energija" is reorganised under the
method of division of companies should not be considered in
itself as a violation of property rights of the shareholders.
It is worth noticing that such method of reorganisation of
companies was defined in Paragraph 1 of Article 63 (wording of
13 July 2000) of the Law on Companies, which was effective at
the time of coming into effect of the Law, as well.
6.2. The fact that according to the Law, after the
reorganisation of the special purpose company "Lietuvos
energija" the shares owned by the shareholders of this company
are distributed in proportion to the authorised capitals of the
company "Lietuvos energija" which continues its activity after
the reorganisation and companies established by reorganisation,
as well as that the shares of specified in this paragraph the
companies established on the basis of property of affiliated
units and divisions of the special purpose company "Lietuvos
energija", which are engaged in activity other than the
principal activity, must be transferred to the shareholders of
the companies established upon reorganisation in proportion to
the number of shares of the company owned by them, should not,
in itself, be considered a violation of property rights of the
shareholders, as in the aforementioned cases all shareholders
were treated equally, their shares have not been forfeited, the
administration and use of the shares or disposal thereof has
not been restricted, and the shareholders did not lose the
rights, including the property ones, originating from the
possession of shares.
It should be stressed that a possibility to apply the rule
of proportionate distribution of shares was provided for in
Paragraph 2 of Article 64 (wording of 13 July 2000) of the Law
on Companies which was effective at the moment of coming into
effect of the Law, as well.
7. Having taken account of the aforementioned arguments,
one should conclude that the following provisions are not in
conflict with Article 23 of the Constitution:
1) the provision of Paragraph 1 of Article 2 of the Law
that the special purpose company "Lietuvos energija" is
reorganised according to the method of division of companies;
2) the provision of Paragraph 2 of Article 3 of the Law
that the shares of specified in this paragraph companies
established on the basis of property of affiliated units and
divisions of the special purpose company "Lietuvos energija",
which are engaged in activity other than the principal
activity, must be transferred to the shareholders of companies
established upon reorganisation in proportion to the number of
shares of the company owned by them;
3) the provision of Paragraph 4 of Article 3 of the Law
that upon reorganisation of the special purpose company
"Lietuvos energija" the shares of the shareholders of this
company are distributed in proportion to the authorised
capitals of the company "Lietuvos energija" which continues its
activity after reorganisation and the companies established
under the reorganisation.
Conforming to Articles 102 and 105 of the Constitution of
the Republic of Lithuania and Articles 1, 53, 54, 55, and 56 of
the Law on the Constitutional Court of the Republic of
Lithuania, the Constitutional Court of the Republic of
Lithuania has passed the following
ruling:
1. To recognise that the provision of Paragraph 1 of
Article 2 of the Republic of Lithuania Law on Reorganisation of
the Special Purpose Company "Lietuvos energija" (wording of 28
June 2001) that the special purpose company "Lietuvos energija"
is reorganised according to the method of division of companies
is not conflict with the Constitution of the Republic of
Lithuania.
2. To recognise that that the provision of Paragraph 2 of
Article 3 of the Republic of Lithuania Law on Reorganisation of
the Special Purpose Company "Lietuvos energija" (wording of 28
June 2001) that the shares of specified in this paragraph
companies established on the basis of property of affiliated
units and divisions of the special purpose company "Lietuvos
energija", which are engaged in activity other than the
principal activity, must be transferred to the shareholders of
companies established upon reorganisation in proportion to the
number of shares of the company owned by them is not in
conflict with the Constitution of the Republic of Lithuania.
3. To recognise that that the provision of Paragraph 4 of
Article 3 of the Republic of Lithuania Law on Reorganisation of
the Special Purpose Company "Lietuvos energija" (wording of 28
June 2001) that upon reorganisation of the special purpose
company "Lietuvos energija" the shares of the shareholders of
this company are distributed in proportion to the authorised
capitals of the company "Lietuvos energija" which continues its
activity after reorganisation and the companies established
under the reorganisation is not in conflict with the
Constitution of the Republic of Lithuania.
This ruling of the Constitutional Court is final and not
subject to appeal.
The ruling is promulgated in the name of the Republic of
Lithuania.
Justices of the Constitutional Court: Armanas Abramavičius
Egidijus Jarašiūnas
Egidijus Kūris
Kęstutis Lapinskas
Zenonas Namavičius
Augustinas Normantas
Jonas Prapiestis
Vytautas Sinkevičius
Stasys Stačiokas