Last update: 24.03.2023 04:39 (GMT+2)
AS Kalev Stock Exchange Release 27.12.2005
AS Kalev wins court case over notary
On 22 December 2005, AS Kalev received the Tallinn Circuit Court judgement
of 28 November 2005, satisfying AS Kalev’s claim and obliging Tallinn notary
Aivar Mesikäpp to certify the minutes of the ordinary general meeting of
the shareholders of AS Kalev, held on 14 December 2003. The court also
ordered the notary to cover the legal expenses in the amount of 16,667 kroons.
On 23 December 2003, Tallinn notary Aivar Mesikäpp issued an instrument on
the refusal to conduct a notarial transaction, refusing to certify the minutes
of the ordinary general meeting of the shareholders of AS Kalev, held on
14 December 2003. The notary justified his refusal to certify the minutes with
the assertion that concurrent validity of two different voting results recorded
in the minutes would be illicit and would violate good practice. In addition to
the minutes prepared by the elected chairman and secretary of the general
meeting, the shareholder AS Milestone also submitted to the notary minutes
prepared by AS Milestone’s representatives in the company’s own initiative.
The notary also claimed it was impossible to verify the validity of the results
of the electronic votes recorded at the meeting by the Estonian Central
Register of Securities.
AS Kalev found that the refusal to certify the minutes due to reasons provided
by the notary was unjustified, and went to court in order to protect its
The ruling of the Tallinn Circuit Court states that Tallinn notary Aivar
Mesikäpp misinterpreted the respective stipulations of the Notarisation Act
upon refusing to certify the minutes of the general meeting, and that there
is no actual legal basis for refusing to certify the minutes.
The misinterpretation and the dispute with AS Kalev, which ordered the
certification, have led to an unprecedented situation – the notary Aivar
Mesikäpp has unlawfully delayed certification for over two years.
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