ANNUAL REPORT AND
FINANCIAL STATEMENTS
FOR FINANCIAL YEAR ENDED ON 31 DECEMBER 2025
1 OVERVIEW OF ACTIVITIES
1.1 Executive summary
1.2 Description of activities and business model
1.3 Basic information about the Company and its associates
1.4 2025 recap: milestones and events
1.5 Significant events after the end of the financial year
2 STRATEGY AND ITS IMPLEMENTATION
2.1 The strategic directions, mission, vision, and goals of the
Company
2.2 Strategic directions and goals
2.3 Strategic goals and their achievement indicators
2.4 Sustainability
2.5 VIK’s Defence Bond Framework
2.6 Business plans and forecasts of the Company
3 ANALYSIS OF FINANCIAL AND PERFORMANCE
RESULTS
4 RISK FACTORS AND RISK MANAGEMENT POLICY
5 INVESTMENT PROJECTS
6 MANAGEMENT STRUCTURE, MANAGEMENT AND
SUPERVISION BODIES OF THE COMPANY
7 INFORMATION ABOUT REMUNERATION
8 OTHER INFORMATION
TABLE OF CONTENTS
4
4
6
10
12
13
14
14
15
16
16
18
19
20
23
27
29
34
36
9 Information on compliance with the NASDAQ Vilnius
Corporate Governance Code for Listed Companies
10 Information on compliance with the Guidelines for
Ensuring Transparency of the Activities
FINANCIAL STATEMENTS
STATEMENT OF FINANCIAL POSITION
STATEMENT OF COMPREHENSIVE INCOME
STATEMENT OF CHANGES IN EQUITY
CASH FLOW STATEMENT
NOTES TO THE FINANCIAL STATEMENTS
APPROVAL BY RESPONSIBLE PERNS
INDEPENDENT AUDITOR‘S REPORT
38
56
60
61
62
63
64
65
81
82
ANNUAL REPORT
Valstybės investicinis kapitalas UAB Annual report 2025
4
1. OVERVIEW OF ACTIVITIES
1.1 Executive summary
Dear readers,
We are a state investment company investing into the Lithuanian economic
development and strategic fields through management companies, funds,
or other financial instruments. Our purpose is to promote capital and finan-
cial markets in attracting institutional investors’ funds and investing them in
a sustainable manner.
Looking back to 2025, we can confidently state that Valstybės investicinis
kapitalas UAB (hereinafter referred to as VIK or the Company) has estab-
lished itself as a mature state-owned company that meets the highest
standards. This period was special for us not only because of the financial
results achieved. The Company became the first in Europe to issue bonds
under the new Nasdaq Defense, Resilience, and Infrastructure Bond Criteria
model (hereinafter referred to as the NDRI model). The funds raised were
invested in the project of Rheinmetall Defence Lietuva UAB (hereinafter re-
ferred to as the RDL), demonstrating that capital markets are an effective
tool for funding strategically important defence and security projects.
The Company’s financial stability remained a priority in 2025, and the results
achieved exceeded the initial forecast. Building on the successful ground-
work of previous years, we continued the consistent growth of our portfolio
in 2025. It is important to note our responsible approach to the distribution
of earned profits, which directly reflects our long-term growth strategy. In
accordance with a decision by the Government of the Republic of Lithua-
nia, the maximum portion of profits was retained within the Company as
retained earnings, intended to form reserves and to further strengthen in-
vestment activities. Such decisions allow us to maintain an exceptionally
strong capital base, which at the end of 2025 laid the groundwork for the
Company’s sustainable strategic steps.
We invest through our associate EPSO-G Invest UAB to ensure the develop-
ment of defence and security projects as well as economic recovery.
The past year marked a turning point in the development of the defence in-
Valstybės investicinis kapitalas UAB Annual report 2025
5
dustry. On 4 November 2025, construction works of a plant for the produc-
tion of 155mm artillery ammunition officially began in Baisogala. This project
is being implemented by Rheinmetall Defence Lietuva UAB, in which the
Company holds a stake through EPSO-G Invest UAB. In 2025, we contribut-
ed to the project by investing EUR 36 million in the equity capital of Rhein-
metall Defence Lietuva UAB. VIK plans to invest up to EUR 71 million in this
project, and construction of the plant is expected to be completed in 2026.
In addition, the Company’s associate EPSO-G Invest UAB signed a memo-
randum of cooperation in the defence industry with the defence industry
concerns Rheinmetall Landsysteme and KNDS Deutschland in December
2025. Under the MoC, the shareholders of Lithuania Defense Services UAB,
which operates in Lithuania, together with the German-owned companies
Rheinmetall Landsysteme and KNDS Deutschland, will invest EUR 50 million
in the construction of a new military equipment maintenance centre, where
the state-of-the-art Leopard 2A8 tanks will be assembled. We plan for EP-
SO-G Invest UAB to contribute to the investment by acquiring 25% of the
shares of the Company.
The Company was founded to help Lithuanian business to overcome pan-
demic caused challenges and over a period of 2 years made a total invest-
ment of EUR 200 million in Limited Partnership Pagalbos verslui fondas
(hereinafter referred to as PVF or the Fund). This amount of the invest-
ment was determined by the real demand of Lithuanian businesses, and
VIK raised part of the funds for the investment by issuing EUR 100 million in
bonds.
At present, VIK is not investing in the Fund, as the Fund has completed its
active investment phase and is successfully executing its exit strategy by
repaying the investments to VIK. In total, we have recovered EUR 120 mil-
lion, of which EUR 86 million in investments were returned to the Company
in 2025.
Our operations on the Nasdaq Vilnius Stock Exchange in 2025 enabled the
Company to reach a new level of excellence. The EUR 54.5 million guarantee
provided by the Government of the Republic of Lithuania and the approved
borrowing limit allowed us to respond flexibly to the changing interest rate
environment and offer investors a safe alternative against a complex geopo-
litical backdrop. On 24 September 2025, the Company successfully placed
a EUR 25 million 4-year bond issue, and on 9 October, Nasdaq confirmed
that the Company had become the first in Europe to issue bonds under the
new NDRI model.
A key milestone in 2025 was the redemption of the Company’s EUR 75 mil-
lion in bonds, once again confirming market participants’ confidence in the
attractiveness of the Company’s state-guaranteed instruments. VIK duly
fulfilled its obligations to investors: on 10 March 2025, a redemption of a
EUR 25 million bond issue was successfully completed, followed by another
redemption of a EUR 50 million bond issue on 22 September 2025. By suc-
cessfully implementing the EUR 400 million bond programme, we not only
ensured the Company’s necessary liquidity but also reaffirmed our reputa-
tion as a reliable issuer.
The year 2025 confirmed that we are ready for challenges. Our vision re-
mains clear – to be the state’s primary investment partner, investing in the
national defence industry and ensuring capital investments for the imple-
mentation of strategically important projects, while balancing financial sta-
bility with responsible capital management and leadership in the capital
markets.
Sincerely yours,
Vaidas Daktariūnas,
CEO of Valstybės investicinis kapitalas UAB
Valstybės investicinis kapitalas UAB Annual report 2025
6
1.2 Description of activities and business model
Valstybės investicinis kapitalas UAB is a specialised state investment com-
pany with a goal to promote economic growth in Lithuania and finance stra-
tegic sectors of the country.
Founded on 26 August 2020, VIK uses various financial instruments, invest-
ing both directly and through specialised funds such as Limited Partnership
Pagalbos verslui fondas, which supported Lithuanian businesses during the
COVID-19 pandemic. Given the changed geopolitical environment, invest-
ment priority has recently been given to the defence and security sector.
Shareholder’s expectations
The Minister of Finance of the Republic of Lithuania passed Order No. 1K-
371 on 21 November 2024 updating the objectives pursued by the state and
its expectations for Valstybės investicinis kapitalas UAB.
Based on the Letter of Expectations of the Shareholder, the Company pur-
sues the following objectives in its activities:
To analyse investment opportunities, contribute to the strengthen-
ing of Lithuania’s defence and security industry, and, if necessary, become
a financing entity for the defence sector;
To prepare to issue state-guaranteed bonds on the market, as
needed, to be invested in strengthening the Lithuanian defence and securi-
ty industry;
To analyse investment opportunities and contribute to the imple-
mentation of the goals and objectives outlined in the National Energy Inde-
pendence Strategy, the National Energy and Climate Action Plan, and other
national strategic documents;
To maintain the Company’s bond programme at the A rating by the
credit rating agency Fitch Ratings;
To ensure that the Company’s capital structure complies with the
requirements and best practices for issuers on the Nasdaq Stock Exchange;
To ensure that the Company is properly structured, to attract the
necessary competencies and to develop and establish policies and proce-
dures appropriate to the needs of the development of the Company;
To assess the opportunities to co-finance development cooperation
activities in foreign countries with institutional investors, with a particular
focus on the reconstruction of Ukraine;
To assess the opportunities and needs for issuing debt securities
without a state guarantee in the long-term perspective;
To develop cooperation and relationships with foreign investors who
could participate in the purchase of the Company’s debt securities and/or in
the private placement of its bonds, as appropriate.
The activities of the Company will continue focusing on the long-term
strengthening and modernisation of the Lithuanian economy.
The key goals of the Company remain the same, such as:
successful completion of participation in Limited Partnership Pa-
galbos verslui fondas, which helped the economy recover from the COVID-19
pandemic consequences;
redemption of the state-guaranteed bonds issued for this purpose;
further contribution to the Lithuanian capital market development,
private capital attraction to important projects and investment into strategi-
cally significant fields for the national economy.
The VIK business model is based on earmarked investments pursuing not
only financial return but also contributing to achievement of national stra-
tegic goals established in the important state documents, such as the Na-
tional Energy Independence Strategy and the National Energy and Climate
Action Plan.
When building the investment portfolio and choosing activity directions, the
Valstybės investicinis kapitalas UAB Annual report 2025
7
Company focuses on and prioritises investments that strengthen national
defence and security.
The Company’s investment in Limited Partnership Pagalbos verslui fondas
VIK is the sole limited partner of the Fund, which was established in 2020.
Limited Partnership Pagalbos verslui fondas (legal entity code 305640822)
was registered on 13 October 2020, based on the operating agreement
concluded between the Fund’s general partner, Private Limited Liability
Company Valstybės investicijų valdymo agentūra (hereinafter referred to as
VIVA or the Fund Manager), and the limited partner, Private Limited Liability
Company Valstybės investicinis kapitalas, and in accordance with Order No.
4-837/1K-319 of the Minister of the Economy and Innovation of the Republic
of Lithuania and the Minister of Finance of the Republic of Lithuania of 30
September 2020 “On the approval of the description of activities of the ‘Aid
Fund for Business’ measure” (hereinafter referred to as the Description of
Activities).
The Fund’s initial investment capital of EUR 100 million was raised by the
state through a financial injection via Valstybės investicinis kapitalas UAB;
subsequently, funds were raised through state-guaranteed bonds. By the
end of 2022, the limited partner VIK had invested EUR 200 million. In total,
VIK raised an additional EUR 100 million by issuing 3- to 5-year state-guar-
anteed bonds. The international credit rating agency Fitch Ratings has given
an A rating to the entire EUR 400 million bond programme.
By mid-2022, PVF had invested EUR 200 million in bonds issued by large
and medium-sized enterprises and loans, and by the end of 2025, it had
already repaid 75% of the invested funds raised through capital markets,
following VIK’s successful redemption of EUR 75 million in bond issues in
2025. In total, PVF has already returned EUR 120.5 million, or 60%, of the
invested funds to the limited partner VIK. By mid-2028, all investments are
expected to be returned along with the projected hurdle rate ranging from
1.83% to 5.91% depending on the contribution, in accordance with the PVF
Description of Activities.
The purpose of the Fund is to invest in higher- and high-risk companies
that lack suitable alternatives in the market. The Fund’s investments aim to
generate significant indirect benefits for the broader economy. The state
allocated its investment in the Fund to cover the first portion of the risk,
thereby encouraging commercial investors to participate in the Fund. The
Fund is managed with a higher-than-average tolerance for financial risk,
aiming to maintain a sustainable balance between potential credit losses
and the effective provision of support to companies facing difficulties. The
Fund’s general partner (manager) aims to ensure that credit losses during
the Fund’s operational period do not exceed 10–20%.
By the end of the investment period on 30 June 2022, the Fund’s manager
had invested the Fund’s resources in companies with more than 50 employ-
ees, i.e. in large and medium-sized enterprises whose cessation of oper-
ations could have social and economic consequences resulting in market
failure, the exit of an innovative company, the exit of a systemically import-
ant company (a company playing a significant systemic role in the region
or sector), or the risk of disruption in the provision of essential services, in
order to diversify the portfolio of funded beneficiaries and preserve sectors
of the national economy that are prepared for the economic recovery period
following the end of the COVID-19 pandemic.
Valstybės investicinis kapitalas UAB Annual report 2025
8
Fig. 1. PVF structure
Company’s investment into a strategic defence industry project
Considering the changed geopolitical situation, the focus has been recently
shifted to the areas of defence and security.
In November 2024, the Company received an invitation to consider its
potential participation in the implementation of the investment of Germa-
ny-registered defence industry company Rheinmetall AG (hereinafter re-
ferred to as RhM) into an ammunition plant to be constructed in Lithuania
(hereinafter referred to as the Project).
The Government of the Republic of Lithuania adopted Resolution No. 573
on 10 July 2024 recognising the large-scale project Lithuanian Centre of
Excellence for Ammunition as securing urgent needs of the national defence
and security. It should be noted that the Project investor is German capi-
tal company Rheinmetall AG, while state-owned enterprises EPSO-G UAB
and Giraitės ginkluotės gamykla AB, together with VIK, are invited to the
Project. VIK must contribute to the Project with its investments and adhere
to all the conditions and principles of the Project implementation. It is also
envisaged that, upon finalisation of the Project, Giraitės ginkluotės gamykla
AB will redeem the investments of Valstybės investicinis kapitalas UAB and
further ensure the implementation of the obligations stipulated in the Proj-
ect agreements. Based on the analysis of investment opportunities and the
approval of the general meeting of shareholders, the Company’s Board de-
cided to invest into the Project indirectly, via EPSO-G Invest UAB company
founded specifically for this purpose.
On 13 December 2024, Valstybės investicinis kapitalas UAB made a strate-
gic decision to invest up to EUR 71.05 million in Rheinmetall Defence Lietu-
va UAB, a new artillery ammunition plant that will produce 155mm artillery
shells for the armed forces of both Lithuania and NATO countries. A share-
holders’ agreement was signed between EPSO-G UAB and VIK regarding
the primary business objective of EPSO-G Invest UAB to invest in Rhein-
metall Defence Lietuva UAB, develop its business, pass decisions regarding
investment, and manage and dispose of RDL shares.
On 20 December 2024, Rheinmetall Waffe Munition GmbH, EPSO-G Invest
UAB, and Giraitės ginkluotės gamykla AB signed a shareholders’ cooper-
ation agreement regarding the development of RDL’s operations and the
organisation of artillery ammunition production, as well as the acquisition
and management of its shares. The agreement stipulates that 51% of RDL’s
shares are held by Rheinmetall Waffe Munition, 48% by EPSO-G Invest UAB,
and 1% by Giraitės ginkluotės gamykla AB.
It should be noted that all investments are made into the capital of a newly
founded company to enable capitalisation of the new company to attract
borrowed money for potential development and additional investments in
the future.
Pagalbos verslui fondas (PVF) structure
Ministry of Finance
of the Republic of Lithuania
VIK
(main limited partner)
100%
PAGALBOS VERSLUI FONDAS KŪB
ILTE
VIVA
(general partner – manager)
100%
Investment stage I:
EUR 100 million
Investment stage II:
EUR 100 million
TOTAL: EUR 200 million
MANAGEMENT
INVESTMENT
Valstybės investicinis kapitalas UAB Annual report 2025
9
DEFENCE INDUSTRY PROJECT FINANCING STRUCTURE
Fig. 2. Defence industry investment structure
RHEINMETALL DEFENCE LIETUVA UAB
Rheinmetall Waffe
Munition GmbH
EPSO-G Invest
Giraitės ginkluotės
gamykla AB
1%48%51%
EPSO-G UAB
Valstybės investicinis
kapitalas UAB
Equity
51%
51% (EUR 71 million)
By 31 December 2025, VIK acquired 49% of the newly-issued shares of
EPSO-G Invest UAB (3 628 744 shares), the issue value of which is EUR 36
287 440.
The total maximum VIK investment in the Rheinmetall Defence Lietuva UAB
Project is planned to be up to EUR 71 050 000. The projected return ranges
from 1.4% to 34.5%, depending on raw materials, orders, and costs.
Considering the geopolitical situation, investment into defence and security
strengthening is among the central interests of the state of the Republic
of Lithuania, therefore successful implementation of the RDL Project is an
integral part of the strategy of the Government of the Republic of Lithuania.
The purpose of the Rheinmetall Defence Lietuva UAB Project is to enhance
defence capacities of the Republic of Lithuania and to contribute to regional
security by manufacturing 155mm artillery ammunition. The location of the
plant construction is Baisogala, Radviliškis District. The total value of the
Project is up to EUR 300 million.
Investment financing
By a decision of the Board of 5 August 2025, VIK renewed its medium-term
bond programme worth EUR 400 million, which had been given an A rating
by the credit rating agency Fitch Ratings. It should be noted that following
the renewal of the securities programme, Fitch Ratings assessed the Com-
pany’s planned investments in the defence sector and assigned an A credit
rating to the renewed programme. To date, all securities issues distributed
through the Nasdaq Vilnius Stock Exchange have been targeted to profes-
sional investors and have featured a high level of security, as they were
guaranteed by the state. The renewed securities programme is aimed at
investments in Lithuania’s defence and security industry, and the non-eq-
uity securities (bonds) issued by VIK will be guaranteed by the Republic of
Lithuania. In 2025, a EUR 25 million issue of defence bonds was distributed
under the new Nasdaq Defense, Resilience, and Infrastructure Bond Criteria
(NDRI) model, which is planned to continue in 2026 up to EUR 54.5 million.
Securities under the bond programme when needed are issued in tranches
as needed. It should be noted that the bonds distributed by VIK do not cer-
tify any rights to objects or commodities that are immovable by nature, or
any rights or duties to acquire or transfer such securities.
Valstybės investicinis kapitalas UAB issued bonds in total for EUR 125 million
during the period of its operation, and EUR 75 million have been redeemed.
All bonds distributed by the Company are included into the debt securities
list of Nasdaq Vilnius, and the state guarantee was issued to secure obliga-
tions of the bonds as of 3 September 2021.
Bond distribution process of VIK is standard and complies with the practice
currently applied on the market. VIK contracts legal and financial service
providers for the services of distribution of the bond issue. Luminor Bank AS
Lithuanian Branch, being the organiser of the distribution of bonds, under-
took an obligation to act as an intermediary in the bond distribution process
from its beginning till the end, i.e. undertook an obligation to provide all ser-
vices related to the issue of bonds and its offering to third parties, including
preparation for the issue of bonds, organisation of the issue of bonds, bond
offering to investors, coordination of the issue of bonds in the process of
obtaining an external independent credit rating, etc.
Valstybės investicinis kapitalas UAB Annual report 2025
10
By mid-2028, the funds returned from PVF and the proceeds from the re-
demption of the remaining public bond issue will constitute an important
source of financing for the investment projects of state priority.
The main activities of VIK comprise the following:
1. Management of state-owned assets transferred to VIK;
2. Financing and/or participation in the activities of legal persons or
entities of any form, including the establishment of legal persons or entities
of any form, for the purpose of carrying out VIK’s activities;
3. Bond issuance;
4. Attracting private investment.
On the reporting day, the registered authorised capital of the Company was
EUR 101 200 000, consisting of 10 120 000 ordinary registered shares, each
with a nominal value of EUR 10.
According to the founders’ agreement of 7 August 2020, the shareholder
contributed EUR 100 200 000 to form the authorised capital. All shares of
the Company were ordinary registered book-entry shares, and their num-
ber was 10 020 000. On 30 December 2020, the amount of EUR 1 000 000
was received from the shareholder for increasing the authorised capital. On
17 March 2021, the increase of the authorised capital was registered, and
100 000 ordinary registered book-entry shares were additionally issued. All
shares were fully paid up.
The company has no branches or representative offices.
1.3 Basic information about the Company
and its associates
Attraction of private investments, issue of bonds,
investment into the Lithuanian economic devel
-
opment and strategic fields through management
companies, funds, or other financial instruments
Republic of Lithuania (code 111105555), the prop
-
erty and non-property rights whereof are exer-
cised by the Ministry of Finance of the Republic of
Lithuania (code 288601650)
Vaidas Daktariūnas
Jolanta Diaukštienė
Mindaugas Kekys
Edmundas Kiškis
(ISIN LT0000405664): 15 September 2021 – redeemed
(ISIN LT0000405664): 25 November 2021 – redeemed
(ISIN LT0000406258): 1 March 2022 – redeemed
(ISIN LT0000406613): 4 July 2022
(ISIN LT0000135436): 9 October 2025
Nasdaq Vilnius
ROSK Consulting UAB
Nature of principal
activity
Sole shareholder
Company’s
management:
Chief Executive Officer
Members of the Board:
Chair of the Board
(independent)
Member of the Board
(independent)
Member of the Board
Dates of inclusion
in the Debt Securities
Trading List
Market
Auditor
Valstybės investicinis kapitalas UAB
Private Limited Liability Company
Gedimino pr. 38, Vilnius
305611945
26 August 2020
Register of Legal Entities
EUR 101 200 000
info@vika.lt
www.vika.lt
Name
Legal form
Registered address
Legal entity code
Date of registration
Place of registration
Authorised capital
E-mail address
Website
Valstybės investicinis kapitalas UAB Annual report 2025
11
SUBSIDIARIES (ASSOCIATES)
Name EPSO-G Invest, UAB
Legal form Private Limited Liability Company
Registered address Laisvės pr. 10, LT-04215 Vilnius
Legal entity code 305611945
Date of registration 26 August 2020
Place of registration Register of Legal Entities
Nature of principal activity Project management, investment
Shareholders 49% Valstybės investicinis kapitalas UAB,
51% EPSO-G UAB
(legal entity code 302826889)
Authorised capital EUR 7 405 600
E-mail address info@epsoginvest.lt
Website www.epsoginvest.lt
Investment amount up to EUR 71 050 000
Name RHEINMETALL DEFENCE LIETUVA UAB
Legal form Private Limited Liability Company
Registered address Jonalaukis village 1, Jonalaukis village,
LT-55295 Jonava District
Legal entity code 304869451
Shareholders Rheinmetall Waffe Munition GmbH (51%),
EPSO-G Invest UAB (legal entity code
305611945) (48%),
Giraitės ginkluotės gamykla AB (1%)
Authorised capital EUR 152 620 000
PAGALBOS VERSLUI FONDAS KŪB
Limited Partnership. The Fund is a private en
-
tity with unlimited civil liability. The Fund ac-
quires civil rights, assumes obligations and ex-
ercises them through its general partner.
Lukiškių g. 2, Vilnius
305640822
13 October 2020
Support for and investment into large and
medium-sized enterprises facing challenges
caused by COVID-19
Valstybės investicijų valdymo agentūra UAB,
305612545 (100% subsidiary of ILTE UAB)
Valstybės investicinis kapitalas UAB, 99.9% of
voting rights
The Fund is not licensed or directly supervised
by the Bank of Lithuania and/or other authorities
in charge of financial market supervision
Limited partner’s representative
Vaidas Daktariūnas
Limited partner’s representative Jolanta
Limited partner’s representative
Mindaugas Kekys
ROSK Consulting UAB
13 October 2020 – 1 July 2022
Unlimited, until the last investment is realized
Large and medium-sized Lithuanian company
bonds (90%) and loans (10%) with maturities of
up to 6 years
EUR 200 000 000
Name
Legal form
Registered address
Legal entity code
Date of registration
Nature of principal activity
General partner of the Fund
Limited partner (sole)
Licensing
Advisory Committee:
Auditor
Investment period
Fund period of operation
Fund investments
Investment amount
Valstybės investicinis kapitalas UAB Annual report 2025
12
1.4 2025 recap: milestones and events
January
March
June
February
October
NovemberSeptember December
On 27 January 2025, the
Company’s Board appoint-
ed Vaidas Daktariūnas to
the position of the Chief
Executive Officer of Valsty-
bės investicinis kapitalas
UAB from 27 January 2025.
On 25 February 2025, the
Company made its sec-
ond payment of EUR 17 915
625 for the acquired shares
of EPSO-G Invest UAB un-
der the EPSO-G Invest UAB
shareholders’ agreement.
On 25 February 2025, the
Company received EUR 26
million from the Fund, as the
limited partner’s repayment
of the investment into the
Fund.
On 10 March 2025, the Compa-
ny completed the successful re-
demption of the issue of bonds
of EUR 25 million (ISIN code
LT0000406258) according to
the issue terms and conditions.
The bonds were issued on 8
March 2022 with a 0.65% annual
interest rate. All liabilities to in-
vestors were completed in time
and to full extent.
On 10 March 2025, the in-
terest of the securities issue
LT0000406258 was paid.
On 30 June 2025,
the interest of the
securities issue
LT0000406613
was paid.
On 31 July 2025, the
Company received
EUR 60 million from the
Fund, as the limited
partner’s repayment of
the investment into the
Fund.
On 5 August 2025, the Company’s
Board passed Resolution No. 28 ap-
proving a renewed medium-term
bond programme for the Company
with a value of EUR 400 million.
On 27 August 2025, the Government
granted a state guarantee to the
Company for debt securities with a
maturity of 10 years and a value of up
to EUR 54.5 million.
On 29 August 2025, the internation-
al credit rating agency Fitch Ratings
gave an A credit rating to the entire
renewed and approved EUR 400 mil-
lion bond distribution programme.
On 22 September 2025, the Company completed the re-
demption of the issue of bonds of EUR 50 million (ISIN code
LT0000405664) according to the issue terms and condi-
tions. The bonds were issued in two tranches: EUR 20 mil-
lion on 15 September 2021, with an annual interest rate of
0.045%, and EUR 30 million on 25 November 2021, with
an annual interest rate of 0.050%. All liabilities to investors
were completed in time and to full extent.
On 24 September 2025, the Company successfully placed
a 4-year bond issue worth EUR 25 million (ISIN code
LT0000135436) under its renewed EUR 400 million secu-
rities programme. Yield – 3.119%. Date of redemption of
bonds – 24 September 2029.
On 24 September 2025, the Company made its third pay-
ment of EUR 17 912 440 for the acquired shares of EPSO-G
Invest UAB under the EPSO-G Invest UAB shareholders’
agreement.
.
On 9 October 2025, Nasdaq con-
firmed that the Company had
become the first company in Eu-
rope to issue bonds (ISIN code
LT0000135436) under the new
Nasdaq Defense, Resilience, and
Infrastructure Bond Criteria (NDRI)
model.
On 4 November 2025, construc-
tion works of a plant for the pro-
duction of 155mm artillery ammu-
nition officially began in Baisogala.
This project is being implemented
by Rheinmetall Defence Lietuva, in
which the Company holds a stake
through EPSO-G Invest UAB.
The Company developed a Stra-
tegic Action Plan for 2026–2030.
In 2026, the Governance Coor-
dination Centre (GCC) evaluated
the Company’s Strategic Action
Plan for the first time. The Com-
pany’s Strategic Action Plan for
2026–2030 received the highest
rating (>9.00 points) (the Compa-
ny’s score was 9.42).
July
August
Valstybės investicinis kapitalas UAB Annual report 2025
13
1.5 Significant events after the end of the financial year
In January 2026 Fund has repaid limited partner investment of 12 000 000
EUR
On 11 February 2026, in accordance with Order No. 1K-43 of the Minister
of Finance of 10 February 2026 “On the preparation for the investment of
shares of Valstybės investicinis kapitalas UAB into the authorised capital
of ILTE UAB”, the Company’s shareholder passed a decision regarding the
intention to transfer the Company’s shares to ILTE UAB, with the State of
Lithuania retaining indirect control over Valstybės investicinis kapitalas UAB
through the parent company ILTE UAB. The decision must be approved by
the Government of the Republic of Lithuania.
Information on publicly disclosed data
In accordance with the procedure established by the laws of the Republic
of Lithuania, all material events and information related to the Company’s
activities are published on the Company’s website at www.vika.lt and on
NASDAQ Vilnius AB Stock Exchange (https://nasdaqbaltic.com/lt).
Valstybės investicinis kapitalas UAB Annual report 2025
14
2. STRATEGY AND ITS IMPLEMENTATION
2.1 The strategic directions, mission, vision, and goals of the Company
Mission
Pooling financial and intellectual resources for a resilient and innovative
Lithuanian defence industry and other strategically important areas.
By pooling financial and intellectual resources, we initiate and support proj-
ects in the defence and security sector, ensuring the sustainable growth of
Lithuanian industry, innovation, and comprehensive resilience.
Purpose (goal)
The purpose of VIK is to be a long-term developer of the Lithuanian defence
and security industry ecosystem. By pooling public and private resources,
VIK contributes to the implementation of the country’s strategic goals, from
strengthening the defence and security industry to financing independent
and sustainable energy projects. In accordance with the state’s priorities
and needs, VIK would also invest in other projects in order to achieve the
greatest benefit for the state. In this way, VIK not only seeks financially vi-
able investments, but also creates added value for society by ensuring that
strategic areas receive the necessary investments, modern technologies,
and integrated solutions necessary for the growth and security of the entire
country.
The goal is to create a financing ecosystem for the defence and security
industry in Lithuania.
Vision
To become the main organisation that develops and finances the national
defence and security industry, ensuring capital investments for the imple-
mentation of strategically important projects.
Values
PARTNERSHIP
For us, partnership means the ability to work together – transcending in-
stitutional boundaries, combining different areas of expertise, and joining
forces to achieve a common goal. Our culture of cooperation is based on
respect, trust, open dialogue, and a focus on common results that create
value for the state.
TRANSPARENCY
Transparency is an essential condition for trust, so that society, the state,
and our partners can see the clear basis for our activities, the decisions we
make, and their consequences. We operate openly, clearly, and reasonably
– both in decision-making and in public communication. Our processes, fi-
nancial reports, and results are easy to understand, traceable, and comply
with the highest principles of accountability.
INNOVATION
For us, innovation means the ability to constantly seek advanced, effective,
and socially beneficial solutions. We create value not only by implementing
new technologies, but also by improving processes, operating models, and
tools that allow us to respond to the changing needs of the state and soci-
ety. Innovation in our organization stems from curiosity, responsibility, and a
clear goal to contribute to the long-term progress of the country.
Valstybės investicinis kapitalas UAB Annual report 2025
15
2.2 Strategic directions and goals
1. Ensuring the attraction of investment for the development of the
defence and security industry in Lithuania
By strengthening its role as a central investment
manager, VIK can pool public and private funds and
apply a unified strategy when investing in the de-
velopment of the defence and security industry.
These activities must be aligned with national se-
curity guidelines to ensure that investments are di-
rected where there is a critical shortage of resourc-
es. Such consolidation of investments increases the
Company’s influence in the market and provides the
opportunity to exert greater influence on both proj-
ect content and funding terms. This means that by
comprehensively consolidating investment needs in
defence or other state-priority areas, VIK could se-
cure more favourable contract terms, a more effec-
tive cost and risk-sharing structure, and a stronger
position when selecting project contractors or other
partners. This direction contributes to more trans-
parent and centralised management of state invest-
ments, ensuring that the national strategic priorities
in the areas of defence and security are supported
by sustainable financing mechanisms.
2. Effective financing of national strategic projects
This strategic direction aims to ensure that invest-
ment projects are implemented on time, to the
planned scope, within the planned budget, and
deliver the intended economic benefits. Effective-
ness here means the optimal use of resources and
a financial or strategic outcome that justifies the in-
vestment. Under this strategic direction, VIK could
join the international defence industry financing net-
work, for example, by participating in programmes
such as Security Action for Europe (EU SAFE) or the
European Defence Fund (EDF), and by contributing
to the financing of PESCO projects.
3. Long-term benefits of VIK’s activities for the shareholder
This strategic direction focuses on VIK’s activities
aimed at creating long-term value for the share-
holder by ensuring stable and predictable financial
results. Consistent investments in operational effi-
ciency and infrastructure development increase the
value of the Company’s assets and its competitive-
ness. A balanced portfolio of operations allows for
risk management and maintains revenue stability in
the long term. Effective cost management and the
implementation of innovative solutions create the
conditions for profitability growth. Transparent and
responsible management enhances the sharehold-
er’s confidence in the Company’s activities. A clear
strategic direction and long-term planning ensure
sustainable VIK value growth for the shareholder.
Valstybės investicinis kapitalas UAB Annual report 2025
16
2.3 Strategic goals and their achievement indicators
VIK formulates and classifies its strategic goals into two categories: break-
through (ensuring a significant leap forward in the market or organisational
processes) and incremental improvement (guaranteeing a stable, gradual im-
provement in performance). Information is provided on which strategic objec-
tives and actions are expected to help effectively achieve these goals.
The shareholder’s letter of expectations lists 9 goals, and VIK’s breakthrough
and incremental improvement goals are related to the following:
To analyse investment opportunities, contribute to the strengthening of
Lithuania’s defence and security industry, and, if necessary, become a financ-
ing entity for the defence sector;
To prepare to issue state-guaranteed bonds on the market, as needed,
to be invested in strengthening the Lithuanian defence and security industry,
since it is a priority area;
To ensure that the Company is properly structured, to attract the nec-
essary competencies and to develop and establish policies and procedures
appropriate to the needs of the development of the Company.
Based on the defined strategic directions, the breakthrough goals presented
relate to targeted investments in the defence and security industry, the attrac-
tion of private3 capital, and the development of defence and security technol-
ogies or products.
Weighting has been assigned to the breakthrough and incremental improve-
ment goals, reflecting their importance in the context of implementing the VIK
strategy. The goals “Attracting private capital to defence sector projects”, “In-
vesting in the development of defence and security technologies or products”,
and “Optimal VIK investment capital structure” each account for 20%, while
“Bond issuance in line with best market conditions”, “Ensuring a positive inter-
nal rate of return on investments”, “Effective and sustainable governance”, and
“Positive return to the shareholder of VIK” each account for 10% of the weight-
ing. Thus, priority goals are identified, and their achievement is of strategic
importance for VIK.
Strategic goal achievement indicators, which VIK intends to achieve through its
operations, are set out in Table 1 below.
.
2.4 Sustainability
Sustainability is an important aspect of VIK’s activities, particularly given
the shareholder’s expectations to contribute to the implementation of the
National Energy Independence Strategy. However, considering VIK’s main
strategic directions and the specific nature of its operations, prioritising
sustainability is not currently a primary objective. VIK’s primary focus is on
financing the defence and security industry and attracting investment in
these areas which are critical to national security and economic resilience.
Consequently, sustainability initiatives are implemented in VIK’s activities
to the extent that they align with its key strategic goals, but they are not
an independent priority. This approach allows for the most efficient use of
available resources and ensures that state investment capital is directed
toward areas generating the highest strategic returns, while remaining open
to sustainability solutions when they contribute to the achievement of VIK’s
key goals.
Sustainability principles in VIK’s activities are understood as the responsible
use of state capital, ensuring that investments create long-term value and
strengthen the country’s resilience. The primary focus is on financing the
national security and defence industry, while seeking to ensure that the de-
cision-making process adheres to the standards of transparency, efficient
use of resources, and good governance. Sustainability aspects are integrat-
ed where they naturally complement the strategic goals, for example, by
contributing to innovation, technological progress, or the strengthening of
economic independence. In this way, VIK seeks to ensure not only a finan-
cial return and the implementation of security priorities, but also a broader
contribution to responsible national development.
The Company is guided by the principles of coherence and sustainability in
its daily operations. Since the activities carried out by Company are specific,
the Company has not acquired any property, does not rent or use its office,
vehicles, or other equipment on any other grounds, and has no other direct
expenses that would affect the environment; therefore, conducting an anal-
ysis of the main environmental, social and economic impact is inexpedient.
In addition, when conducting public procurement through CPO LT, the Com-
pany promotes and strives to comply with green procurement criteria.
Valstybės investicinis kapitalas UAB Annual report 2025
17
2026 2027 2028 2029 2030
Strategic directions
Goal
importance
Goal type
Strategic goals/objectives/actions
Strategic goal
achievement indicators
Unit
Comment
20%
10%
20%
10%
10%
10%
Incremental
improvement
Incremental
improvement
Breakthrough
Incremental
improvement
Incremental
improvement
Incremental
improvement
U1. Issuing bonds in capital markets
V1.1. Preparing/updating the EMTN programme
(as needed)
V1.2. Attracting sufficient external funding to meet
projected strategic investment needs
U2. Developing long-term partnerships with industry
and financial investors, building trust
V2.1. Developing and approving a general investment
policy. Applying a due diligence process to new
investments.
V2.2. Developing an optimal financing structure for
strategic projects by leveraging the efficiency of
undertakings for collective investment (UCIs)
1.2. Optimal VIK investment capital structure
2.1. Bond issuance in line with best
market conditions
2.2. Investing in the development of defence and
security technologies or products
U6. Channelling capital into priority areas in line with
national and EU priorities
V6.1. Encouraging joint investment with
industry to share risks
2.3. Ensuring a positive internal rate of return on
investments
3.1. Effective and sustainable governance
3.2. Positive return to the shareholder of VIK
Ratio of private funds raised
per euro of VIK investment,
multiplier
Annual value of bond issues
Preparation of the bond
programme and/or prospectus
Loans from international and
credit institutions, the state
budget
Number of investment
partners
Development of VIK’s
investment policy
Development of a financing
structure
(UCIs or direct investments)
Debt-to-equity ratio
Maintaining Fitch rating of VIK’s
medium-term bond programme
Change in the value of
investments managed by VIK
in defence and other projects
(excluding investments managed
on a fiduciary basis)
Number of new investment
projects per year
Ratio of partners’ investment
volumes in projects
Average rate of return on
approved investment projects
GCC governance index
Return on equity (ROE), %
Ratio
EUR million
pcs
EUR million
pcs
pcs
pcs
Ratio
Rating
EUR million
pcs
%
%
Index
%
Ratio of the total amount of
financing transactions concluded by VIK
during the reporting year to the amount of
financing supplemented by private funds
The total amount of bond issues by VIK
during the reporting year
Depends on financed projects
Amount of additional external funding
of VIK during the reporting year
Number of contracts signed with
investment partners by the end
of the year
Investment policy developed; subject to
further review as needed, depending on
the direction of project investments
Number of new funds/companies
receiving investment
D/E = Debt/Equity
Rating assigned by Fitch Ratings to VIK
bond issues during the reporting year
Annual change in the value of invest
-
ments managed by VIK in defence and
other projects
Number of new investment projects
per year
Ratio of partners’ investment amounts
to project value
Average discount rate for investment
projects managed by VIK, at which the
project’s net present value (NPV) is 0
The value of SOE Good Governance
Index assigned by the GCC during
the reporting year
Ratio of net profit to average equity for
the reporting year, %
-
46
-
-
2
-
-
1
A
45
1
≥20%
2%
≥B
≥0%
-
75
1
-
3
1
1
1
A
80
1
≥25%
6%
≥A-
≥0%
1:2
50
1
27
4
1
1
3
A
75
1
≥30%
7%
≥A
≥0%
1. Ensuring the attraction of investment
for the development of the defence
industry in Lithuania
20%
Break
-
through
1.1. Attracting private capital to defence
sector projects
2. Valstybės strateginių
projektų efektyvus
finansavimas
3. VIK veiklos ilgalaikė
nauda akcininkui
1:1
50
1
-
3
1
1
1
A
75
1
≥25%
6%
≥A
≥0%
1:1.5
75
1
10
4
1
1
2
A
75
1
≥30%
7%
≥A
≥0%
Strategic directions and strategic goals, their indicators
Table 1.
Valstybės investicinis kapitalas UAB Annual report 2025
18
2.5 VIK’s Defence Bond Framework
The Company became the first entity in the Nordic and
Baltic capital markets whose bonds were included in the
new Nasdaq European defence bond framework. The
Nasdaq stock exchange has developed guidelines for
financing defence projects and established criteria for
defence, resilience, and infrastructure bonds (Nasdaq
Defense, Resilience, and Infrastructure Bond Criteria –
NDRI). Valstybės investicinis kapitalas UAB, as the issuer
of the securities, was evaluated and met all the require-
ments set by the defence bond framework.
The bonds issued by Valstybės investicinis kapitalas UAB have been in-
cluded in the Baltic bond list of the Nasdaq Vilnius exchange under the de-
fence bond model. This step aims to increase transparency and ensure clear
criteria for financing defence projects. The listed debt securities will carry
a label dedicated to the defence industry market. The new defence bond
framework will enable more efficient disclosure of mandatory information
and provide investors with greater opportunities to assess risks and make
responsible investment decisions.
Under the defence bond model, Valstybės investicinis kapitalas UAB suc-
cessfully issued its first public bond offering worth EUR 25 million, which is
part of a EUR 400 million medium-term bond programme guaranteed by the
Republic of Lithuania. The Company has committed to investing up to EUR
71 million in the construction of the Rheinmetall plant in Lithuania, while the
remaining funds will be invested in other defence and security initiatives.
The table below presents information on the Company’s first issuance of
debt securities dedicated to the defence industry:
LT0000135436 25 million 09/10/2025 3,119% 24/09/2029
ISIN code
Issue
size
Listing
date
Coupon rate
Maturity
date
About the Nasdaq NDRI (Nasdaq Defense, Resilience, and
Infrastructure Bond Criteria) model
The NDRI model provides companies and governments with opportunities
to efficiently raise capital to strengthen defence capabilities and military
preparedness. For investors, NDRI provides comprehensive information
about the defence sector, helping them make informed decisions and align
their investment objectives.
To comply with NDRI requirements, proceeds from bond issuances must
be allocated to projects that strengthen the defence, resilience, or infra-
structure of EU or NATO member states or officially cooperating countries.
Eligible categories include, but are not limited to: cybersecurity, weapons
and ammunition, infrastructure, dual-use technologies, civil resilience pro-
grammes, and the aerospace industry.
Implementation of the Rheinmetall Defence Lithuania UAB Project
Preparatory works for the plant complex have begun in a 340-hectare area
located in the Baisogala eldership. Engineering solutions for the plant Proj-
ect have already been prepared by TEC Industry. A company responsible for
project management and construction supervision has also been appointed
– these tasks will be carried out by Incorpus. In addition, the general con-
struction contractor has been selected to ensure that construction works
are completed with high quality and that the plant will start operations in
early 2027. The general contractor of the Project is PST Group.
Construction of the plant has already begun – the plot in the town of Bai-
sogala has been fenced, temporary administrative facilities have been in-
stalled, and infrastructure preparation for further works is underway. Sig-
nificant attention is being paid to safety standards – large distances will
be maintained between production buildings, the complex will include shell
production and propellant charge workshops, and some buildings will be
separated by embankments ranging from 16 to 19 metres in height.
It should be noted that the entire amount raised from institutional investors
through the capital markets, i.e. EUR 25 million, has been fully allocated to
financing the Rheinmetall defence Project.
Valstybės investicinis kapitalas UAB Annual report 2025
19
2.6 Business plans and forecasts of the Company
VIK plans to proceed with the activity oriented to financing of important
projects for the Lithuanian economy, capital market development, and fi-
nancial stability assurance. Based on the achievements and considering
the dynamic economic and geopolitical environment, the Company plans
to focus on the following key areas of business development in the coming
periods:
Successful stage of Pagalbos verslui fondas and further development
of the capital market
The Company successfully participates as a limited partner of Limited Part-
nership Pagalbos verslui fondas, into which the Company invested EUR
200 million. This stage was equally financed from the authorised capital of
the Company and state-guaranteed bond issues. Upon completion of this
stage, the Company will continue its active participation on the capital mar-
ket, building confidence among institutional investors, increasing its aware-
ness and issuing new bonds to finance strategic goals.
Preparation for financing defence projects
To ensure smooth financing of the strategic investment into the defence
industry, the Company renewed the medium-term bond programme of EUR
400 million.
In 2025, a defence bond issue worth EUR 25 million was distributed un-
der the new Nasdaq Defense, Resilience, and Infrastructure Bond Criteria
(NDRI) model, which is planned to continue in 2026 with an additional is-
suance of up to EUR 29.5 million. The bond issue is intended to finance the
Rheinmetall Defence Lietuva Project. The Government of the Republic of
Lithuania approved a borrowing limit for the Company for 2026 amounting
to EUR 153 million. The Company will be able to borrow this amount through
capital markets or directly from financial institutions to finance projects. It
should be noted that the Company is investing in the authorised capital of
Rheinmetall Defence Lietuva UAB, and profits are expected once the artil-
lery ammunition plant is built and begins full-scale operations. Financing
defence projects through bond issuance will require 3–4 years of interest
expenses until the planned dividends begin to be paid.
Maintaining financial stability and market position
The strategic goal of the Company is to sustain the high credit rating of
A granted by international rating agency Fitch Ratings to the bond pro-
gramme. The rating linked to the rating of the Republic of Lithuania because
of the state guarantee plays an important role in attracting investors under
favourable conditions. The Company will continue cooperating with the rat-
ing agency and observe strict financial discipline.
Compliance of the achieved performance results with
the set targets
In 2025, the Company redeemed bonds worth EUR 75 million, thereby con-
firming market participants’ confidence in the attractiveness of the Compa-
ny’s state-guaranteed instruments. VIK duly fulfilled its obligations to inves-
tors: on 10 March 2025, a redemption of a EUR 25 million bond issue was
successfully completed, followed by another redemption of a EUR 50 million
bond issue on 22 September 2025.
The Company made a significant step by joining the efforts to strengthen
the Lithuanian defence industry. With the shareholders’ approval, the deci-
sion was made to invest indirectly, through specially founded EPSO-G Invest
UAB, into an artillery ammunition plant constructed in Lithuania by German
company Rheinmetall AG. The Project is expected not only to enhance the
Lithuanian defence capacities but also to generate financial return.
All stakeholders of the defence Project have also committed to using only
green electricity and, where necessary, biogas. In the future, the plant is
expected to place increasing emphasis on energy-saving and efficiency
solutions and to implement electricity storage technologies.
Valstybės investicinis kapitalas UAB Annual report 2025
20
3. ANALYSIS OF FINANCIAL AND PERFORMANCE RESULTS
Income
The business model of the Company is developed in such a way that apart
from receipt of investments with return the Company plans no additional
income in the nearest future.
In 2025, the increase in the value of the investment into Limited Partnership
Pagalbos verslui fondas (EUR 5 051 866) was made on the basis of the au-
dited financial statements of Limited Partnership Pagalbos verslui fondas.
It is stated in the financial statements of Limited Partnership Pagalbos ver-
slui fondas that when estimating the positions of the investment portfolio
at the fair value, the data of individual credit risk assessment of appropriate
segments of financial markets and internal companies were observed.
Expenses
The Company’s operating expenses, other expenses and interest expenses
on 31 December 2025 were EUR 1 591 097, comprising operating expenses
of EUR 516 566 and bond interest expenses of 1 074 531 EUR.
Structure of operating expenses in 2025
The Fig. 3. chart illustrates the breakdown of administrative and operating
expenses for 2025 by individual expense categories. The largest share of
total costs is accounted for by wages and related taxes, which make up 45%
of all administrative and operating expenses. This indicates that personnel
expenses remain the main cost category.
The second largest category is legal services, accounting for 12.82%; remu-
neration for Board members also constitutes a significant share (12.74%).
Consulting services account for 10.22%, while other administrative expens-
es account for 10.62%, indicating a greater impact of current administrative
expenses on the 2025 results.
Fig. 3.
Wages
and related
taxes
45,00%
47,00%
Expenses of
the Board
members’
remuneration
12,74%
14,02%
Accounting
expenses
1,79%
5,37%
Legal
assistance
expenses
12,82%
13,47%
Expenses
of
consulting
services
10,22%
11,93%
Expenses
of IT
services
and
licences
3,00%
0,97%
Audit
expenses
1,76%
2,51%
Bank fee
expenses
0,05%
0,05%
Other
administrative
expenses
10,62%
4,68%
2025
2024
Structure of operating expenses in 2024–2025
50,00 %
45,00 %
40,00 %
35,00 %
30,00 %
25,00 %
20,00 %
15,00 %
10,00 %
5,00 %
0,00 %
47,00 %
45,00 %
14,02 %
12,74 %
5,37%
1,79 %
13,47 %
12,82 %
11,93 %
10,22 %
0,97 %
3,00 %
2,51%
1,76 %
0,05 %
0,05 %
4,68 %
10,62 %
Valstybės investicinis kapitalas UAB Annual report 2025
21
Groups of the Company’s expenses and their change
Table 2.
As shown in Table 2, administrative and operating expenses increased by
EUR 227 218, or 79%, in 2025. The increase in costs was mainly driven by
higher operational volumes, which led to an increase in the number of em-
ployees in 2025. This resulted in higher expenses of IT services and licenc-
es, as well as other administrative expenses. Additionally, costs were influ-
enced by increased daily operating expenses and one-time administrative
costs. A significant portion of the overall cost increase was due to higher
expenses of professional services, particularly legal assistance expenses.
Activity result of the Company
The net profit of the Company in 2025 was EUR 3.761 million (in 2024, the
net profit of the Company was EUR 8.136 million). The main reason for the
net profit decrease was a smaller rise in the value of the non-current finan-
cial assets than in the previous reporting period.
Earnings per share
Basic earnings per share are calculated by dividing the net profit of the peri-
od by the weighted average of the number of ordinary shares issued during
the period concerned.
The weighted average of shares in 2025 was 10 120 000.
Net profit
Weighted average number of issued
ordinary shares
Basic earnings per share
2025 2024
3 761 049
10 120 000
0,372
8 135 864
10 120 000
0,804
Earnings per share
Table 3.
Non-current assets
Current assets
TOTAL ASSETS
Total equity
Non-current
liabilities
Current liabilities
TOTAL LIABILITIES
Balance sheet analysis 31/12/2025 31/12/2024 Change in EUR Change %
143 169 932
19 101 353
162 271 285
111 738 847
49 931 695
600 743
162 271 285
Balance sheet groups of the Company and their changes
Table 4.
188 280 085
20 152 153
208 432 238
108 011 857
24 970 849
75 449 532
208 432 238
-45 110 153
-1 050 800
-46 160 953
3 726 990
24 960 846
-74 848 789
-46 160 953
-24%
-5%
-22%
3%
100%
-99%
-22%
Total assets decreased to EUR 162 271 thousand (-22%), mainly due to
changes in non-current assets (-24%), while current assets decreased
slightly (-5%). Equity increased by EUR 3 727 thousand (+3%) during the
period, while the structure of liabilities changed significantly – long-term
liabilities increased to EUR 49 932 thousand (+100%), and short-term liabil-
ities decreased to EUR 601 thousand (-99%). The main reason for this was
Operating expenses
2025 2024 Change %
(516 566)
(289 348)
-79%
Valstybės investicinis kapitalas UAB Annual report 2025
22
the redemption of bonds that had matured and the issuance of new long-
term bonds.
On 31 December 2025, the Company had EUR 19 060 597 in its bank ac-
counts.
During 2025, the Company acquired the shares of EPSO-G UAB for EUR 35
828 065.00, which were accounted in the balance sheet of 2025 at their
acquisition cost.
Operating expenses (-)
Other income from financial
activities
Change in the value of finan-
cial assets accounted at their
fair value, a change of which is
recognised as profit or loss
Net profit (loss)
Liquidity indicators
Current ratio
Critical liquidity ratio
Absolute cash liquidity ratio
Working capital
Profitability ratios
Net profit ratio
Asset turnover ratio
Return on assets ROA %
Return on equity ROE %
Debt-to-equity ratio
Main financial indicators 31/12/2025 31/12/2024 31/12/2023
(1 591 097)
305 209
5 051 866
3 761 049
31,80
31,80
31,73
18 500 610
-
-
2,03%
3,42%
45,22%
(1 290 460)
20 690
9 405 634
8 135 864
0,27
0,27
0,27
(55 297 379)
-
-
3,98%
7,83%
92,97%
Main financial indicators of the Company
Table 5.
(1 178 664)
-
19 987 719
18 809 055
3,55
3,55
3,46
1 304 526
-
-
9,86%
20,79%
100,51%
All financial data provided in this report were calculated according to the
International Financial Reporting Standards (IFRS), adopted for application
in the EU, unless otherwise stated.
Change in the value of financial assets accounted at their fair value, a
change of which is recognised as profit or loss: this item reflects the PVF
operating result (net profit) for the current year. As the PVF portfolio de-
creases, and also reflecting the change in the PVF portfolio’s value based on
market prices, this item changes. In 2025, the impact of the change in the
market value of the PVF portfolio on the Fund’s results was EUR 439 000,
compared to EUR 4.5 million in 2025, which accounted for this difference in
results over the year.
Liquidity ratios improved significantly in 2025: current, critical, and abso-
lute liquidity ratios increased to 31.8 (0.27 in 2024), and working capital
turned positive, amounting to EUR 18 500 608 (it was negative at EUR -55
297 380 in 2024). These changes were driven by a significant reduction in
short-term liabilities – the redemption of bonds in 2025 from returned PVF
investments.
Profitability ratios remained positive but were lower than in 2024. Return
on assets (ROA) decreased to 2.03% (3.98% in 2024), and return on eq-
uity (ROE) to 3.42% (7.83% in 2024), reflecting lower net profit levels. The
debt-to-equity ratio increased to 145.22% (92.97% in 2024), primarily due
to changes in the structure of liabilities related to the redemption of bonds
and the issuance of new long-term bonds.
Income tax
Income tax is calculated in accordance with the requirements laid down in
the Lithuanian tax laws. On 31 December 2025, the standard income tax
rate in Lithuania was 16%. Deferred income tax assets are sold, if the Com-
pany expects taxable profit generation in the future. On 31 December 2025,
deferred income tax assets are not recognised.
The net result of the Company in 2025 was profit of EUR 3 761 049.
Valstybės investicinis kapitalas UAB Annual report 2025
23
4. RISK FACTORS AND RISK MANAGEMENT POLICY
Key risk factors and their management policy
The Company’s activity must comply with Commission Decision No.
C(2020)3534 (final) of 26 May 2020 ‘State Aid SA.57008 (2020/N) – Lithu-
ania COVID-19: Aid Fund for Business’ (as subsequently amended and sup-
plemented) and the provisions of the Description of Activities of the ‘Aid
Fund for Business’ Measure approved by the Minister of the Economy and
Innovation of the Republic of Lithuania and the Minister of Finance of the
Republic of Lithuania (as subsequently amended and supplemented). Such
specifics of the activity of the Company determine limited need for risk
management policy. On the other hand, general risk management controls
are implemented in the Company.
The Company’s risk management process is part of the internal control sys-
tem and covers the management of the following key risks. The Company
identifies five main risk categories in its operations, based on the nature of
causes.
Strategic risk. It is understood as an external or internal factor or circum-
stance that may have a significant negative impact and is related to fun-
damental changes in the Company’s operating environment and its ability
to capitalise on these changes or prepare for them in order to achieve the
goals set out in its strategy.
Credit risk. It is a risk of the other party’s inability to fulfil its obligations to
the Company. The Company applies measures that ensure transactions are
concluded with trustworthy clients and the amount of transactions does
not exceed the credit risk limits at all times. The Company has not issued
guarantees for other parties’ obligations. The Company encounters the risk
of the other party’s inability to fulfil its obligations to the Company.
Liquidity risk. It is a risk of incapability to fulfil own payment obligations in
time. The Company manages the liquidity risk by reserving sufficient quan-
tity of cash and cash equivalents, securing financing, fulfilment of planned
obligations.
Market risk. It is a risk of incurring losses by the Company because of fluctu-
ation of market variables. The Company had no financial instruments aimed
at managing the risk of interest rate fluctuations, as the Company has no
financial instruments with variable interest rate. The Company invests all its
financial means available into Limited Partnership Pagalbos verslui fondas
and EPSO-G Invest UAB. Since all the operations by the Company are in
Euro, and open positions of foreign currency are insignificant, the market
risk is irrelevant for the Company.
Compliance risk. These are potential events and circumstances that could
result in the Company’s operations failing to comply with legal requirements
(personal data protection, internal controls, regulatory compliance, enforce-
ment of international sanctions, prevention of money laundering and terror-
ist financing, etc.).
Operational risk. Operational risk arises from inadequate, failed, or ineffec-
tive internal processes, or from the impact of external events and factors.
It is managed by ensuring an adequate internal control system, which in-
cludes:
the introduction of strict ethical standards;
the identification and management of risks;
the implementation of anti-corruption measures;
the identification and management of conflicts of interest;
adequate control over the activities of structural units;
the security of information and information systems;
clearly defined functions, rights, duties, and responsibilities of employees;
the acquisition, creation, and use of appropriate tools necessary for
employees to perform their functions;
ensuring appropriate conditions for improving employee qualifications;
appropriate separation of functions of employees, i.e. the division of
actions related to the granting of rights to perform economic and financial
operations, their execution, recording in the accounts, and storage among
several employees to avoid conflicts of interest and the human error factor;
Valstybės investicinis kapitalas UAB Annual report 2025
24
an appropriate system of informing the managers;
monitoring and evaluation of the effectiveness and adequacy of the
internal control system.
In implementing an effective internal control system, policies, methodolo-
gies, rules, processes and other procedures or measures must be estab-
lished to ensure the successful functioning of the internal control system.
Sustainability risk. It is related to non-compliance with EU legislation, or the
failure to identify environmental, social, or sustainability factors that could
directly impact the Company’s financial performance. Furthermore, a failure
by suppliers or partners to adhere to sustainability principles can have a
direct impact on the Company’s reputation.
Information technology (IT) risk. It may arise from a failure to adhere to
confidentiality principles, unauthorised access to the information system,
etc.
PARTICIPANTS IN THE RISK MANAGEMENT SYSTEM AND THEIR
RESPONSIBILITIES
The Company’s Board and the Chief Executive Officer:
ensure that the three-line model is properly integrated into the Risk
Management System and its improvement; monitor and control the
functioning of internal control measures and risk management;
ensure that the risk management policy applied is consistent with the
Company’s Strategic Action Plan, mission, vision, and values;
encourage risk owners to assess potential risks before making
decisions;
approve the list of risks and the plan of risk management measures;
review the annual business plan using the list of risks and the plan of
risk management measures;
monitor the Company’s risks and ongoing changes in the environment;
based on internal audit results and other available information, ensure
that the established risk management process is followed.
The Head of Risk Management or the Risk Management Team:
carries out assigned responsibilities in the area of risk management;
drafts documents detailing the Company’s risk management;
coordinates the risk management process: updating the list of risks, the
plan of risk monitoring and risk management measures; adding new risks
and tracking risk rating status;
communicates with risk owners and the Company’s CEO on risk
management issues;
participates in the risk management process and consults risk owners
on risk management issues as needed;
summarises and analyses the information received, prepares summary
reports on the implementation of the plan of risk monitoring and risk
management measures, and submits them to the Company’s Board;
develops, improves, and coordinates risk identification and assessment
processes.
Risk owners:
participate in the risk management process by identifying and analysing
risks;
propose risk management measures;
monitor and analyse risk monitoring indicators and assess risk trends;
prepare (update) quarterly reports on the implementation of the plan of
risk monitoring and risk management measures assigned to them and sub-
mit them to the person responsible for coordinating the risk management
process;
promptly report newly identified risks;
delegate the implementation of measures designed to eliminate risks
and/or mitigate their impact to subordinates.
Persons responsible for the implementation of risk management mea-
sures:
carry out the tasks set forth in the plan of risk monitoring and risk
management measures;
provide information on the implementation of the plan of risk monitoring
and risk management measures;
Valstybės investicinis kapitalas UAB Annual report 2025
25
promptly report emerging issues and newly identified risks.
All Company employees:
identify, analyse, assess, and rank risks;
submit proposals for risk management;
Attracting private capital to defence sec-
tor projects
Optimal VIK investment capital structure
Bond issuance in line with best market
conditions
Investing in the development of defence
and security technologies or products
Ensure a positive internal rate of return
on investments
Effective and sustainable governance
Positive return to the shareholder of VIK
Related goal Risk description Control measures
R1. Rising interest rates and tighter borrowing conditions
R2. Decline in investor confidence
R3. Liquidity risk
R4. Lack of investment project pipeline
R5. Refinancing and interest rate risk
R6. Risk of failing to achieve investment objectives
R7. Excessive concentration in a risk category
R8. Distribution/legal/disclosure errors
R9. Investment in inapplicable defence and security
technologies
R10. Cost overruns and project delays
R11. Conflicts of interest
R12. Cybersecurity breaches
R13. High staff turnover
R14. Failure to implement the investment strategy
K1. Periodically assess risk appetite levels and
tolerance limits
K2. Market monitoring and flexible timing
K3. Diversify funding sources
K4. Maintain credit rating
K5. Monitor key investment indicators
K6. Continuously assess liquidity
K7. Implement the documentation checklist
K8. Actively communicate with the Ministry of National
Defence;establish expert working groups
K9. Monitor project implementation and propose cor-
rective actions
K10. Adopt a conflict of interest management policy
and a declaration system
K11. Ensure cybersecurity training for employees
K12. Implement a map of critical competences
K13. Periodic reports on investment returns and project
budget execution
K14. Provide periodic updates on the progress of
investments
VIK’s operational risks
Table 6.
carry out tasks aimed at eliminating risks and/or mitigating their impact,
and report to the department head;
promptly report newly identified risks.
Operational risks that are directly related to the achievement of the goals
set by VIK are described in Table 6.
Valstybės investicinis kapitalas UAB Annual report 2025
26
Risks are assessed based on two criteria: impact on VIK and probability. The
higher the values of these risks, the higher the priority given to risk manage-
ment measures. The distribution is shown in Fig. 4 below.
0 1 2 3 4 5
5
4
3
2
1
0
Impact
R6
R5
R11
R13
R7
R1
R3
R14
R2
R9
R8
R10
R12
R4
Risk matrix
Probability
VIK’s management risk matrix
Fig. 4.
Valstybės investicinis kapitalas UAB Annual report 2025
27
5. INVESTMENT PROJECTS
Main investment projects under implementation and implemented
In 2025, the Company made a payment of EUR 35 828 065 for the acquired
shares of EPSO-G Invest UAB under the EPSO-G Invest UAB shareholders’
agreement. The Company made its first payment of EUR 459 375 for the
acquired shares of EPSO-G Invest UAB in 2024.
The Company acquired 49% of the newly issued shares of EPSO-G Invest
UAB in total, and the total maximum investment amount into the Project may
account for EUR 71.1 million.
According to the Members’ Agreement of 6 October 2020, including all sub-
sequent amendments and supplements, the Company invested EUR 200
million in total into Limited Partnership Pagalbos verslui fondas (in 2020 –
EUR 7 million; in 2021 – EUR 143 million; in 2022 – EUR 50 million).
In 2025, Limited Partnership Pagalbos verslui fondas returned EUR 86 mil-
lion of the Company’s investments, which, combined with returns from pre-
vious years, totals EUR 108.5 million, or 54%, of the funds invested. By mid-
2028, all investments are expected to be returned along with the projected
hurdle rate (ranging from 1.83% to 5.91%, depending on the contribution),
in accordance with Order No. 4-837/1K-319 of the Minister of the Econo-
my and Innovation of the Republic of Lithuania and the Minister of Finance
of the Republic of Lithuania of 30 September 2020 “On the approval of
the description of activities of the ‘Aid Fund for Business’ measure” and the
Members’ Agreement of Pagalbos verslui fondas. In addition, the Company’s
associate EPSO-G Invest UAB signed a memorandum of cooperation in the
defence industry with the German defence industry concerns Rheinmetall
Landsysteme and KNDS Deutschland in December 2025. Under the MoC,
the shareholders of Lithuania Defense Services UAB, which operates in Lith-
uania, together with the German-owned companies Rheinmetall Landsys-
teme and KNDS Deutschland, will invest EUR 50 million in the construction
of a new military equipment maintenance centre, where the state-of-the-
art Leopard 2A8 tanks will be assembled. The fact that the Ministry of the
Economy and Innovation has granted this initiative the status of a major
investment project confirms the value of our chosen direction for the state.
EPSO-G Invest is expected to contribute to the investment by acquiring 25%
of the shares of the Company.
Planned investment projects
According to the updated medium-term defence bond programme of EUR
400 million, the Company plans issuing bonds to attract additional funds,
should the Company assume additional obligations. The Company is ana-
lysing potential financing of other important projects.
In 2025, VIK, under the defence bond model, became the first company to
successfully issue its first public bond offering worth EUR 25 million, which
is part of a EUR 400 million medium-term bond programme guaranteed by
the Republic of Lithuania. The Company has committed to investing up to
EUR 71 million in the construction of a Rheinmetall plant in Lithuania, with
the remaining amount to be invested in other defence and security initia-
tives.
Investment policy
The specifics of the Company’s activity determine limited need for invest-
ment policy. The Company’s activity is based on Commission Decision No.
C(2020)3534 (final) of 26 May 2020 ‘State Aid SA.57008(2020/N) – Lithu-
ania COVID-19: Aid Fund for Business’ (as subsequently amended and sup-
plemented) and the provisions of the Description of Activities of the ‘Aid
Fund for Business’ Measure approved by the Minister of the Economy and
Innovation of the Republic of Lithuania and the Minister of Finance of the
Republic of Lithuania (as subsequently amended and supplemented).
On 8 December 2022, the Board adopted the decision (Minutes of the
Meeting No. 12) approving the policy of investment of available funds of
Valstybės investicinis kapitalas UAB Annual report 2025
28
Valstybės investicinis kapitalas UAB. It established the possibility of invest-
ing available funds of the Company into the following financial instruments:
Term deposits in the banks of the European Union Member States,
Switzerland, and European Economic Area Member States or their branch-
es, including in the Bank of Lithuania;
Government’s debt securities;
Debt securities of commercial banks;
Units of investment funds of money market.
The purpose of the Company’s investments according to the policy of invest-
ment of available funds is invest temporarily available funds of the Company
until the need for their use in the implementation of the Company’s projects
or repayment to the owners of the bonds issued by the Company, share-
holders or creditors of the Company arises; and when implementing the
latter purpose, available funds of the Company must be invested according
to the following sequence of priorities:
Security of investments – the priority goal of investment is to ensure
security of invested money, i.e. guarantee that a part of invested money
would always be recovered.
Liquidity assurance – money must be managed to provide the Company
with a possibility to carry out its usual activity and fulfil its obligations.
Maximisation of the return on investments – money must be managed
to ensure receipt of maximum possible return on investment following the
principles for assurance of investment security and liquidity.
Starting in 2025, the Company’s funds are held in overnight deposits at the
Bank of Lithuania in accordance with the provisions of the policy on tempo-
rarily available funds.
Valstybės investicinis kapitalas UAB Annual report 2025
29
6. MANAGEMENT STRUCTURE, MANAGEMENT AND SUPERVISION BODIES OF THE COMPANY
Main shareholders of the Company, their rights
The Government of the Republic of Lithuania adopted the resolution on 13
April 2022 to transfer all 10 120 000 ordinary registered book-entry shares
owned by the state and managed by trust by the Ministry of the Economy
and Innovation of the Republic of Lithuania, which grant 100% of votes at
the general meeting of shareholders of VIK, to the Ministry of Finance of the
Republic of Lithuania to manage, use and dispose by trust. The Company
has not acquired and does not hold any of its own shares.
Rights granted by VIK’s shares are exercised following the procedure estab-
lished by the Republic of Lithuania Law on Companies, other laws and legal
acts, as well as the Articles of Association of the Company.
On 31 December 2025, 100% of the Company’s authorised capital was
owned by the Republic of Lithuania (code 111105555).
On 11 February 2026, in accordance with Order No. 1K-43 of the Minister
of Finance of 10 February 2026 “On the preparation for the investment of
shares of Valstybės investicinis kapitalas UAB into the authorised capital
of ILTE UAB”, the Company’s shareholder passed a decision regarding the
intention to transfer the Company’s shares to ILTE UAB, with the State of
Lithuania retaining indirect control over Valstybės investicinis kapitalas UAB
through the parent company ILTE UAB.
Management bodies of the Company (structure)
VIK has the following management bodies:
the general meeting of shareholders;
the Board – a collegial management body of the Company;
the manager of the Company – Chief Executive Officer – a single-per-
son management body of the Company;
no Supervisory Board is formed in the Company.
The rights and obligations of the general meeting of shareholders are exer-
cised by the Ministry of Finance of the Republic of Lithuania, which is the
holder of all VIK shares.
The management of the Company consists of the Chief Executive Officer
and Board members. Parties recognised related to the Company include
shareholders, Board members, their family members and companies having
direct or indirect (via intermediary) control of the Company or under control
separately or together with the other party, which is recognised as relat-
ed party, provided that the latter relationship entitles one of the parties to
control the other party or make significant impact on the other party when
making financial and management decisions.
Valstybės investicinis kapitalas UAB Annual report 2025
30
General Meeting of Shareholders
Board
Chief Executive Officer
Internal Auditor
Chief Legal Officer
Organisational Development
Project Manager
RHead of Risk
Management
Head of Investment
Management
Chief Financial Officer
AML Manager
Risk Management Analyst
Defence Industry Expert
Investment Project Manager
Sustainability Manager
Management structure of the Company
Fig. 5.
Personnel planning and management are focused on pursuing and achiev-
ing long-term strategic goals, attracting employees, increasing the en-
gagement and motivation of high-performing employees, and fostering a
results-oriented approach. In 2025, the Company approved a Remuneration
Policy and the Description of the Employee Selection Procedure. In the first
quarter of each year, the Company conducts annual performance reviews,
during which the previous year’s performance is discussed and goals for the
coming period are set. In accordance with the Remuneration Policy, employ-
ee remuneration may consist of a fixed part (a fixed salary specified in the
employment contract) and a variable part dependent on the achievement of
the Company’s goals.
General meeting of shareholders and its activity
Competences of the general meeting of shareholders, the procedure of its
convocation, and decision-making are the same as established in the Re-
public of Lithuania Law on Companies, except for the cases stipulated in the
Articles of Association. If all shares of VIK are owned by the same person,
his/her written resolutions are equivalent to resolutions of the general meet-
ing of shareholders. The general meeting of shareholders has the following
additional competence:
To establish the procedure for the establishment of remuneration to
members of the Board and committees (if any) for their work in the Board
and respective committees;
To adopt decisions on signing agreements with members of the Board
and committees (if any) and establishment of their conditions, including the
maximum remuneration to members and chair of the Board and respective
committees;
o set the goals for the Board and the Audit Committee (if any) and the
procedure of accountability for their performance to the general meeting of
shareholders.
Rights of the general meeting of shareholders are exercised by and the
manager of all VIK shares is the Ministry of Finance. The general meeting
of shareholders discussed and adopted the decisions on appointment of an
audit company for 2024–2025, approval of the set of financial statements
The Company’s management structure and positions were updated on 1
July 2025 (see Fig. 5 below).
Valstybės investicinis kapitalas UAB Annual report 2025
31
for 2024, profit (loss) distribution, amendment to the Articles of Association,
and appointment of the Board.
The Board of the Company and its activity
Members of the Board are elected by the general meeting of shareholders
for 4 years. The procedure of election and recall of the Board and its indi-
vidual members coincides with the procedure established in the Republic
of Lithuania Law on Companies. The Board consists of 3 members, two of
whom are independent members. Competences and decision-making pro-
cedure of the Board are the same as established in the Law on Companies.
The Board also has the following additional competence:
To consider and approve the policy of investment of temporarily avail-
able funds;
To give approval to VIK’s manager to conclude a transaction of the value
over EUR 50 000 (fifty thousand Euro), excluding VAT;
To consider and adopt decisions on the implementation of appropriate
resolutions of the general meeting of shareholders;
To consider and adopt decisions on the issue of VIK’s bonds, as stipu-
lated in Article 55(4) of the Law on Companies;
To establish indicators applicable to the assessment of performance of
VIK’s manager and their target values, which determine the variable part of
the monthly salary of VIK’s manager.
No committees have been formed in the Company. Performance of the Au-
dit Committee’s functions stipulated in legal acts is delegated to the Board.
Independent Board members are selected through public competition in
accordance with the provisions of the Procedures for the Nomination of
Candidates to the Collegial Supervisory or Management Body of a State or
Municipal Enterprise, to the State Owned or Municipally Owned Enterprise
or its Subsidiary, approved by Resolution No. 631 of the Government of the
Republic of Lithuania of 17 June 2015, a candidate to the office of repre-
sentatives of the Ministry of Finance is selected through public recruitment.
Board members must meet the general, special, and if applicable, indepen-
dence requirements established by the Law on the Management, Use and
Disposal of State and Municipal Assets.
Candidates are appointed as Board members, upon review of the informa-
tion about the candidates to the Board members’ offices established by le-
gal acts provided by the Special Investigation Service. In case of resignation
or recall of a member of the Board, a new Board member is elected till the
end of the current term of office following the same procedure as for the
new Board. The Board of the Company formed (elected) by Decision No. 1K-
375 of the Minister of Finance of 25 November 2024 was functioning during
the reporting period.
Valstybės investicinis kapitalas UAB Annual report 2025
32
Over 20 years of experience in organisational development
and human resources strategy formulation and implementa-
tion. Significant experience working in both the international
and national private and public sectors. Her range of expertise
includes human capital development and the formulation and
implementation of corporate governance processes.
Human Resources Manager at the law firm Norkus ir partneri-
ai COBALT, legal entity code 305964660 (until 30 September
2025).
Professional experience
Education and qualifications
Vilnius University – Master’s degree in Business
and Economics; Vilnius University – Mini MBA Pro-
gramme for Managers
Lithuanian University of Educational Sciences –
Master’s degree in Lithuanian language and litera-
ture
JOLANTA DIAUKŠTIENĖ
Chair, independent member
Start of term: 25/11/2024
End of term: 24/11/2028
Over 20 years of corporate financial management experience
gained at large organisations across the energy, manufactur-
ing, construction, project management, logistics and financial
services sectors.
Director of the Operations Administration Department at Regi-
tra AB, legal entity code 110078991 (since 18 December 2025);
member of the Loan Committee at Kauno kredito unija.
Member of MB EKMIFIN, legal entity code 302978039.
Head of the Finance and Asset Management Group at Via
Lietuva AB, legal entity code 188710638 (until 30 September
2025).
Kaunas University of Technology – Bachelor of
Economics and Management
ISM University of Management and Economics –
Strategic Management Programme
MINDAUGAS KEKYS
Independent member
Start of term: 25/11/2024
End of term: 24/11/2028
The Board of the Company
Table 7.
20 years of experience in developing and improving the legal
framework and operations of the State Treasury, applying var-
ious financial instruments, ensuring timely and effective bor-
rowing on behalf of the state in domestic and international
markets, and investing temporarily available funds.
Head of the Borrowing and Investment Division of the State
Treasury Department at the Ministry of Finance, legal entity
code 288601650.
Mykolas Romeris University – Master of Laws
EDMUNDAS KIŠKIS
Member of the Board
Start of term: 25/11/2024
End of term: 24/11/2028
Valstybės investicinis kapitalas UAB Annual report 2025
33
Description of the Board’s activity during the reporting period
The Board of the Company held 21 meetings during 2025. The Board mem-
bers actively attended the meetings and adopted decisions regarding in-
vestment matters, Company’s organisational matters, operational budget
and other operational issues of the Company. Detailed information about
participation of the Board members in the meetings is provided in the table
below.
Statistics of the Board’s meetings
Table 8.
JOLANTA DIAUKŠTIENĖ
(Chair, independent member)
MINDAUGAS KEKYS
(independent member)
EDMUNDAS KIŠKIS
(Board member representing the
Ministry of Finance)
16
16
16
5
5
5
21
21
21
Live and remote,
number
Written
procedure,
number
TOTAL,
number
Manager of the Company
The Company’s Board appointed Vaidas Daktariūnas to the position of the
Chief Executive Officer of Valstybės investicinis kapitalas UAB from 27 Jan-
uary 2025.
Vaidas Daktariūnas has 15 years’ experience in the field of incentive financ-
ing. His competences include development and implementation of financial
instruments, project financing in the sectors of renewable energy resourc-
es, energy efficiency, agriculture, digital transformation and strategic proj-
ect management. He actively participated in the Scale Up initiative of the
European Bank of Investment and the European Commission as an expert
contributing to enhancement of financial instruments intended for invest-
ing into energy efficiency and renewable energy. Vaidas Daktariūnas is cur-
rently the Director of Public Institution Vienetai ir dvejetai, legal entity code
301693667.
Vaidas Daktariūnas holds a Master’s and a Bachelor’s degree in Economics
from Vilnius University.
His previous professional experience embraces various positions in the Na-
tional Development Bank, Information Technology Centre LTG Digital of LTG
Group, national development institutions.
Valstybės investicinis kapitalas UAB Annual report 2025
34
7. INFORMATION ABOUT REMUNERATION
On 31 December 2025, the average yearly number of the Company’s em-
ployees was 4 (on 31 December 2024 – 1).
The yearly wage bill in 2025 consisted of EUR 214 302.86 fixed part; in
2024: EUR 100 346.15 fixed part and EUR 44 512.61 variable part.
The average monthly salary (gross) of the employees by the position held
(including variable part, excluding severance compensation and compensa-
tion for unpaid leave):
CEO
Top managers
Middle managers
EUR 7 828.01
EUR 5 852.01
EUR 1 622.44
EUR 9 924.14
-
EUR 7 738.09
-
Group of positions 2025 2024 2023
Remuneration Policy of the Company. On 8 December 2022, the Board ad-
opted the decision (Minutes of the Meeting No. 12) approving the Remu-
neration Policy of Valstybės investicinis kapitalas UAB. New version was
adopted by the Board’s decision on 3 June 2025 (Minutes of the Meeting
No. 25). The policy establishes the following:
Remuneration of the Company’s employee consists of the fixed part of
salary and the variable part of salary. The fixed part of salary is reviewed on
a yearly basis, considering the developments on the labour market.
The fixed part of the monthly salary of the Company’s manager is es-
tablished by the decision of the Board. The variable part of the monthly sal-
ary can be established in percentage for the financial year by the decision
of the Board, having assessed the respective fulfilment of the tasks of the
employees and achievement of the Company’s performance assessment in-
dicators for the establishment of the variable part of salary for the previous
financial year.
The variable part of the monthly salary of the Company’s manager can-
not exceed 30% of the fixed part of the monthly salary established for the
manager.
When calculating the average salary of an employee, the variable part
is added to the period, for which it was calculated, disregarding the date of
estimation and disbursement.
Factual remuneration of the Board’s members during the current year
On 25 November 2024, the Minister of Finance of the Republic of Lithua-
nia passed Order No. 1K-375 “On the formation of the Board of Valstybės
investicinis kapitalas UAB”, in which the remuneration for the members of
the newly appointed Board was established. Remuneration for Board mem-
bers is established according to the agreements on Board members’ work
signed between the Chief Executive Officer representing the Company and
the Board members.
The remuneration for the Board members of the second term of office fixed
according to Order No. 1K-375 of the Minister of Finance is as follows: (i) for
an independent member of the Board – 1/4 of the average monthly salary
of the manager of the Company in 2023, i.e. EUR 1 935.40 (one thousand
nine hundred thirty-five Euro 40 cent) before taxes; (ii) for a civil servant
holding the position of a member of the Company’s Board – 1/8 of the aver-
age monthly salary of the manager of the Company in 2023, i.e. EUR 967.70
(nine hundred sixty-seven Euro 70 cent) before taxes; (iii) for the Chair of
the Company’s Board – 1/3 of the average monthly salary of the manager of
Valstybės investicinis kapitalas UAB Annual report 2025
35
the Company in 2023, i.e. EUR 2 580.54 (two thousand five hundred eighty
Euro and 54 cent) before taxes.
Calculated remuneration for the Board members for 2025 was EUR 65
803.68.
Jolanta Diaukštienė – EUR 30 966.48
Mindaugas Kekys – EUR 23 224.80
Edmundas Kiškis – EUR 11 612.40
Employees
In 2025, VIK had an even 50/50 balance between males and females (100%
males in 2024).
2025
Employee gender breakdown, %, 2024–2025
2024
Females Males
50% 50%
Females Males
0% 100%
Employee age breakdown, %
33%
17%
50%
25–35 y.o.
36–45 y.o.
46–55 y.o.
In 2025, the 36–45 age group accounted for the largest share in the staff
structure.
All VIK employees have higher university education and hold master’s de-
grees.
2025
Employee education breakdown, 2024–2025
2024
Higher university education
Higher college education
Secondary and vocational education
100%
0%
0%
100%
0%
0%
Valstybės investicinis kapitalas UAB Annual report 2025
36
8. OTHER INFORMATION
DIVIDEND POLICY
The letter of expectations of VIK’s shareholder sets forth the goal for the
Company’s activities to not be unprofitable. The return on equity (ROE) of
the Company must be positive at the end of the investment cycle and return
on investment, and the intermediate target is a positive cash flow.
The procedure of payment of dividends and profit contributions and poten-
tial rates are regulated by Resolution No. 665 of the Government of the Re-
public of Lithuania of 6 June 2012 “On the approval of the description of the
procedure for the implementation of the property and non-property rights
of the state in state-owned enterprises”.
In 2025, the Company paid EUR 34 059 in dividends to its shareholder, the
Ministry of Finance of the Republic of Lithuania, in accordance with Resolu-
tion No. 256 of the Government of the Republic of Lithuania of 30 April 2025
“On dividends paid by Valstybės investicinis kapitalas UAB for shares owned
by the state”, which instructed the Ministry of Finance to decide in 2025 to
allocate 0.5% of Valstybės investicinis kapitalas UAB distributable profit for
the 2024 financial year to dividends.
The Company has not paid dividends in the previous periods.
AUDIT
Auditor of annual financial statements
Audit is conducted on the basis of the Agreement on Public Procurement
of Services No. 20250306-1 with ROSK Consulting UAB signed on 6 March
2025.
Remuneration for the audit is EUR 15 000 (incl. VAT) for the years 2024 and
2025.
Object of procurement – inspection of the audit of annual financial state-
ments of Valstybės investicinis kapitalas UAB, prepared in accordance with
the International Financial Reporting Standards (IFRS) adopted for applica-
tion in the European Union, conducted according to the International Au-
diting Standards (IAS) and of the annual report for 2024 and 2025, and
expression of the opinion whether the financial data contained in the annual
report coincide with the data of the audited annual financial statements.
SPECIAL OBLIGATIONS
Due to the nature and specifics of its business model, the Company is not
subject to any special obligations.
TRANSPARENT GOVERNANCE AND ANTI-CORRUPTION MEASURES
VIK adheres to high legal, ethical, and moral standards in its operations and
does not tolerate any manifestations of corruption, or the improper accep-
tance, provision, offering, promise, or demand of benefits through the abuse
of one’s current duties.
The Corruption Prevention Policy of Valstybės investicinis kapitalas UAB
was approved by a decision of the Board on 1 July 2025. It is also published
on the Company’s website.
A secure whistleblowing channel available on the website of Valstybės inves-
ticinis kapitalas UAB (https://www.vika.lt/korupcijos-prevencija/kur-pranes-
ti-apie-pazeidimus/) is open to both current and former employees of the
Company, as well as all other natural and legal persons.
On 1 July 2025, the Board also approved the Policy on the Prevention of
Money Laundering and/or Terrorist Financing and the Implementation of In-
ternational Sanctions.
Valstybės investicinis kapitalas UAB Annual report 2025
37
INFORMATION ABOUT THE COMPANY’S RESEARCH AND DEVELOPMENT
ACTIVITIES
The company did not carry out any research and development activities.
KEY INTANGIBLE RESOURCES THAT HAVE A SIGNIFICANT IMPACT ON
THE ORGANIZATION’S BUSINESS MODEL AND VALUE CREATION:
Human resources are one of the most important strategic intangible assets,
having a long-term impact on the sustainability and competitiveness of the
organization’s operations. Highly qualified specialists with specific profes-
sional knowledge and accumulated experience form the basis for efficient
and reliable performance. Continuous development of employee competen-
cies, ensuring knowledge transfer, and strengthening organizational capa-
bilities enable adaptation to a changing environment, risk management, and
the creation of long-term value for stakeholders.
Cooperation with operational partners is a significant intangible resource
that directly affects efficiency and results. Partners involved in the value
creation chain contribute to the quality, scope, and competitiveness of ser-
vices or products. Sustainable, trust-based relationships allow effective
planning of activities, optimal use of available resources, and adaptation to
market changes.
Relationships with the community and society have an important impact
on the organization’s reputation, operational continuity, and social respon-
sibility. Constructive dialogue with stakeholder groups, understanding their
expectations, and involving them help reduce potential conflicts, strengthen
trust, and contribute to the creation of long-term positive value.
Relationships with suppliers and contractors are important for ensuring op-
erational reliability and the quality of project implementation. Carefully se-
lected partners who apply advanced solutions and adhere to high standards
help efficiently implement projects, manage risks, and strengthen the orga-
nization’s reputation. Transparent processes and responsible cooperation
create the conditions for sustainable growth.
The legal and institutional environment is a key factor shaping the orga-
nization’s operating principles, strategy, and decision-making. A clear and
stable regulatory system creates conditions for transparency, effective risk
management, and long-term competitiveness, thereby contributing to sus-
tainable value creation.
Valstybės investicinis kapitalas UAB Annual report 2025
38
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
PRINCIPLE 1: GENERAL MEETING OF SHAREHOLDERS, EQUITABLE TREATMENT OF SHAREHOLDERS, AND SHAREHOLDERS’ RIGHTS
The corporate governance framework should ensure the equitable treatment of all shareholders.
The corporate governance framework should protect the rights of shareholders.
1.1. All shareholders should be provided with access to the information and/or documents
established in the legal acts on equal terms. All shareholders should be furnished with equal
opportunity to participate in the decision-making process where significant corporate mat-
ters are discussed.
Irrelevant
Yes
Irrelevant
Irrelevant at the moment, as all shares are
owned by the sole shareholder – the state of the
Republic of Lithuania.
Irrelevant at the moment, as all shares are
owned by the sole shareholder – the state of the
Republic of Lithuania.
9. INFORMATION ABOUT THE COMPANY’S RESEARCH AND DEVELOPMENT ACTIVITIES
The company did not carry out any research and development activities.
The
provisions of the Nasdaq Vilnius AB Corporate Governance Code for Listed
Companies, approved by the Board of Nasdaq Vilnius AB at the meeting on
15 January 2019 (Minutes No. 19-63), and information about (non)-compli-
ance with them in the operations of VIK are provided below.
Compliance with this Code is based on the “comply or explain” principle.
Pursuant to Article 12(3) of the Republic of Lithuania Law on Securities and
Paragraph 25.4 of the Nasdaq Vilnius Listing Rules, the Company discloses
annually how it complies with the Nasdaq Vilnius Corporate Governance
Code for Listed Companies and its specific provisions. If this Code or cer-
tain provisions are not complied with, the Company indicates which spe-
cific provisions are not complied with and for what reasons. If the relevant
provisions are complied with, no additional explanation or justification is
provided, unless there were material changes or significant circumstances
during the reporting period. VIK’s compliance with the recommendations of
the NASDAQ Vilnius Corporate Governance Code for Listed Companies is
ensured through the information disclosed in this management report.
1.2. It is recommended that the company’s capital should consist only of the shares that
grant the same rights to voting, ownership, dividend and other rights to all of their holders.
1.3. It is recommended that investors should have access to the information concerning the
rights attached to the shares of the new issue or those issued earlier in advance, i.e. before
they purchase shares.
Valstybės investicinis kapitalas UAB Annual report 2025
39
1.4. Exclusive transactions that are particularly important to the company, such as transfer
of all or almost all assets of the company which in principle would mean the transfer of the
company, should be subject to approval of the general meeting of shareholders.
1.5. Procedures for convening and conducting a general meeting of shareholders should
provide shareholders with equal opportunities to participate in the general meeting of
shareholders and should not prejudice the rights and interests of shareholders. The cho-
sen venue, date and time of the general meeting of shareholders should not prevent
active participation of shareholders at the general meeting. In the notice of the general
meeting of shareholders being convened, the company should specify the last day on
which the proposed draft decisions should be submitted at the latest.
1.6. With a view to ensure the right of shareholders living abroad to access the information,
it is recommended, where possible, that documents prepared for the general meeting of
shareholders in advance should be announced publicly not only in Lithuanian language
but also in English and/or other foreign languages in advance. It is recommended that the
minutes of the general meeting of shareholders after the signing thereof and/or adopted
decisions should be made available publicly not only in Lithuanian language but also in
English and/or other foreign languages. It is recommended that this information should be
placed on the website of the company. Such documents may be published to the extent
that their public disclosure is not detrimental to the company or the company’s commer-
cial secrets are not revealed.
1.7. Shareholders who are entitled to vote should be furnished with the opportunity to vote
at the general meeting of shareholders both in person and in absentia. Shareholders should
not be prevented from voting in writing in advance by completing the general voting ballot.
Yes
Yes
Irrelevant
Irrelevant
No new share distribution for new
shareholders/investors is in progress or
planned.
Irrelevant at the moment, as all shares are
owned by the sole shareholder – the state
of the Republic of Lithuania.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
Valstybės investicinis kapitalas UAB Annual report 2025
40
1.8. With a view to increasing the shareholders’ opportunities to participate effectively
at general meetings of shareholders, it is recommended that companies should apply
modern technologies on a wider scale and thus provide shareholders with the conditions
to participate and vote in general meetings of shareholders via electronic means of com-
munication. In such cases the security of transmitted information must be ensured and it
must be possible to identify the participating and voting person.
1.9. It is recommended that the notice on the draft decisions of the general meeting of
shareholders being convened should specify new candidatures of members of the colle-
gial body, their proposed remuneration and the proposed audit company if these issues
are included into the agenda of the general meeting of shareholders. Where it is proposed
to elect a new member of the collegial body, it is recommended that the information about
his/her educational background, work experience and other managerial positions held (or
proposed) should be provided.
1.10. Members of the company’s collegial management body, heads of the administration
or other competent persons related to the company who can provide information related
to the agenda of the general meeting of shareholders should take part in the general
meeting of shareholders. Proposed candidates to member of the collegial body should
also participate in the general meeting of shareholders in case the election of new mem-
bers is included into the agenda of the general meeting of shareholders.
Irrelevant
Irrelevant
Yes
Irrelevant at the moment, as all shares are
owned by the sole shareholder – the state of
the Republic of Lithuania.
Irrelevant at the moment, as all shares are
owned by the sole shareholder – the state of
the Republic of Lithuania.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
Valstybės investicinis kapitalas UAB Annual report 2025
41
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
2.1.1. Members of the supervisory board should act in good faith, with care and responsi-
bility for the benefit and in the interests of the company and its shareholders and repre-
sent their interests, having regard to the interests of employees and public welfare.
2.1.2. Where decisions of the supervisory board may have a different effect on the inter-
ests of the company’s shareholders, the supervisory board should treat all shareholders
impartially and fairly. It should ensure that shareholders are properly informed about the
company’s strategy, risk management and control, and resolution of conflicts of interest.
2.1.3. The supervisory board should be impartial in passing decisions that are significant
for the company’s operations and strategy. Members of the supervisory board should act
and pass decisions without an external influence from the persons who elected them.
2.1.4. Members of the supervisory board should clearly voice their objections in case they
believe that a decision of the supervisory board is against the interests of the company.
Independent members of the supervisory board should: a) maintain independence of their
analysis and decision-making; b) not seek or accept any unjustified privileges that might
compromise their independence.
2.1.5. The supervisory board should oversee that the company’s tax planning strategies
are designed and implemented in accordance with the legal acts in order to avoid faulty
practice that is not related to the long-term interests of the company and its shareholders,
which may give rise to reputational, legal or other risks.
2.1.6. The company should ensure that the supervisory board is provided with sufficient
resources (including financial ones) to discharge their duties, including the right to obtain
all the necessary information or to seek independent professional advice from external
legal, accounting or other experts on matters pertaining to the competence of the super-
visory board and its committees.
Irrelevant
Irrelevant
Irrelevant
Irrelevant
Irrelevant
Irrelevant
2.1. FUNCTIONS AND LIABILITY OF THE SUPERVISORY BOARD
The supervisory board of the company should ensure representation of the interests of the company and its shareholders, accountability of this body to the share-
holders and objective monitoring of the company’s operations and its management bodies as well as constantly provide recommendations to the management
bodies of the company. The supervisory board should ensure the integrity and transparency of the company’s financial accounting and control system.
Valstybės investicinis kapitalas UAB Annual report 2025
42
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
2.2.1. The members of the supervisory board elected by the general meeting of share-
holders should collectively ensure the diversity of qualifications, professional experience
and competences and seek for gender equality. With a view to maintain a proper balance
between the qualifications of the members of the supervisory board, it should be ensured
that members of the supervisory board, as a whole, should have diverse knowledge, opin-
ions and experience to duly perform their tasks.
2.2.2. Members of the supervisory board should be appointed for a specific term, subject
to individual re-election for a new term in office in order to ensure necessary development
of professional experience.
2.2.3. Chair of the supervisory board should be a person whose current or past positions
constituted no obstacle to carry out impartial activities. A former manager or manage-
ment board member of the company should not be immediately appointed as chair of the
supervisory board either. Where the company decides to depart from these recommen-
dations, it should provide information on the measures taken to ensure impartiality of the
supervision.
2.2.4. Each member should devote sufficient time and attention to perform his duties as a
member of the supervisory board. Each member of the supervisory board should under-
take to limit his other professional obligations (particularly the managing positions in other
companies) so that they would not interfere with the proper performance of the duties
of a member of the supervisory board. Should a member of the supervisory board attend
less than a half of the meetings of the supervisory board throughout the financial year of
the company, the shareholders of the company should be notified thereof.
2.2.5. When it is proposed to appoint a member of the supervisory board, it should be
announced which members of the supervisory board are deemed to be independent. The
supervisory board may decide that, despite the fact that a particular member meets all
the criteria of independence, he/she cannot be considered independent due to special
personal or company-related circumstances.
Irrelevant
Irrelevant
Irrelevant
Irrelevant
Irrelevant
Irrelevant
2.2. FORMATION OF THE SUPERVISORY BOARD
The procedure of the formation of the supervisory board should ensure proper resolution of conflicts of interest and effective and fair corporate governance.
Valstybės investicinis kapitalas UAB Annual report 2025
43
3.1.1. The management board should ensure the implementation of the company’s strategy
approved by the supervisory board if the latter has been formed at the company. In such
cases where the supervisory board is not formed, the management board is also respon-
sible for the approval of the company’s strategy.
3.1.2. As a collegial management body of the company, the management board performs
the functions assigned to it by the Law and in the articles of association of the company,
and in such cases where the supervisory board is not formed in the company, it performs
inter alia the supervisory functions established in the Law. By performing the functions
assigned to it, the management board should take into account the needs of the compa-
ny’s shareholders, employees and other interest groups by respectively striving to achieve
sustainable business development.
Yes
Yes
PRINCIPLE 3: MANAGEMENT BOARD
3.1. FUNCTIONS AND LIABILITY OF THE MANAGEMENT BOARD
The management board should ensure the implementation of the company’s strategy and good corporate governance with due regard to the interests of its
shareholders, employees and other interest groups.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
2.2.6. The amount of remuneration to members of the supervisory board for their activity
and participation in meetings of the supervisory board should be approved by the general
meeting of shareholders.
2.2.7. Every year the supervisory board should carry out an assessment of its activities. It
should include evaluation of the structure of the supervisory board, its work organisation
and ability to act as a group, evaluation of the competence and work efficiency of each
member of the supervisory board, and evaluation whether the supervisory board has
achieved its objectives. The supervisory board should, at least once a year, make public
respective information about its internal structure and working procedures.
Irrelevant
Irrelevant
Valstybės investicinis kapitalas UAB Annual report 2025
44
3.2.1. The members of the management board elected by the supervisory board or, if the
supervisory board is not formed, by the general meeting of shareholders should collec-
tively ensure the required diversity of qualifications, professional experience and compe-
tences and seek for gender equality. With a view to maintain a proper balance in terms of
the current qualifications possessed by the members of the management board, it should
be ensured that the members of the management board would have, as a whole, diverse
knowledge, opinions and experience to duly perform their tasks.
3.2.2. Names and surnames of the candidates to become members of the management
board, information on their educational background, qualifications, professional experi-
ence, current positions, other important professional obligations and potential conflicts
of interest should be disclosed without violating the requirements of the legal acts reg-
ulating the handling of personal data at the meeting of the supervisory board in which
the management board or individual members of the management board are elected.
In the event that the supervisory board is not formed, the information specified in this
paragraph should be submitted to the general meeting of shareholders. The management
Yes
Yes
3.2. FORMATION OF THE MANAGEMENT BOARD
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
3.1.3. The management board should ensure compliance with the laws and the internal
policy of the company applicable to the company or a group of companies to which this
company belongs. It should also establish the respective risk management and control
measures aimed at ensuring regular and direct liability of managers.
3.1.4. Moreover, the management board should ensure that the measures included into the
OECD Good Practice Guidance on Internal Controls, Ethics and Compliance are applied
at the company in order to ensure adherence to the applicable laws, rules and standards.
3.1.5. When appointing the manager of the company, the management board should take
into account the appropriate balance between the candidate’s qualifications, experience
and competence.
Yes
Yes
Yes
Valstybės investicinis kapitalas UAB Annual report 2025
45
board should, on yearly basis, collect data provided in this paragraph on its members and
disclose it in the company’s annual report.
3.2.3. All new members of the management board should be familiarised with their duties
and the structure and operations of the company.
3.2.4. Members of the management board should be appointed for a specific term, subject
to individual re-election for a new term in office in order to ensure necessary development
of professional experience and sufficiently frequent reconfirmation of their status.
3.2.5. Chair of the management board should be a person whose current or past positions
constitute no obstacle to carry out impartial activity. Where the supervisory board is not
formed, the former manager of the company should not be immediately appointed as chair
of the management board. Where the company decides to depart from these recommen-
dations, it should provide information on the measures taken to ensure impartiality of the
supervision.
3.2.6. Each member should devote sufficient time and attention to perform his duties as
a member of the management board. Should a member of the management board attend
less than a half of the meetings of the management board throughout the financial year
of the company, the supervisory board of the company or, if the supervisory board is not
formed at the company, the general meeting of shareholders should be notified thereof.
3.2.7. In the event that the management board is elected in the cases established by the
Law where the supervisory board is not formed at the company, and some of its members
will be independent, it should be announced which members of the management board
are deemed as independent. The management board may decide that, despite the fact
that a particular member meets all the criteria of independence established by the Law,
he/she cannot be considered independent due to special personal or company-related
circumstances.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
Yes
Yes
Yes
Yes
Yes
Valstybės investicinis kapitalas UAB Annual report 2025
46
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
3.2.8. The general meeting of shareholders of the company should approve the amount of
remuneration to the members of the management board for their activity and participation
in the meetings of the management board.
3.2.9. The members of the management board should act in good faith, with care and re-
sponsibility for the benefit and the interests of the company and its shareholders with due
regard to other stakeholders. When adopting decisions, they should not act in their per-
sonal interest; they should be subject to no-compete agreements and they should not use
the business information or opportunities related to the company’s operations in violation
of the company’s interests.
3.2.10. Every year the management board should carry out an assessment of its activities. It
should include evaluation of the structure of the management board, its work organisation
and ability to act as a group, evaluation of the competence and work efficiency of each
member of the management board, and evaluation whether the management board has
achieved its objectives. The management board should, at least once a year, make public
respective information about its internal structure and working procedures in observance
of the legal acts regulating the processing of personal data.
Yes
Yes
Yes
PRINCIPLE 4: RULES OF PROCEDURE OF THE SUPERVISORY BOARD AND THE MANAGEMENT BOARD OF THE COMPANY
The rules of procedure of the supervisory board, if it is formed at the company, and of the management board should ensure efficient operation and
decision-making of these bodies and promote active cooperation between the company’s management bodies.
4.1. The management board and the supervisory board, if the latter is formed at the com-
pany, should act in close cooperation in order to attain benefit for the company and its
shareholders. Good corporate governance requires an open discussion between the man-
agement board and the supervisory board. The management board should regularly and,
where necessary, immediately inform the supervisory board about any matters significant
for the company that are related to planning, business development, risk management
and control, and compliance with the obligations at the company. The management board
should inform the supervisory board about any derogations in its business development
from the previously formulated plans and objectives by specifying the reasons for this.
Yes
Valstybės investicinis kapitalas UAB Annual report 2025
47
4.2. It is recommended that meetings of the company’s collegial bodies should be held at
the respective intervals, according to the pre-approved schedule. Each company is free
to decide how often meetings of the collegial bodies should be convened but it is recom-
mended that these meetings should be convened at such intervals that uninterruptable
resolution of essential corporate governance issues would be ensured. Meetings of the
company’s collegial bodies should be convened at least once per quarter.
4.3. Members of a collegial body should be notified of the meeting being convened in
advance so that they would have sufficient time for proper preparation for the issues
to be considered at the meeting and a fruitful discussion could be held and appropriate
decisions could be adopted. Along with the notice of the meeting being convened all
materials relevant to the issues on the agenda of the meeting should be submitted to
the members of the collegial body. The agenda of the meeting should not be changed
or supplemented during the meeting, unless all members of the collegial body present at
the meeting agree with such change or supplement to the agenda, or certain issues that
are important to the company require immediate resolution.
4.4. In order to coordinate the activities of the company’s collegial bodies and ensure
effective decision-making process, the chairs of the company’s collegial supervision and
management bodies should mutually agree on the dates and agendas of the meetings
and close cooperate in resolving other matters related to corporate governance. Meet-
ings of the company’s supervisory board should be open to members of the management
board, particularly in such cases where issues concerning the removal of the manage-
ment board members, their responsibility or remuneration are discussed.
Yes
Yes
Yes
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
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48
5.1.1. Taking due account of the company-related circumstances and the chosen corpo-
rate governance structure, the supervisory board of the company or, in cases where the
supervisory board is not formed, the management board which performs the supervisory
functions, establishes committees. It is recommended that the collegial body should form
the nomination, remuneration and audit committees.
5.1.2. Companies may decide to set up fewer than three committees. In such case compa-
nies should explain in detail why they have chosen the alternative approach, and how the
chosen approach corresponds with the objectives set for the three different committees.
5.1.3. In the cases established by the legal acts the functions assigned to the committees
formed at companies may be performed by the collegial body itself. In such case the
provisions of this Code pertaining to the committees (particularly those related to their
role, operation and transparency) should apply, where relevant, to the collegial body as
a whole.
5.1.4. Committees established by the collegial body should normally be composed of at
least three members. Subject to the requirements of the legal acts, committees could
be comprised only of two members as well. Members of each committee should be se-
lected on the basis of their competences by giving priority to independent members of
the collegial body. The chair of the management board should not serve as the chair of
committees.
5.1.5. The authority of each committee formed should be determined by the collegial body
itself. Committees should perform their duties according to the authority delegated to
them and regularly inform the collegial body about their activities and performance on a
regular basis. The authority of each committee defining its role and specifying its rights
Irrelevant
Irrelevant
Yes
Yes
Irrelevant
5.1. PURPOSE AND FORMATION OF COMMITTEES
The committees formed at the company should increase the work efficiency of the supervisory board or, where the supervisory board is not formed, of the man-
agement board which performs the supervisory functions by ensuring that decisions are based on due consideration and help organise its work in such a way
that the decisions it takes would be free of material conflicts of interest. Committees should exercise independent judgment and integrity when performing their
functions and provide the collegial body with recommendations concerning the decisions of the collegial body. However, the final decision should be adopted by
the collegial body.
PRINCIPLE 5: NOMINATION, REMUNERATION AND AUDIT COMMITTEES
Valstybės investicinis kapitalas UAB Annual report 2025
49
and duties should be made public at least once a year (as part of the information dis-
closed by the company on its governance structure and practice on an annual basis). In
compliance with the legal acts regulating the processing of personal data, companies
should also include in their annual reports the statements of the existing committees on
their composition, the number of meetings and attendance over the year as well as the
main directions of their activities and performance.
5.1.6. With a view to ensure the independence and impartiality of the committees, the
members of the collegial body who are not members of the committees should normally
have a right to participate in the meetings of the committee only if invited by the commit-
tee. A committee may invite or request that certain employees of the company or experts
would participate in the meeting. Chair of each committee should have the possibility to
maintain direct communication with the shareholders. Cases where such practice is to be
applied should be specified in the rules regulating the activities of the committee.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
Irrelevant
5.2. NOMINATION COMMITTEE
5.2.1. The key functions of the nomination committee should be the following: 1) to select
candidates to fill vacancies in the membership of supervisory and management bodies
and the administration and recommend the collegial body to approve them. The nomina-
tion committee should evaluate the balance of skills, knowledge and experience in the
management body, prepare a description of the functions and capabilities required to
assume a particular position and assess the time commitment expected;
2) assess, on a regular basis, the structure, size and composition of the supervisory and
management bodies as well as the skills, knowledge and activity of its members, and
provide the collegial body with recommendations on how the required changes should be
sought; 4) devote the attention necessary to ensure succession planning.
5.2.2. When dealing with issues related to members of the collegial body who have em-
ployment relationships with the company and the heads of the administration, the manag-
er of the company should be consulted by granting him/her the right to submit proposals
to the Nomination Committee.
Irrelevant
Irrelevant
Valstybės investicinis kapitalas UAB Annual report 2025
50
5.3. REMUNERATION COMMITTEE
5.3.1. The main functions of the remuneration committee should be as follows: 1) submit
to the collegial body proposals on the remuneration policy applied to members of the su-
pervisory and management bodies and the heads of the administration for approval. Such
policy should include all forms of remuneration, including the fixed-rate remuneration,
performance-based remuneration, financial incentive schemes, pension arrangements
and termination payments as well as conditions which would allow the company to recov-
er the amounts or suspend the payments by specifying the circumstances under which it
would be expedient to do so; 2) submit to the collegial body proposals regarding individ-
ual remuneration for members of the collegial bodies and the heads of the administration
in order to ensure that they would be consistent with the company’s remuneration policy
and the evaluation of the performance of the persons concerned; 3) review, on a regular
basis, the remuneration policy and its implementation.
Irrelevant
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
The functions of the remuneration
committee are performed by the
management board.
5.4. AUDIT COMMITTEE
5.4.1. The key functions of the audit committee are defined in the legal acts regulating the
activities of the audit committee.
5.4.2. All members of the committee should be provided with detailed information on
specific issues of the company’s accounting system, finances and operations. The heads
of the company’s administration should inform the audit committee about the methods of
accounting for significant and unusual transactions where the accounting may be subject
to different approaches.
5.4.3. The audit committee should decide whether the participation of the chair of the
management board, the manager of the company, the chief finance officer (or senior
employees responsible for finance and accounting), the internal and external auditors in
its meetings is required (and, if required, when). The committee should be entitled, when
needed, to meet the relevant persons without members of the management bodies pres-
ent.
Irrelevant
Irrelevant
Irrelevant
The functions of the audit
committee are performed by the
management board.
Valstybės investicinis kapitalas UAB Annual report 2025
51
5.4.4. The audit committee should be informed about the internal auditor’s work pro-
gramme and should be furnished with internal audit reports or periodic summaries. The
audit committee should also be informed about the work programme of external auditors
and should receive from the audit firm a report describing all relationships between the
independent audit firm and the company and its group.
5.4.5. The audit committee should examine whether the company complies with the ap-
plicable provisions regulating the possibility of lodging a complaint or reporting anony-
mously his/her suspicions of potential violations committed at the company and should
also ensure that there is a procedure in place for proportionate and independent investi-
gation of such issues and appropriate follow-up actions.
5.4.6. The audit committee should submit to the supervisory board or, where the super-
visory board is not formed, to the management board its activity report at least once in
every six months, at the time that annual and half-yearly statements are approved.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
Irrelevant
Irrelevant
Irrelevant
The functions of the audit committee are
performed by the management board.
PRINCIPLE 6: PREVENTION AND DISCLOSURE OF CONFLICTS OF INTEREST
The corporate governance framework should encourage members of the company’s supervisory and management bodies to avoid conflicts of interest and ensure
a transparent and effective mechanism of disclosure of conflicts of interest related to members of the supervisory and management bodies.
Any member of the company’s supervisory and management body should avoid a
situation where his/her personal interests are or may be in conflict with the company’s
interests. In case such a situation did occur, a member of the company’s supervisory
or management body should, within a reasonable period of time, notify other members
of the same body or the body of the company which elected him/her or the company’s
shareholders of such situation of a conflict of interest, indicate the nature of interests
and, where possible, their value.
Yes
Valstybės investicinis kapitalas UAB Annual report 2025
52
PRINCIPLE 7: REMUNERATION POLICY OF THE COMPANY
The remuneration policy and the procedure for review and disclosure of such policy established in the company should prevent potential conflicts of interest and
abuse in determining remuneration of members of the collegial bodies and heads of the administration, in addition it should ensure the publicity and transparency
of the company’s remuneration policy and its long-term strategy.
7.1. The company should approve and post the remuneration policy on the website of the
company; such policy should be reviewed on a regular basis and be consistent with the
company’s long-term strategy.
7.2. The remuneration policy should include all forms of remuneration, including the fixed-
rate remuneration, performance-based remuneration, financial incentive schemes, pen-
sion arrangements and termination payments as well as the conditions specifying the
cases where the company can recover the disbursed amounts or suspend the payments.
7.3. With a view to avoid potential conflicts of interest, the remuneration policy should
provide that members of the collegial bodies which perform the supervisory functions
should not receive remuneration based on the company’s performance.
7.4. The remuneration policy should provide sufficient information on the policy regarding
termination payments. Termination payments should not exceed a fixed amount or a fixed
number of annual wages and in general should not be higher than the non-variable com-
ponent of remuneration for two years or the equivalent thereof. Termination payments
should not be paid if the contract is terminated due to inadequate performance.
7.5. In the event that the financial incentive scheme is applied at the company, the remu-
neration policy should contain sufficient information about the retention of shares after
the award thereof. Where remuneration is based on the award of shares, shares should
not be vested at least for three years after the award thereof. After vesting, members
of the collegial bodies and heads of the administration should retain a certain number
of shares until the end of their term in office, subject to the need to compensate for any
costs related to the acquisition of shares.
Yes
Yes
Yes
Irrelevant
Irrelevant
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
Valstybės investicinis kapitalas UAB Annual report 2025
53
7.6. The company should publish information about the implementation of the remuner-
ation policy on its website, with a key focus on the remuneration policy in respect of the
collegial bodies and managers in the next and, where relevant, subsequent financial years.
It should also contain a review of how the remuneration policy was implemented during
the previous financial year. The information of such nature should not include any details
having a commercial value. Particular attention should be paid on the major changes in the
company’s remuneration policy, compared to the previous financial year.
7.7. It is recommended that the remuneration policy or any major change of the policy
should be included on the agenda of the general meeting of shareholders. The schemes
under which members and employees of a collegial body receive remuneration in shares
or share options should be approved by the general meeting of shareholders.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
Yes
Yes
PRINCIPLE 8: ROLE OF STAKEHOLDERS IN CORPORATE GOVERNANCE
The corporate governance framework should recognise the rights of stakeholders entrenched in the laws or mutual agreements and encourage active cooperation
between companies and stakeholders in creating the company value, jobs and financial sustainability. In the context of this principle the concept “stakeholders”
includes investors, employees, creditors, suppliers, clients, local community and other persons having certain interests in the company concerned.
8.1. The corporate governance framework should ensure that the rights and lawful inter-
ests of stakeholders are protected.
8.2. The corporate governance framework should create conditions for stakeholders to
participate in corporate governance in the manner prescribed by law. Examples of partici-
pation by stakeholders in corporate governance include the participation of employees or
their representatives in the adoption of decisions that are important for the company, con-
sultations with employees or their representatives on corporate governance and other im-
portant matters, participation of employees in the company’s authorised capital, involve-
ment of creditors in corporate governance in the cases of the company’s insolvency, etc.
Yes
No
Valstybės investicinis kapitalas UAB Annual report 2025
54
8.3. Where stakeholders participate in the corporate governance process, they should
have access to relevant information.
8.4. Stakeholders should be provided with the possibility of reporting confidentially any
illegal or unethical practices to the collegial body performing the supervisory function.
Yes
Yes
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
PRINCIPLE 9: DISCLOSURE OF INFORMATION
The corporate governance framework should ensure the timely and accurate disclosure of all material corporate issues, including the financial situation,
operations and governance of the company.
9.1. In accordance with the company’s procedure on confidential information and commer-
cial secrets and the legal acts regulating the processing of personal data, the information
publicly disclosed by the company should include but not be limited to the following: 9.1.1.
operating and financial results of the company; 9.1.2. objectives and non-financial informa-
tion of the company; 9.1.3. persons holding a stake in the company or controlling it directly
and/or indirectly and/or together with related persons as well as the structure of the group
of companies and their relationships by specifying the final beneficiary; 9.1.4. members of
the company’s supervisory and management bodies who are deemed independent, the
manager of the company, the shares or votes held by them at the company, participation
in corporate governance of other companies, their competence and remuneration; 9.1.5. re-
ports of the existing committees on their composition, number of meetings and attendance
of members during the last year as well as the main directions and results of their activities;
9.1.6. potential key risk factors, the company’s risk management and supervision policy;
9.1.7. the company’s transactions with related parties; 9.1.8. main issues related to employ-
ees and other stakeholders (for instance, human resource policy, participation of employ-
ees in corporate governance, award of the company’s shares or share options as incentives,
relationships with creditors, suppliers, local community, etc.); 9.1.9. structure and strategy
of corporate governance; 9.1.10. initiatives and measures of social responsibility policy and
anti-corruption fight, significant current or planned investment projects. This list is deemed
minimum and companies are encouraged not to restrict themselves to the disclosure of in-
formation included into this list. This principle of the Code does not exempt companies from
their obligation to disclose information as provided for in the applicable legal acts.
Yes
Valstybės investicinis kapitalas UAB Annual report 2025
55
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant Explanations
9.2. When disclosing the information specified in paragraph 9.1.1 of recommendation 9.1,
it is recommended that the company which is a parent company in respect of other com-
panies should disclose information about the consolidated results of the whole group of
companies.
9.3. When disclosing the information specified in paragraph 9.1.4 of recommendation 9.1,
it is recommended that the information on the professional experience and qualifications
of members of the company’s supervisory and management bodies and the manager of
the company as well as potential conflicts of interest which could affect their decisions
should be provided. It is further recommended that the remuneration or other income of
members of the company’s supervisory and management bodies and the manager of the
company should be disclosed, as provided for in greater detail in Principle 7.
9.4. Information should be disclosed in such manner that no shareholders or investors
are discriminated in terms of the method of receipt and scope of information. Information
should be disclosed to all parties concerned at the same time.
Yes
Yes
Yes
PRINCIPLE 10: SELECTION OF THE COMPANY’S AUDIT FIRM
The company’s audit firm selection mechanism should ensure the independence of the report and opinion of the audit firm.
10.1. With a view to obtain an objective opinion on the company’s financial condition and
financial results, the company’s annual financial statements and the financial information
provided in its annual report should be audited by an independent audit firm.
10.2. It is recommended that the audit firm would be proposed to the general meeting of
shareholders by the supervisory board or, if the supervisory board is not formed at the
company, by the management board of the company.
10.3. In the event that the audit firm has received remuneration from the company for the
non-audit services provided, the company should disclose this publicly. This information
should also be available to the supervisory board or, if the supervisory board is not formed
at the company, by the management board of the company when considering which audit
firm should be proposed to the general meeting of shareholders.
Yes
Yes
Yes
Valstybės investicinis kapitalas UAB Annual report 2025
56
10. INFORMATION ON COMPLIANCE WITH THE GUIDELINES FOR ENSURING TRANSPARENCY OF THE ACTIVITIES
VIK adheres to the requirements of Resolution No. 1052 of the Government
of the Republic of Lithuania of 14 July 2010 “On the approval of the descrip-
tion of the guidelines for ensuring transparency of the activities of state-
owned enterprises” (hereinafter referred to as the Transparency Guidelines).
The implementation of the Transparency Guidelines is largely ensured by
the disclosure of information in the management report, as well as on the
websites https://www.vika.lt/ and https://nasdaqbaltic.com, so that the in-
formation is readily available to interested parties in an easily accessible
and comprehensible form.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant
Information on all material corporate issues, including the fi-
nancial situation, operations and governance of the company
should be disclosed in a timely and accurate manner.
Information should be disclosed in such manner that no share-
holders or investors are discriminated in terms of the method
of receipt and scope of information. Information should be
disclosed to all parties concerned at the same time.
It is recommended to publish notices about material events
before or after the trading session of Vilnius Stock Exchange
to provide all shareholders and investors of the Company
with equal opportunities to access the information and make
appropriate investment decisions.
It is recommended to publish the company’s management
report, the set of financial statements and other periodical
reports prepared by the company on the company’s website;
Yes
Yes
Yes
Yes
placement of the company’s notices about material events
and dynamics of the prices of the company’s shares on the
stock exchange is also recommended.
Modes of information dissemination should ensure unbiased,
timely and cost-effective access to the information for in-
formation users, and in the cases established by the legis-
lation – free access. Use of information technologies is rec-
ommended for spreading information at the larger scale, for
example, publishing information on the company’s website.
It is recommended to publish and place information on the
company’s website not only in Lithuanian but also in English,
if possible and needed – in other languages as well.
In the event that the audit firm has received remuneration
from the company for the non-audit services provided, the
company should disclose this to its shareholders. This in-
formation should also be available to the supervisory board
or, if the supervisory board is not formed at the company,
to the management board of the company when considering
which audit firm should be proposed at the general meeting
of shareholders.
The company’s activity and financial results are disclosed.
The holding company discloses consolidated results.
Persons owning or controlling the package of the company’s
shares are disclosed.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant
Yes
Yes
Yes
Irrelevant
Yes
General requirements
Valstybės investicinis kapitalas UAB Annual report 2025
57
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant
Yes
Yes
Yes
Yes
Yes
Yes
Irrelevant
Members of the company’s supervisory and management
bodies, the manager of the company, and their remunera-
tions are disclosed. It is recommended that the information
on the professional experience and qualifications of members
of the company’s supervisory and management bodies and
the manager of the company as well as potential conflicts of
interest which could affect their decisions should be provid-
ed. It is further recommended that the remuneration or other
income of members of the company’s supervisory and man-
agement bodies and the manager of the company should be
disclosed.
Potential predicted material risk factors are disclosed.
Transactions of the company and associated persons, also
transactions concluded outside the course of the usual activ-
ity of the company are disclosed.
Main matters concerning the employees and other stakehold-
ers are disclosed. Disclosure of information about the rela-
tions of the company and stakeholders, such as employees,
creditors, suppliers, local community, including the corporate
policy regarding human resources, programmes of involve-
ment of employees in the company’s share capital, etc., is
recommended.
The structure and strategy of the company’s management are
disclosed.
Material information about the governance procedure effec-
tive in the company.
Powers of every committee defining its role and naming its
rights and duties.
PRINCIPLES/RECOMMENDATIONS Yes/No/Irrelevant
Minutes of the general meetings of shareholders (in Lithu-
anian and English and/or other foreign languages) are pub-
lished. Such documents may be published on the company’s
website of public access to the extent that their public dis-
closure is not detrimental to the company or the company’s
commercial secrets are not revealed.
Report on the remuneration policy is published.
Report on compliance by the company with the NASDAQ OMX
Vilnius Corporate Governance Code for Listed Companies is
published.
Not applicable,
as VIK has only
one shareholder.
Yes
Yes
The Transparency Guidelines stipulate publishing of information on the internet
Goals and objectives of the company set by the shareholder;
Financial results;
Operating results;
Present number of the staff;
Yearly wage bill;
Monthly salary of the managers and their deputies;
Purchases and investments made, in progress and planned
during the financial year;
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
The Transparency Guidelines stipulate publishing of information on the internet
The Transparency Guidelines stipulate publishing of
information on the internet
Accounting is kept according to the International Financial
Accounting Standards.
Set of annual financial statements is audited according to the
International Auditing Standards.
Management report is published on the website by 30 April.
Valstybės investicinis kapitalas UAB Annual report 2025
58
Annual report contains the following:
Activity strategy and goals (financial and non-financial), un-
less it constitutes a commercial secret of the state-owned
enterprise (if activity strategy and goals of a state-owned en-
terprise contains information considered as commercial se-
cret, a shortened activity strategy and goals excluding the
above-mentioned information is published (presented);
Compliance of the achieved operating results with the activity
goals of the state-owned enterprise;
Man events with material importance for the activity of a
state-owned enterprise that took place during the reporting
period;
Information about the market of services provided or products
manufactured, unless it is a commercial secret;
Main clients and their main groups, unless it is a commercial
secret. If state-owned enterprises disclose information about
segments, the main clients are presented by individual seg-
ments;
Investments during the reporting period, major investment
projects in progress or planned;
Total yearly wage bill, average monthly salary by positions
and/or divisions;
Social, environmental initiatives and policy under implemen-
tation;
Information about adherence to the Transparency Guidelines:
it is specified how they are implemented, which clauses are
disregarded and why;
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Irrelevant
Yes
Main financial indicators describing the activity (profitability,
liquidity, asset effectiveness), their dynamics during 3 years;
Management bodies;
Information about the audit of annual financial statements
completed (the entity that conducted the audit, remuneration
for auditing); other significant information affecting the activ-
ity of the state-owned enterprise, which came to light prior to
the publication of the management report;
Information and reports that a listed company must disclose
in its annual report according to the Republic of Lithuania Law
on Financial Reporting and the NASDAQ OMX Vilnius Corpo-
rate Governance Code for Listed Companies;
Dividends policy;
Information about the progress of implementation of the ac-
tivity strategy and goals (financial and non-financial).
https://www.vika.lt/
Information about special liabilities under implementation and
the independent auditor’s report on annual financial state-
ments are published on the website by 30 April.
Yes
Yes
Yes
Yes
Yes
Yes
Valstybės investicinis kapitalas UAB Annual report 2025
59
Alongside the Annual report, a shareholder is provided
with the following:
Information about the salary of the managers in the last year.
Performance indicators applied to determine the variable
part of the managers’ monthly salary, implementation of the
above-mentioned indicators, the variable part of the manag-
ers’ monthly salary determined (in Euro and the percentage
of the fixed part of the managers’ monthly salary), and the
variable part of the monthly salary paid (in Euro and the per-
centage of the fixed part of the managers’ monthly salary).
Yes
Yes
Interim report
State-owned enterprises of category I or II prepare an interim
report for 6 months, which is published on the website by
31 August. Interim report briefly presents the most significant
information about the indicators characterising the activity of
the state-owned enterprise and their changes compared to
the previous periods.
A set of 6 months’ interim financial statements is prepared
and published on the internet by 31 August.
Yes
Yes
Valstybės investicinis kapitalas UAB
FOR FINANCIAL YEAR ENDED
ON 31 DECEMBER 2025
FINANCIAL STATEMENTS
PREPARED ACCORDING TO THE INTERNATIONAL
FINANCIAL REPORTING STANDARDS ADOPTED
FOR APPLICATION
IN THE EUROPEAN UNION
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
61
STATEMENT OF FINANCIAL POSITION
3.1
3.2
3.3
3.4
3.4
3.10
3.5
Other non-current assets
Shares of associated companies
Financial assets at fair value the change in
which is recognised as profit or loss
Deferred income tax assets
Total non-current assets
Current assets
Deferred expenses
Current prepayments
Cash and cash equivalents
Total current assets
OTAL ASSETS
EQUITY AND LIABILITIES
Equity
Authorised capital
Legal reserve
Retained earnings (loss)
Total equity
Non-current liabilities
Issued bonds
Total non-current liabilities
Current liabilities
Issued bonds
Amounts payable to employees
Other amounts payable and accrued
expenses
Total current liabilities
Total liabilities
TOTAL EQUITY AND LIABILITIES
14 845
36 287 440
106 867 647
-
143 169 932
37 068
3 688
19 060 597
19 101 353
162 271 285
101 200 000
6 777 798
3 761 049
111 738 847
49 931 695
49 931 695
567 653
13 242
19 848
600 743
50 532 438
162 271 285
ASSETS Notes 31/12/2025 31/12/2024
Non-current assets
-
459 375
187 815 781
4 929
188 280 085
33 703
-
20 118 450
20 152 153
208 432 238
101 200 000
-
6 811 857
108 011 857
24 970 849
24 970 849
75 435 323
5 586
8 623
75 449 532
100 420 381
208 432 238
The notes provided below form an
integral part of these financial
statements.
These financial statements were
authorised on 2 April 2026 by:
On behalf of Valstybės investicinis
kapitalas UAB
Accounting Manager
VAIDAS DAKTARIŪNAS
CEO
MARTA JABLONSKĖ
CFO
INGA ČĖSNIENĖ
Authorised person of Nordgain UAB
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
62
STATEMENT OF COMPREHENSIVE INCOME
OPERATING INCOME
Financial year ended on
31/12/2025
Financial year ended on
31/12/2024
Notes
Other income from financial activities
Change in the value of financial assets
accounted at their fair value, a change of
which is recognised as profit or loss
GROSS PROFIT
Operating expenses
Interest expensess
TOTAL OPERATING EXPENSES
PROFIT BEFORE TAXES
Income tax (expense) benefit
NET PROFIT
Other comprehensive income
Total comprehensive income
Basic and diluted earnings per share
(EUR per share)
3.6
3.9
3.7
3.8
3.11
3.12
3.12
305 209
5 051 866
5 357 075
(516 566)
(1 074 531)
(1 591 097)
3 765 978
(4 929)
3 761 049
-
3 761 049
0,3716
20 690
9 405 634
9 426 324
(289 348)
(1 001 112)
(1 290 460)
8 135 864
-
8 135 864
-
8 135 864
0,8039
The notes provided below form an integral part of these financial statements.
These financial statements were authorised on 2 April 2026 by:
On behalf of Valstybės investicinis kapitalas UAB
VAIDAS DAKTARIŪNAS MARTA JABLONSKĖ
CEO CFO
Accounting Manager
INGA ČĖSNIENĖ
Authorised person of Nordgain UAB
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
63
STATEMENT OF CHANGES IN EQUITY
Authorised capital
Retained earnings
(loss)
Legal reserve
Total
Balance on 31 December 2023
Net profit
Balance on 31 December 2024
Transfers to the legal reserve
Dividends
Net profit
Balance on 31 December 2025
101 200 000
-
101 200 000
-
-
-
101 200 000
-
-
-
6 777 798
-
-
6 777 798
(1 324 007)
8 135 864
6 811 857
(6 777 798)
(34 059)
3 761 049
3 761 049
99 875 993
8 135 864
108 011 857
-
(34 059)
3 761 047
111 738 847
These financial statements were authorised on 2 April 2026 by:
On behalf of Valstybės investicinis kapitalas UAB
VAIDAS DAKTARIŪNAS MARTA JABLONSKĖ
CEO CFO
Accounting Manager
INGA ČĖSNIENĖ
Authorised person of Nordgain UAB
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
64
CASH FLOW STATEMENT
Pastabos
Finansiniai metai,
pasibaigę 2024.12.31
Finansiniai metai,
pasibaigę 2025.12.31
Cash flows from operating activities
Revenue of reporting period
Investment repayment
Reporting period income
Wage payments
Paid taxes
Payments to suppliers
Expenses related to issue of bonds
Other payments
Net cash flows from operating activities
Investment acquisition
Received interest
Net cash flows from investing activity
Cash flows from financing activities
Issue of bonds
Redemption of bonds
Bonds interest paid
Dividend payment
Net cash flows from financing activities
Effect of foreign exchange difference on the
balance of cash and cash equivalents
Net increase (decrease) in cash flows
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
3.2
3.1
3.6
3.3
86 000 000
86 000 000
(631 939)
(126 961)
(123 051)
(260 988)
(20 000)
(100 939)
85 368 061
(35 828 065)
305 209
(35 522 856)
25 000 000
(75 000 000)
(869 000)
(34 059)
(50 903 059)
-
(1 057 853)
20 118 450
19 060 597
20 000 000
20 000 000
(346 529)
(82 173)
(75 688)
(143 461)
(20 000)
(25 207)
19 653 471
(459 375)
20 690
(438 685)
-
-
(869 000)
-
(869 000)
-
18 345 786
1 772 664
20 118 450
These financial statements were authorised on
2 April 2026 by:
Accounting Manager
INGA ČĖSNIENĖ
Authorised person of Nordgain UAB
On behalf of Valstybės investicinis kapitalas UAB
VAIDAS DAKTARIŪNAS MARTA JABLONSKĖ
CEO CFO
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
65
NOTES TO THE FINANCIAL STATEMENTS
1. GENERAL INFORMATION
Valstybės investicinis kapitalas UAB (hereinafter referred to as the Company
or Enterprise) is a limited liability company registered in the Republic of Lith-
uania. Its business seat is at: Gedimino pr. 38, Vilnius, Republic of Lithuania.
The Company’s operations are focused on the long-term strengthening
and modernisation of the Lithuanian economy. The key goals of the Com-
pany remain the same, such as: successful finalisation of participation in
the founded Limited Partnership Pagalbos verslui fondas, which helped the
economy to recover from the COVID-19 pandemic consequences, redemp-
tion of the bonds with the state guarantee issued for the latter purpose,
further contribution to the Lithuanian capital market development, private
capital attraction to important projects, and investment into strategically
significant fields for the national economy.
The Company was registered on 26 August 2020. On 31 December 2025
and 31 December 2024, the Republic of Lithuania, code 111105555, owned
100% of the authorised capital of the Company.
The registered authorised capital of the Company is EUR 101 200 000, con-
sisting of 10 120 000 ordinary registered shares of the par value of EUR 10
each. The authorised capital did not change during both periods. On 31
December 2025 and 31 December 2024, all shares were fully paid.
On 31 December 2025, the average yearly number of the Company’s em-
ployees was 4. On 31 December 2024 – 1.
The financial year of the Company coincides with a calendar year.
2. BASIS FOR PREPARATION OF FINANCIAL STATEMENTS
The main accounting policies applied during preparation of the Company’s
financial statements for the financial year that ended on 31 December 2025
are as follows:
2.1. Confirmation of compliance
The Company prepared its financial statements according to the Interna-
tional Financial Reporting Standards (IFRS) applicable in the European Union
(hereinafter referred to as the EU).
2.2. Basis for presentation of financial statements
Financial statements were prepared on the basis of the historical cost, ex-
cept for revaluation of certain financial instruments, which in the end of
every reporting period are evaluated at their revalued or fair value, as ex-
plained further down in the accounting policy.
The financial year of the Company starts on 1 January and finishes on 31
December.
Financial statements were prepared in Euro (EUR).
The below-described accounting policy was consistently applied to all pe-
riods provided in the present financial statements, unless otherwise stated.
2.3. Equity
Equity consists of the paid share of the authorised capital, retained profit
(loss).
Subscribed authorised capital is accounted and disclosed in the financial
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
66
statements at its full value, irrespective of the paid-up amount. Unpaid
shares are accounted and disclosed in the financial statements for the con-
tra account (item) of the authorised capital.
If a decision is made to increase or reduce the authorised capital, the in-
crease or reduction is registered in accounting when amendments to the ar-
ticles of association of the company are registered following the procedure
established by legal acts.
2.4. Expense recognition
Expenses are recognised based on accrual and comparison principles in the
reporting period when revenue associated with these expenses is earned,
regardless of the timing of payment for these expenses.
At present, expenses of the Company consist of wages and related taxes,
vacation reserve accruals, accounting service expenses, insurance expens-
es, board members’ remunerations, recruitment costs, and expenses for le-
gal and other consulting services.
2.5. Income tax and deferred income tax
Income tax expenses consist of the expenses of the income tax and de-
ferred income tax of the current year. Income tax is assessed in accordance
with the requirements laid down in the tax laws of the Republic of Lithuania.
2.5.1. Current year tax
Current year tax is paid on the basis of taxable profit. Taxable profit differs
from the profit presented in the profit (loss) statement and statement of
other comprehensive income because of next year’s taxable or creditable
income or expenses and because of income or expenses that are never tax-
able or creditable. The Company’s liability regarding current year income tax
is assessed according to the income tax rate that was effective on the day
of preparation of the statement of financial position. The standard income
tax rate applicable to companies of the Republic of Lithuania for the year
that ended on 31 December 2025 is 16 per cent (on 31 December 2024 – 15
per cent).
2.5.2. Deferred tax
Deferred tax is recognised as the differences between the carrying amounts
of assets and liabilities in the financial statements and the corresponding
tax bases. Deferred tax liabilities are recognised jointly for all temporary
differences. Deferred tax assets are recognised at the amount that is likely
to reduce the taxable income in the future through realisation of temporary
differences. The above-mentioned deferred assets and liabilities are not
recognised, if temporary differences are related to prestige or initial recog-
nition of assets or liabilities (of others than during business merger), at the
moment of a rise (transactions) of which no impact is made on taxable or
financial income.
Deferred income tax assets are subject to revision on the closing day of
every reporting period and are reduced if the Company does not expect to
have sufficient taxable profit for such assets realisation down to the amount
expected to reduce the taxable profit in the future.
Deferred tax assets and liabilities are evaluated according to the effective
tax rate to be applied in the year in which the temporary differences are
planned to be covered or paid, based on the tax rates (and tax laws) which
are or will be approved before the end of the reporting period. Deferred tax
assets and liabilities reflect taxation consequences expected by the Com-
pany for the end of the reporting period in order to pay or cover its assets
or liabilities.
2.5.3. Current year’s and deferred tax for the period
Tax for the current year and deferred tax are accounted as expenses in
profit or loss.
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
67
Deferred income assets are accounted in the statement of financial position
when the management expects planned taxable income to be received in
the nearest future, that will be sufficient for realisation of assets. If some de-
ferred tax assets are likely not to be realised, then the deferred tax amount
concerned is not recognised in financial statements.
2.6. Financial instruments
Financial assets and financial liabilities are evaluated at their fair value
during initial recognition. Transaction expenses that are directly related to
acquisition and spending of financial assets (except for financial assets and
financial liabilities, changes in the fair value of which are recognised through
profit or loss) during the initial recognition are added to or deducted from
the fair value of financial assets or financial liabilities, accordingly. Transac-
tion expenses that are directly related to financial assets or financial liabil-
ities, presented at their fair value through profit or loss, are recognised at
once in profit or loss.
Financial instrument is any agreement resulting in financial assets for one
company and financial liability or equity instrument for the other.
Recognition and recognition cancellation in the statement of financial po-
sition.
The Company recognises financial assets or financial liabilities in its state-
ment of financial position at the time and only when it becomes a party to
the contractual terms of an instrument.
Purchase or sale of financial assets are recognised by the Company or their
recognition is cancelled on the day of concluding a transaction. Recognition
of financial assets is cancelled by the Company in the statement of financial
position at the time and only when:
the validity term of contractual rights to cash flows from financial
assets expires; or
the Company transfers its financial assets to the other party.
The Company stops recognising financial liability (or a part of the financial
liability) in the statement of financial position at the time and only when the
liability concerned is cancelled, i.e. when the duty laid down in the agree-
ment:
is fulfilled; or
revoked; or
expires.
Financial assets are divided by the Company into the following categories:
measured at the amortised cost,
measured at their fair value, any change of which is recognised as
profit or loss.
The Company attributes debt financial assets to an appropriate category
depending on the business model of financial assets management and con-
tractual properties of cash flows for appropriate financial assets. Business
model applied to the group of financial assets is determined considering
how all groups of financial assets are managed in joint pursuit of the specific
business goal of the Company.
Company’s investments into equity securities when the Company has no
control over or significant impact on the company into which it invested
are accounted at the fair value, any changes in the value of which are rec-
ognised as profit or loss.
The Company attributes cash and cash equivalents to the assets evaluated
at the amortised cost.
The Company evaluates all financial liabilities at the amortised cost.
The Company attributes trade liabilities, bonds, borrowed amounts to the
financial liabilities evaluated at the amortised cost.
During the initial recognition of bonds, expenses related to bonds distribu-
tion and any discount arising during distribution are recognised at the ac-
quisition cost of bonds and recognised in the profit (loss) statement within
the bond term (until their redemption) by applying the calculated interest
rate.
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
68
2.7 Cash and cash equivalents
Cash and cash equivalents consist of cash on hand, cash in transit and
cash at bank, demand deposits and other current highly liquid investments
of maximum three months maturity (from the acquisition day) that can be
easily converted into the known cash amounts and which are subject to
insignificant risk of fluctuations in value.
Cash and cash equivalents in the statements of cash flows consist of cash
on hand, short-term bank deposits, other current highly liquid investments.
2.8. Investments in an associate
The Company accounts for its investments in an associate using the cost
method, subject to impairment. At the end of each period, the Company
determines whether there are objective reasons that could indicate an im-
pairment of the investment in an associate.
2.9. Payments to employees
Short-term payments to employees are recognised as current expenses
during the period of service provision by employees. Payments include sal-
aries, wages, social insurance benefits, bonuses, paid leave, etc. There are
no long-term payments to employees.
2.10. Evaluation at the fair value
Most accounting principles and disclosures of the Company require estab-
lishment of the fair value of financial and non-financial assets and liabilities.
The fair value is a price, at which on the day of valuation the assets would
be sold, or a liability would be transferred under an orderly transaction con-
cluded between market participants on the main market, and if none exists
– on the most favourable market accessible by the Company on the day of
valuation. The fair value of a liability shows the effect of risk of its default.
Fair values are established according to quoted market prices, analyses of
discounted cash flows, and option price models, whichever applies.
When establishing the fair value of an asset or liability, the Company refers
to available market data, whenever possible. Fair values are presented in
the below-stated three hierarchical levels of fair value, based on variables
applied in the valuation methods:
1st level: prices quoted on the active markets of the same asset or liability
(unadjusted).
2nd level: other variables, except for the quoted asset or liability prices in-
cluded into the 1st level, which are monitored directly (i.e. same as prices)
or indirectly (i.e. derived from prices).
3rd level: asset or liability variables not based on monitored market data
(not monitored variables).
If variables used to establish the fair value of an asset or liability can be
attributed to different hierarchical levels of the fair value, the hierarchical
level of the fair value, to which the total fair value established is attributed,
must be determined on the basis of the lowest level variable relevant for
establishing the total fair value.
The Company recognises amounts moved between the hierarchical levels
of fair value at the end of the reporting period, in which the change took
place.
2.11. Related parties
Parties recognised related to the Company include shareholders, Board
members, their family members and companies having direct or indirect (via
intermediary) control of the Company or under control separately or togeth-
er with the other party, which is recognised as related party, provided that
the latter relationship entitles one of the parties to control the other party
or make significant impact on the other party when making financial and
management decisions.
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
69
2.12. Contingencies
Contingent liabilities are not recognised in financial statements, except for
contingent liabilities in business mergers. Contingent liabilities are disclosed
in the financial statements unless the probability that these liabilities will
cause the outflow of economic resources is remote.
Contingent assets are not recognised in the financial statements, but they
are disclosed in the financial statement when it is likely that economic ben-
efits will flow to the entity.
2.13. Post-balance sheet events
Events after the reporting period, which provide additional information about
the Company’s situation on the day of preparation of the statement of fi-
nancial position (adjusting events) are reflected in the financial statements.
Post-reporting events, other than adjusting events, occurring after the bal-
ance sheet date are disclosed in the notes when their impact is significant.
2.14. Important accounting estimates and management’s decisions
The Company conducted the analysis and made the conclusion that it does
not have control of Limited Partnership Pagalbos verslui fondas (hereinafter
referred to as the Fund) and does not make significant impact on the Fund.
During the reporting period, the Company had no power to manage the
Fund, held no voting rights granted by equity instruments, had no possibility
to manage important activity directly or through other economic entities.
The Company is entitled to variable return, however it cannot make direct
decisions on the amount of a variable return or the period when it has to be
paid.
The Company’s investment into the Fund is evaluated at the fair value de-
termined on the basis of the net assets of the Fund. All investments by the
Fund are evaluated at the fair value, the carrying amount of current amounts
receivable and payable and of cash and cash equivalents of the Fund is very
close to their fair value, therefore the net assets of the Fund are also eval-
uated at the fair value.
2.15. Initial application of the amendments to the new effective
standards during the reporting period
Application of the new and revised International Financial Reporting Stan-
dards (IFRS)
(a) New and/or revised standards and their interpretations applicable from
1 January 2025:
The following revised standards issued by the International Accounting
Standards Board (IASB) and adopted by the EU, additions to and interpre-
tations of the existing standards, which were applied by the Company this
year, are currently in effect:
Amendments to the IAS 21 The Effects of Changes in Foreign Ex-
change Rates: Lack of Exchangeability (applicable for yearly periods start-
ing from 1 January 2025).
Application of the above-mentioned standards, their amendments and in-
terpretations did not have significant impact on the financial statements of
the Company.
(b) Standards, amendments to and interpretations of the effective stan-
dards, issued by the IASB and adopted by the EU, but not in effect yet:
On the date of signing the present financial statements, the Company did
not prematurely apply the following new and revised IFRS standards, their
amendments and interpretations, that are already approved but not in effect
yet:
Annual improvements to the IFRS – Volume 11 (applicable for yearly
periods starting from 1 January 2026);
Nature-dependent electricity contracts: amendments to the IFRS 9
and IFRS 7 (applicable for yearly periods starting from 1 January 2026);
Amendments to the Classification and Measurement of Financial
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
70
Instruments (amendments to the IFRS 9 and IFRS 7) (applicable for yearly
periods starting from 1 January 2026).
The Company’s management does not expect application of the above-men-
tioned standards, their amendments and interpretations to have significant
impact on the financial statements of the Company during the period of
their initial application.
(c) Standards, amendments to and interpretations of the effective stan-
dards, which are not effective and not approved by the EU yet:
The IFRS currently adopted by the EU almost do not differ from the stan-
dards approved by the IASB, except for the standards, amendments to the
currently effective standards and interpretations, which are not approved
by the EU yet (effective dates apply to the IFRS to the full extent). The
above-mentioned standards, their amendments and interpretations are pro-
vided below:
IFRS 19 Subsidiaries without Public Accountability: Disclosures (ap-
plicable for yearly periods starting from 1 January 2027);
IFRS 18 Presentation and Disclosure in Financial Statements (appli-
cable for yearly periods starting from 1 January 2027);
Amendments to the IFRS 21 The Effects of Changes in Foreign Ex-
change Rates: Translation to a Hyperinflationary Presentation Currency (ap-
plicable for yearly periods starting from 1 January 2027);
Amendments to the IFRS 19 Subsidiaries without Public Account-
ability (applicable for yearly periods starting from 1 January 2027).
The Company’s management does not expect application of the above-men-
tioned standards, their amendments and interpretations to have significant
impact on the financial statements of the Company during the period of
their initial application.
2.16. Management of financial risks and capital
Any type of investment is inseparable from risk. Investments into the Fund
involve long-term risk. The main types of risks encountered by the Company
in its daily activities include credit risk, operational risk, liquidity risk, and
market risk, risk of price fluctuations of securities. Optimal and balanced risk
management serves as the basis for effective assurance of the Company’s
activity stability.
Credit risk. It is a risk of the other party’s inability to fulfil its obligations to
the Company. The Company applies measures that ensure transactions are
concluded with trustworthy clients and the amount of transactions does
not exceed the credit risk limits at all times. The Company has not issued
guarantees for other parties’ obligations. Credit risk is insignificant for the
Company. Maximum credit risk of the Company is equal to its total financial
assets – EUR 188 275 156.
Liquidity risk. It is a risk of incapability to fulfil own payment obligations in
time. The Company manages the liquidity risk by reserving sufficient quan-
tity of cash and cash equivalents, securing financing, fulfilment of planned
obligations. Before the next financial year, the Company makes the Com-
pany’s budget for the next year, while necessary amount of cash or cash
equivalents needed to cover the Company’s liabilities is called by the Com-
pany (as investment repayment) from the Fund before the new financial
year starts.
The Company aims to secure sufficient flows of cash and cash equivalents
to fulfil the existing liabilities. Liabilities based on undiscounted payments
are presented by payment terms:
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
71
31 December 2025 Less than 1 year 1–2 years 2–5 years Total
Cash and cash equivalents
Financial assets
Trade debts
Bonds and bonds interest
Other current liabilities
Total assets
Total liabilities
Net risk
19 060 597
106 867 647
(8 355)
(567 653)
(24 735)
125 928 244
(600 743)
125 327 501
(2 613 459)
-
(2 613 459)
(2 613 459)
(50 143 189)
-
(50 143 189)
(50 143 189) 931 695)
(49 931 695)
19 060 597
106 867 647
(8 355)
(53 324 301)
(24 735)
125 928 244
(53 357 391)
72 570 853
31 December 2024 Less than 1 year 1–2 years 2–5 years Total
Cash and cash equivalents
Financial assets
Trade debts
Bonds and bonds interest
Other current liabilities
Total assets
Total liabilities
Net risk
20 118 450
187 815 781
(2 741)
(75 756 203)
(11 469)
207 934 231
(75 770 413)
132 163 817
(726 072)
-
(726 072)
(726 072)
(25 686 928)
-
(25 686 928)
(25 686 928)
20 118 450
187 815 781
(2 741)
(102 169 203)
(11 469)
207 934 231
(102 183 413)
105 750 817
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
72
Market risk. It is a risk of incurring losses by the Company because of fluctu-
ation of market variables. The Company had no financial instruments aimed
at managing the risk of interest rate fluctuations, as the Company has no
financial instruments with variable interest rate. The Company invests all its
financial means available into Limited Partnership Pagalbos verslui fondas
and EPSO-G Invest UAB. Since all the operations by the Company are in
Euro, and open positions of foreign currency are insignificant, the market
risk is irrelevant for the Company.
FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES
Fair value is defined as the amount, for which assets or services can be
exchanged or for which mutual obligation can be offset between unrelated
parties which intend to buy or sell assets or offset their mutual obligation.
Fair value of financial assets and financial liabilities is based on quoted mar-
ket prices, models of discounted cash flows, or option price models, which-
ever the circumstances are. In other words, fair value is a price, at which on
the day of valuation the asset would be sold or a liability would be trans-
ferred under an orderly transaction concluded between market participants
on the main market, and if none exists – on the most favourable market
accessible by the Company on the day of valuation. Where applicable, fair
value is established according to the published price on the active market,
by applying the models of discounted cash flow value and option valuation.
When establishing the fair value of assets or liabilities, the Company refers
to monitored market data, wherever possible. Fair values are attributed to
different levels of fair value according to the variables applied in valuation
methods:
1st level: prices quoted on the active markets of the same asset or
liability (unadjusted).
2nd level: other variables, except for the quoted asset or liability
prices included into the 1st level, which are monitored directly (i.e. same as
prices) or indirectly (i.e. derived from prices).
3rd level: asset or liability variables not based on monitored market
data (not monitored variables).
Company’s investment into the Fund belongs to the 3rd level hierarchy.
If variables used to establish the fair value of an asset or liability can be
attributed to different hierarchical levels of the fair value, the hierarchical
level of the fair value, to which the total fair value established is attributed,
must be determined on the basis of the lowest level variable relevant for
establishing the total fair value.
The Company recognises amounts moved between the hierarchical levels
of fair value at the end of the reporting period, in which the change took
place.
Amortised cost of assets and liabilities recorded in the statement of finan-
cial position on 31 December 2025 does not differ from the accounting val-
ues of assets and liabilities.
Fair value of bonds is established according to the market price of the same
or similar bond market or coupon at that time applied for the same term
bonds. The Company based its evaluation on the Government’s securities
coupons. On 31 December 2025, the fair value of the Company’s bonds was
approximately EUR 0.168 million higher than the accounted value (on 31 De-
cember 2024 – EUR 0.65 million).
The Fund conducted fair value sensitivity analysis of the bonds and issued
loans exposed to changing discount rate. Change of 1% of the discount rate
upwards and downwards results in the change of the fair portfolio value
accordingly: EUR -1 206 million and EUR +1 184 million. The table provides
information about the changes in the fair value following the changes in the
discount rate by separate types of financial assets.
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
73
FINANCIAL ASSETS
Change in the discount rate 2% -1,0% 0% +1% +2%
Fair value of loans
Change in the fair value of loans
Fair value of bonds
Change in the fair value of bonds
Fair value of the portfolio
Change in the fair value of the portfolio
1.837.257
(45 390)
87 597 031
(2 388 639)
89 434 288
(2 434 029)
1 814 350
(22 482)
86 391 598
(1 183 206)
88 205 947
(1 205 688)
1 791 867
-
85 208 392
-
87 000 259
-
1 769 801
22 066
84 046 861
1 161 530
85 816 662
1 183 597
1 748 142
43 726
82 906 474
2 301 917
84 654 616
2 345 643
CAPITAL MANAGEMENT
The key goal of capital management is to ensure the Company sustains its
appropriate capital structure, as required by laws (see below).
The Company’s capital consists of the authorised capital, share premiums,
reserve, and retained earnings. The Company’s capital can be financed from
shareholder’s contributions and liabilities (in this case, by bonds).
The ratio between liabilities and capital (D/E) on 31 December 2025 was
0.452 (on 31 December 2024 – 0.930).
The Company manages and modifies the structure of its capital considering
changes in economic conditions and specific risk of its business. To main-
tain or modify the capital structure, the Company can issue new shares.
According to the Republic of Lithuania Law on Companies, the equity cap-
ital of the Company must account for minimum 50% of its authorised capi-
tal. On 31 December 2025 and 31 December 2024, the Company observed
the above-mentioned requirement of the law. In case of discrepancies, the
management would exert necessary actions stipulated in the Republic of
Lithuania Law on Companies.
In 2025, the Company paid dividends of EUR 34,059 to the shareholder, the
Ministry of Finance of the Republic of Lithuania. In accordance with Resolu-
tion No. 256 of the Government of the Republic of Lithuania dated 30 April
2025, “On the Dividends Paid by UAB ‘Valstybės investicinis kapitalas’ for
Shares Owned by the State,” the Government instructed the Ministry of Fi-
nance to adopt a decision in 2025 to allocate 0.5% of UAB “Valstybės inves-
ticinis kapitalas” distributable profit for the 2024 financial year to dividends.
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
74
3. NOTES
3.1. Shares of associated companies
Shares of associated companies on 31 December:
Year ending on 31/12/2025 Year ending on 31/12/2024
EPSO - G Invest UAB
Total
36 287 440
36 287 440
459 375
459 375
The Company’s board decided to invest into EPSO-G Invest UAB. The Com-
pany acquired 49% of the newly-issued shares of EPSO-G Invest UAB, the
issue value of which is EUR 18 375 000. Payment of EUR 459 375 was
made in 2024, and payment of EUR 17 915 625 was made in February 2025.
In September 2025, the authorised capital was increased once again, and
payment of EUR 17 912 440 was made.
3.2. Financial assets at fair value the change in which is recognised
as profit or loss
According to the Members’ Agreement of 6 October 2020, including all
subsequent amendments and supplements (hereinafter referred to as the
Agreement), the Company undertook an obligation to invest up to EUR 250
000 000 (two hundred fifty million Euro) into Limited Partnership Pagalbos
verslui fondas. The Company’s investment obligation includes all transfers
under Payment calls and transfer amount may not exceed the investment
obligation amount at any time.
Investment Repaid investment Investment revaluation Balance value
7 000 000
143 000 000
50 000 000
-
-
-
-
-
(1 000 000)
(1 500 000)
(20 000 000)
(86 000 000)
(2 875 183)
(4 860 624)
(11 341 765)
19 987 719
9 405 634
5 051 866
2020
2021
2022
2023
2024
2025
4 124 817
142 264 193
176 922 428
198 410 147
187 815 781
106 867 647
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
75
Although the Company’s accounting policy states that investments are re-
valued once a year – at the end of a year, following the receipt of unau-
dited quarterly statements of Limited Partnership Pagalbos verslui fondas,
because of significant change in the value, it was decided to revalue the
investments every quarter, once financial statements are received.
The investment was revaluated at the end of 2025 according to the audited
annual financial statements of Limited Partnership Pagalbos verslui fondas.
Its value increased during the reporting year by EUR 5 051 866 and amount-
ed to EUR 106 867 647 on 31 December 2025.
The Company has the right to withdraw from the activity of Limited Partner-
ship Pagalbos verslui fondas following the rules described in the agreement.
When withdrawing, accounts are settled with the Company in accordance
with the following principles: (a) if the Fund is under liquidation, accounts
are settled with the Company following the rules laid down in Paragraph 12
of the Agreement – upon sale of the assets, payment of the Fund’s taxes and
fees, money is transferred; (b) if the Company’s rights and duties regarding
the Fund are taken over by the other person, the Company’s withdrawal
conditions (including return of Called liabilities) are discussed in a sepa-
rate agreement between the Company, Full Member and taking-over person
(new Limited Partner); (c) if the Company withdraws from the Fund without
transferring its rights and duties to a third party, accounts are settled with
the Company regarding the Called liabilities following the rules laid down in
Paragraph 12 of the Agreement – assets are sold, Fund’s taxes and fees are
paid, money is transferred (while Uncalled liabilities of the Company expire).
3.3. Cash and cash equivalents
Cash and equivalents consisted of the following:
Year ending on 31/12/2025 Year ending on 31/12/2024
Cash at bank
Total
19 060 597
19 060 597
20 118 450
20 118 450
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
76
Year ending on 31/12/2025 Year ending on 31/12/2024
Issued bonds (non-current liabilities)
Bonds issue expenses
Total
50 000 000
(68 305)
49 931 695
25 000 000
(29 151)
24 970 849
3.4. Authorised capital
According to the Agreement of Association of 7 August 2020, the Share-
holders contributed EUR 100 200 000 to form the authorised capital. All
shares of the Company are ordinary registered book-entry shares, and their
number is 10 020 000.
On 17 March 2021, the increase of the authorised capital was registered, and
100 000 ordinary registered book-entry shares were additionally issued. On
the reporting day, the registered authorised capital of the Company was
EUR 101 200 200, consisting of 10 120 000 ordinary registered shares of the
par value of EUR 10 each. All shares were fully paid up.
Mandatory Reserve
The mandatory reserve is required under the laws of the Republic of Lith-
uania. At least 5% of net profit must be transferred to it annually until the
reserve reaches 10% of the share capital.
In 2025, when allocating the 2024 profit, a mandatory reserve of EUR 6 777
798 was formed.
3.5. Issued bonds
In 2021, Series 1 Part 2 of bonds were issued for the total value of EUR 50
000 000 (ISIN code LT0000405664) (the decisions of the Company’s Board
were adopted on 9 July 2021, No. 25, 15 September 2021, No. 27, 25 No-
vember 2021, No. 30 and 31, accordingly).
In 2022, Series 2 Part 1 of bonds were issued for the value of EUR 25 000
000 (ISIN code LT0000406258) (the decisions of the Company’s Board
were adopted on 1 March 2022, No. 3 and No. 4), and Series 3 Part 1 of
bonds – for the value of EUR 25 000 000 (ISIN code LT0000406613) (the
decisions of the Company’s Board were adopted on 28 June 2022, No. 7,
No. 8, and No. 9). No bonds were issued in 2023.
Bond maturity dates: LT0000405664: 22 September 2025; LT0000406258:
8 March 2025; LT0000406613: 30 June 2027. Bonds interest rates:
LT0000405664 – 0%; LT0000406258 – 0.65%; LT0000406613 – 2.826%.
Bonds issue terms and conditions stipulate the Company’s right to re-
deem the Bonds earlier, i.e. one year precisely before the Bonds maturity
date. Bonds early redemption dates: LT0000405664: 22 September 2024;
LT0000406258: 8 March 2024; LT0000406613: 30 June 2026.
In 2025, bonds LT0000405664 and LT0000406258, with a total value of
EUR 75 000 000, were successfully redeemed.
A bond issue (ISN code LT0000135436) was issued in September 2025 with
an interest rate of 3.119% and a maturity date of 25 September 2029.
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
77
3.6. Other Financial Income
Other financial activity income consists of interest from deposits held with the Bank of Lithuania and commercial banks, in accordance with the provisions
of the Company’s approved Policy on Temporarily Available Funds: EUR 305 209 in 2025 and EUR 20 690 in 2024.
Year ending on 31/12/2025 Year ending on 31/12/2024
Wages and related taxes
Expenses of Board members’ remuneration
Accounting expenses
Legal assistance expenses
Consulting expenses
Expenses of IT services and licences
Audit expenses
Bank fee expenses
Other administrative expenses
Total
(232 468)
(65 804)
(19 602)
(66 203)
(52 768)
(15 506)
(9 075)
(273)
(54 867)
(516 566)
(135 981)
(40 581)
(15 536)
(38 963)
(34 516)
(2 810)
(7 260)
(148)
(13 553)
(289 348)
3.8. Interest expenses
Interest expenses on 31 December consisted of:
Year ending on 31/12/2025 Year ending on 31/12/2024
Bonds interest expenses
Total
(1 074 531)
(1 074 531)
(1 001 112)
(1 001 112)
3.7. Operating expenses
As of December 31, operating expenses consisted of:
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
78
3.9. Change in the value of financial assets accounted at their fair value, a change of which is recognised as profit or loss
Increase in the value of financial assets accounted at their fair value, a change of which is recognised as profit or loss.
Year ending on 31/12/2025 Year ending on 31/12/2024
Increase in the value of non-current financial assets
Total
5 051 866
5 051 866
9 405 634
9 405 634
3.10. Draft profit (loss) distribution
The net result of the Company in 2025 was profit of EUR 3 761 049. The retained profit of the Company on 31 December 2025
was EUR 3 761 049.
3.11. Income tax and deferred income tax
Income tax for the year ending on 31 December:
Year ending on 31/12/2025 Year ending on 31/12/2024
Taxable income
Total expenses:
Allowable deductions
Non-allowable deductions
Profit (loss)
Recognised deferred income tax assets from
transferrable losses
Unrecognised deferred income tax assets from
transferrable losses
Adjustment of deferred income tax from previous
periods
Income tax
Income tax
305 209
(1 591 097)
(1 588 515)
2 582
(1 283 306)
-
218 162
(4 929)
-
(4 929)
20 690
(1 290 460)
(1 290 460)
-
(1 269 770)
-
203 163
-
-
-
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
79
In 2025, the Company operated at a profit. Income tax is calculated in ac-
cordance with the requirements laid down in the Lithuanian tax laws. On 31
December 2025, the standard income tax rate in Lithuania was 16 per cent
(on 31 December 2024 – 15 per cent).
Year ending on 31/12/2025 Year ending on 31/12/2024
January–December January–December
Net profit
Weighted average number of issued ordinary shares
Basic and diluted earnings per share
3 761 049
10 120 000
0.3716
8 135 864
10 120 000
0.8039
3.13. Transactions with associated parties
The key managerial staff of the Company consist of the chief executive offi-
cer and board members. The Fund and EPSO - G Invest UAB are considered
as other associated parties.
In 2025, the Company had two transactions with the Fund: the investment
repayment of EUR 26 000 000 was made in February 2025, followed by the
Year ending on 31/12/2025 Year ending on 31/12/2024
Remunerations and other short-term payments to employees
Remunerations to the Board’s members
Total:
94 124
65 804
159 928
145 859
40 581
186 440
3.12. Basic and diluted earnings (loss) per share
Basic earnings (loss) per share are calculated by dividing the net profit
(loss) of the period by the weighted average of the number of ordinary
shares issued during the period concerned. The weighted average of
shares in 2025 was 10 120 000 shares.
Earnings (loss) per share:
investment repayment of EUR 60 000 000 in July 2025.
For 49% of the shares of EPSO-G Invest, EUR 459 375 was paid in 2024,
and EUR 17 915 625 in February 2025. In September 2025, the share capital
was increased once again, and EUR 17 912 440 was paid.
Salary for the main managers:
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
80
3.14. Information about the segments
The Company carries out its activities in one segment.
3.15. Rights and obligations not disclosed in the statement
of financial position
The Republic of Lithuania guaranteed for the bonds issued by the Company
up to EUR 150 000 000. The Company acquired 49% of the newly issued
shares of EPSO-G Invest UAB, the issue value of which is EUR 18.4 million. A
commitment to invest another EUR 52.7 million was undertaken, making the
total maximum investment into the project of up to EUR 71.1 million. Payment
of EUR 459 375 was made in 2024, and payment of EUR 35 828 065 was
made in 2025.
Accounting Manager
INGA ČĖSNIENĖ
Authorised person of Nordgain UAB
On behalf of Valstybės investicinis kapitalas UAB
VAIDAS DAKTARIŪNAS MARTA JABLONSKĖ
CEO CFO
3.16. Events after the date of the statement of financial position
In January 2026 Fund has repaid limited partner investment of EUR 12 000
000.
On 11 February 2026, in accordance with Order No. 1K-43 of the Minister
of Finance of 10 February 2026 “On the preparation for the investment of-
shares of Valstybės investicinis kapitalas UAB into the authorised capital
of ILTE UAB”, the Company’s shareholder passed a decision regarding the
intention to transfer the Company’s shares to ILTE UAB, with the State of
Lithuania retaining indirect control over Valstybės investicinis kapitalas UAB
through the parent company ILTE UAB. The decision must be approved by
the Government of the Republic of Lithuania
No events that would impact the present financial statements or should be
additionally disclosed took place in the period from the end of the financial
year till the date of approval of the present financial statements.
Valstybės investicinis kapitalas UAB (Limited Liability Company), company code: 305611945
Gedimino pr. 38, LT-01104 Vilnius, Republic of Lithuania
Financial statements for the year that ended on 31 December 2025
(all amounts are in Euro, unless otherwise stated)
81
In accordance with the Republic of Lithuania Law on Securities and the
Rules on the Disclosure of Information of the Bank of Lithuania, we, Vaidas
Daktariūnas, CEO of Valstybės investicinis kapitalas UAB, Marta Jablonskė,
CFO, and Inga Čėsnienė, Accounting Manager, confirm that, to the best of
our knowledge, the financial statements of Valstybės investicinis kapitalas
UAB for the year 2025, prepared in accordance with the International Fi-
nancial Reporting Standards as adopted by the European Union, are true
Accounting Manager
INGA ČĖSNIENĖ
Authorised person of Nordgain UAB
On behalf of Valstybės investicinis kapitalas UAB
VAIDAS DAKTARIŪNAS MARTA JABLONSKĖ
CEO CFO
APPROVAL BY RESPONSIBLE PERSONS
and fair and present a true and fair view of the assets, liabilities, financial
position, profit or loss for the period, and cash flows of Valstybės investi-
cinis kapitalas UAB. The 2025 management report of Valstybės investicinis
kapitalas UAB provides a fair review of the business development and op-
erations, as well as the current situation, together with a description of the
principal risks and uncertainties faced.
INDEPENDENT AUDITOR‘S REPORT
To the shareholder of Valstybės Investicinis Kapitalas UAB:
Report on Audit of Financial Statements
Opinion
We have audited the accompanying financial statements of Valstybės
Investicinis Kapitalas UAB (hereafter – „the Company“), which comprise
the statement of financial position of the Company as at 31 December
2025, the statement of comprehensive income, the statement of changes in
equity, the statement of cash flows for the year then ended, and the notes
to the financial statements, including a summary of significant accounting
policies.
In our opinion, the accompanying Company’s financial statements present
fairly, in all material respects, the financial position of the Company as at
31 December 2025 and its financial performance and its cash flows for the
year then ended in accordance with International Financial Reporting
Standards as adopted by the European Union.
Basis for Opinion
We conducted our audit in accordance with International Standards on
Auditing (ISAs). Our responsibilities under those standards are further
described in the “Auditor’s Responsibilities for the Audit of the Financial
Statements” section of our report. We are independent of the Company in
accordance with the ethical requirements laid down in Regulation (EU) No
537/2014 of the European Parliament and of The Council (hereinafter the
“Regulation”) on specific requirements regarding statutory audit of public-
interest entities that are relevant to the statutory audit of public-interest
entities, the requirements of the Law on the Audit of the Financial Statements
and Other Assurance Engagements of the Republic of Lithuania that are
relevant to the audit in the Republic of Lithuania, and the International Code
of Ethics for Professional Accountants (including the International
Independence Standards) issued by the International Ethics Standards Board
for Accountants (hereinafter the “IESBA Code”) that is relevant to the audit
of public-interest entities. We have also fulfilled other ethical responsibilities
in accordance with the Regulation (EU) No 537/2014 and the Law on Audit
of Financial Statements and Other Assurance Services of the Republic of
Lithuania, and the IESBA Code.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement,
were of most significance in our audit of the financial statements of the
current period. These matters were addressed in the context of our audit of
the financial statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters. Below is the
description of each key audit matter and our response to it.
Key Audit Matter
How the matter was addressed
in our audit
Valuation of financial assets (see Note 3.2)
The net value of the Company’s
investments in KŪB “Pagalbos
verslui fondas” (hereinafter – the
Fund) as at 31 December 2025
amounted to EUR 106,868
thousand (31 December 2024:
EUR 187,816 thousand), and the
increase in fair value during the
year then ended was EUR 5,052
thousand (2024: fair value
increase of EUR 9,406 thousand).
The investment in the Fund is the
most significant asset item in the
Company’s statement of financial
position and the fair value change
is a significant item in the
statement of comprehensive
income. As the Fund’s net assets
are measured at fair value,
management decided to
determine the value of the
investment in the Fund based on
the Fund’s net asset value. In
performing fair value
measurements, the Company’s
management is required to make
significant judgments under
conditions of high uncertainty.
Our audit procedures in this area
included, among others:
• assessing the application of the
Company’s accounting policy for
its investment in the Fund in
accordance with the
requirements of IFRS 9, to
ensure that the accounting policy
is appropriate and consistently
applied;
• analyzing the valuation of the
Fund’s investment portfolio,
including assessing the
appropriateness and
reasonableness of the models
and assumptions used by the
Fund to determine the fair value
of its investments, including
reconciling information with data
obtained from third parties,
evaluating the calculation
principles of the applied metrics,
assessing the reliability of
external data used, verifying
compliance of the methodology
with IFRS, and reviewing the
calculations performed in Excel
files.
(continued)
For the reasons described above,
we consider the valuation of the
investment in the Fund to be a key
audit matter.
• evaluating the adequacy and
appropriateness of the fair value
disclosures in the Company’s
financial statements.
Other Information
The other information comprises the information included in the Company’s
management report, including the requirements for the information on
corporate governance matters and remuneration, but does not include
the financial statements and our auditor’s report thereon. Management is
responsible for the other information.
Our opinion on the financial statements does not cover the other
information and we do not express any form of assurance conclusion
thereon, except as specified below.
In connection with our audit of the financial statements, our responsibility is
to read the other information and, in doing so, consider whether the
other information is materially inconsistent with the financial statements
or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If, based on the work we have performed, we
conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
In addition, our responsibility is to consider whether information included
in the Company’s management report for the financial year for which
the financial statements are prepared is consistent with the financial
statements and whether management report, including the requirements for
the information on corporate governance matters and remuneration, has
been prepared in compliance with applicable legal requirements. Based on
the work carried out in the course of audit of financial statements, in our
opinion, in all material respects:
• The financial information presented in the Company’s management
report is consistent with the financial statements; and
• The Company’s management report, including the requirements for
the information on corporate governance matters and remuneration,
has been prepared in accordance with the requirements of the Law on
Reporting by Undertakings and Groups of Undertakings of the Republic
of Lithuania.
Responsibilities of Management and Those Charged with Governance
for the Financial Statements
Management is responsible for the preparation and fair presentation of the
financial statements in accordance with International Financial Reporting
Standards as adopted by the European Union, and for such internal control
as management determines is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due
to fraud or error.
In preparing the financial statements, management is responsible for
assessing the Company’s ability to continue as a going concern, disclosing,
as applicable, matters related to going concern and using the going concern
basis of accounting unless management either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the
Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the
financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs will always detect
a material misstatement when it exists. Misstatements can arise from fraud
or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional
judgement and maintain professional scepticism throughout the audit. We
also:
• Identify and assess the risks of material misstatement of the financial
statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than
for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal
control.
• Obtain an understanding of internal control relevant to the audit in order
to design audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the
Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures made by
management.
• Conclude on the appropriateness of management’s use of the going
concern basis of accounting and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Company’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report to the related
disclosures in the financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the Company to cease to continue
as a going concern.
• Evaluate the overall presentation, structure and content of the financial
statements, including the disclosures, and whether the financial
statements represent the underlying transactions and events in a
manner that achieves fair presentation.
We communicate with those charged with governance regarding, among
other matters, the planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide those charged with governance with a statement that we
have complied with relevant ethical requirements regarding independence,
and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable,
related safeguards.
From the matters communicated with those charged with governance, we
determine those matters that were of most significance in the audit of the
financial statements of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated
in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such
communication.
Report on Other Legal and Regulatory Requirements
Under the decision of the Management Board on 21 January 2025 we were
elected for the first time to audit the Company’s financial statements. Our
appointment to audit the Company's financial statements for the year 2025
is based on the shareholder resolution and the total continuous appointment
period is two years.
We confirm that our audit opinion expressed in the Opinion section of our
report is consistent with the audit report for the financial statements
presented to the Company and its Management Board.
We confirm that to the best of our knowledge and belief, services provided
to the Company are consistent with the requirements of the law and
regulations and do not comprise non-audit services referred to in Article
5(1) of the Regulation (EU) No 537/2014. During the audit period, we did
not provide services other than the audit of financial statements.
The audit engagement partner on the audit resulting in this independent
auditor’s report is Romanas Skrebnevskis.
Conclusion on the compliance of the financial statements format with
the European Single Electronic Reporting Requirements
The Company's management has adopted a single electronic reporting
format for the Company's financial statements in order to comply with the
requirements of Article 3 of Commission Delegated Regulation (EU)
2019/815 supplementing Directive 2004/109/EC of the European Parliament
and of the Council with regard to regulatory technical standards establishing
a single electronic reporting format (hereinafter referred to as the ESEF
Regulation). According to these requirements, the Company's financial
statements must be presented in XHTML format. We confirm that the single
electronic reporting format for the financial statements for the year ended
31 December 2025 complies with the ESEF Regulation in this respect.
Auditor Romanas Skrebnevskis
Auditor’s certificate No 000471
UAB ROSK Consulting
Audit Company License No 001514
Vilnius, Lithuania
2 April 2026
The auditor’s electronic signature is used only for signing the Independent
Auditor’s Report.