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Benefit Systems S.A.

Registration Form May 6, 2025

5529_rns_2025-05-06_1b1a8580-e601-4803-8573-44121bf51cca.html

Registration Form

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Report Content Registration of a share capital increase and amendments to the articlesof association of the CompanyThe Management Board of BenefitSystems S.A. with its registered office in Warsaw (the "Company") herebyannounces that on 6 May 2025 it has received information that theDistrict Court for the capital city of Warsaw in Warsaw, made an entryin the register of entrepreneurs kept for the Company of the amendmentof the articles of association of the Company, including the increase ofthe Company's share capital from the amount of PLN 2,995,742.00 (twomillion nine hundred ninety-five thousand seven hundred forty-two zlotys00/100) up to PLN 3,275,742.00 (three million two hundred seventy-fivethousand seven hundred forty-two zlotys 00/100) through the issue of280,000 (two hundred and eighty thousand) series H ordinary bearershares of the Company with a nominal value of PLN 1.00 each (the"Registration") issued pursuant to Resolution No. 4/08.04.2025 of theExtraordinary General Meeting of the Company of 8 April 2025 on theincrease of the Company's share capital through the issue of ordinarybearer Series H Shares and the exclusion of all the pre-emptive rightsof its existing shareholders in relation to all Series H Shares, theseeking of admission and introduction of Series H Shares and rights toSeries H Shares to trading on a regulated market operated by the WarsawStock Exchange, the dematerialization of Series H Shares and rights toSeries H Shares, the authorization to execute an agreement for theregistration of Series H Shares and rights to Series H Shares in thedepository of securities, and on amendments to the Articles ofAssociation of the Company (the "Issue Resolution").

As at the date of this current report, the total number of votesattached to all the shares issued by the Company (after theRegistration) is 3,275,742 (three million two hundred seventy-fivethousand seven hundred forty-two) with the share capital beingrepresented by 3,275,742 (three million two hundred seventy-fivethousand seven hundred forty-two) shares in the Company with the nominalvalue of PLN 1.00 (one zloty 00/100) each, including:

1) 2,204,842 (two million two hundred four thousand eight hundredforty-two) ordinary bearer shares of series A;

2) 200,000 (two hundred thousand) ordinary bearer shares of series B;

3) 150,000 (one hundred and fifty thousand) ordinary bearer shares ofseries C;

4) 120,000 (one hundred and twenty thousand) ordinary bearer shares ofseries D;

5) 74,700 (seventy-four thousand seven hundred) ordinary bearer sharesof series E;

6) 184,000 (one hundred eighty-four thousand) ordinary bearer shares ofseries F;

7) 62,200 (sixty-two thousand two hundred) ordinary bearer shares ofseries G; and

8) 280,000 (two hundred eighty thousand) ordinary bearer shares ofseries H.

The Management Board of the Company presents below the amendmentsintroduced to the articles of association of the Company.

Wording of the amended sections of the Company's articles of associationafter the Registration:

"§ 6.

1. The Company's share capital amounts to PLN 3,275,742.00 (threemillion two hundred seventy-five thousand seven hundred forty-twozlotys) and is divided into 3,275,742 (three million two hundredseventy-five thousand seven hundred forty-two) ordinary shares with anominal value of PLN 1.00 (one zloty) each, including:

(a) 2,204,842 (two million two hundred four thousand eighty-two) seriesA bearer shares with a nominal value of PLN 1.00 (one zloty) each;

(b) 200,000 (two hundred thousand) series B bearer shares with a nominalvalue of PLN 1.00 (one zloty) each;

(c) 150,000 (one hundred and fifty thousand) series C ordinary bearershares with a nominal value of PLN 1.00 (one zloty) each, subscribed asa result of the exercise of rights under subscription warrants issued bythe Company pursuant to Resolution No. 6/2010 of the ExtraordinaryGeneral Meeting of 24 November 2010;

(d) 120,000 (one hundred and twenty thousand) ordinary bearer shares ofseries D with a nominal value of PLN 1.00 (one zloty) each, subscribedas a result of the exercise of rights under subscription warrants issuedby the Company pursuant to Resolution No. 19/31.05.2012 of the OrdinaryGeneral Meeting of 31 May 2012;

(e) 74,700 (seventy-four thousand seven hundred) ordinary bearer sharesof series E with a nominal value of PLN 1.00 (one zloty) each,subscribed as a result of the exercise of rights under subscriptionwarrants issued by the Company pursuant to Resolution No. 21/15.06.2016of the Ordinary General Meeting of 15 June 2016;

(f) 184,000 (one hundred and eighty-four thousand) series F ordinarybearer shares with a nominal value of PLN 1.00 (one zloty) each;

(g) 62,200 (sixty-two thousand two hundred) ordinary bearer shares ofseries G with a nominal value of PLN 1.00 (one zloty) each;

(h) 280,000 (two hundred and eighty thousand) ordinary bearer shares ofseries H with a nominal value of PLN 1.00 (one zloty) each."

A consolidated text of the articles of association of the Companyincorporating the above amendments will be disclosed to the public whensuch consolidated text of the articles of association is determined bythe Supervisory Board of the Company pursuant to the authorizationcontained in the Issue Resolution.

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