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KGHM Polska Miedź S.A.

AGM Information Feb 13, 2024

5670_rns_2024-02-13_b20664d7-4864-48c2-aa6f-179526b8cf10.pdf

AGM Information

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Resolutions of the Extraordinary General Meeting of KGHM Polska Miedź S.A. dated 13 February 2024

Wording of adopted resolutions

Resolution No. 1/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: election of the Chairman of the Extraordinary General Meeting of KGHM Polska Miedź S.A.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

Andrzej Leganowicz is hereby elected as Chairman of the Extraordinary General Meeting of KGHM Polska Miedź Spółka Akcyjna.

§ 2.

This resolution comes into force upon its adoption.

Resolution No. 2/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: acceptance of the agenda of the Extraordinary General Meeting of KGHM Polska Miedź S.A.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The following agenda of the Extraordinary General Meeting of KGHM Polska Miedź S.A. is hereby accepted:

    1. Opening of the Extraordinary General Meeting.
    1. Election of the Chairman of the Extraordinary General Meeting.
    1. Confirmation of the legality of convening the Extraordinary General Meeting and its capacity to adopt resolutions.
    1. Acceptance of the agenda.
    1. Adoption of resolutions on changes to the composition of the Supervisory Board.
    1. Adoption of a resolution on covering costs of holding the Extraordinary General Meeting.
    1. Closing of the General Meeting.

§ 2.

This resolution comes into force upon its adoption.

Number of shares on which valid votes were cast – 120 670 651, representing 60.335% of the share capital.

Total number of valid votes – 120 670 651, including votes "for" – 120 663 574, "against" – 7 077 and "abstaining" – 0

Resolution No. 3/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: dismissal of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. dismisses Andrzej Kisielewicz from the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2

This resolution comes into force upon its adoption.

Number of shares on which valid votes were cast – 105 028 099, representing 52.514% of the share capital. Total number of valid votes – 105 028 099, including votes "for" – 85 674 556, "against" – 5 284 715 and "abstaining" – 14 068 828

Resolution No. 4/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: dismissal of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. dismisses Katarzyna Krupa from the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2 This resolution comes into force upon its adoption.

Resolution No. 5/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: dismissal of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. dismisses Agnieszka Winnik – Kalemba from the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2

This resolution comes into force upon its adoption.

Resolution No. 6/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: dismissal of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. dismisses Marek Wojtków from the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2

This resolution comes into force upon its adoption.

Resolution No. 7/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: dismissal of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. dismisses Wojciech Zarzycki from the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2 This resolution comes into force upon its adoption.

Resolution No. 8/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: dismissal of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. dismisses Radosław Zimroz from the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2 This resolution comes into force upon its adoption.

Resolution No. 9/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: dismissal of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. dismisses Piotr Ziubroniewicz from the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2

This resolution comes into force upon its adoption.

Resolution No. 10/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: appointment of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. appoints Zbigniew Bryja to the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2 This resolution comes into force upon its adoption.

Resolution No. 11/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: appointment of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. appoints Aleksander Cieśliński to the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2 This resolution comes into force upon its adoption.

Resolution No. 12/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: appointment of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. appoints Zbysław Dobrowolski to the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2

This resolution comes into force upon its adoption.

Resolution No. 13/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: appointment of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. appoints Dominik Januszewski to the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2

This resolution comes into force upon its adoption.

Resolution No. 14/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: appointment of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. appoints Tadeusz Kocowski to the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2

This resolution comes into force upon its adoption.

Resolution No. 15/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: appointment of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. appoints Marian Noga to the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2 This resolution comes into force upon its adoption.

Resolution No. 16/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: appointment of a Member of the Supervisory Board of KGHM Polska Miedź S.A.

Acting on the basis of art. 385 § 1 of the Commercial Partnerships and Companies Code and § 16 sec. 2 of the Statutes of KGHM Polska Miedź Spółka Akcyjna with its registered head office in Lubin, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The Extraordinary General Meeting of KGHM Polska Miedź S.A. appoints Piotr Prugar to the composition of the Supervisory Board of KGHM Polska Miedź S.A.

§ 2 This resolution comes into force upon its adoption.

Resolution No. 17/2024 of the Extraordinary General Meeting of KGHM Polska Miedź S.A. with its registered head office in Lubin dated 13 February 2024

regarding: covering costs of holding the Extraordinary General Meeting of KGHM Polska Miedź S.A.

Acting on the basis of art. 400 § 4 of the Commercial Partnerships and Companies Code, the Extraordinary General Meeting of KGHM Polska Miedź S.A. resolves the following:

§ 1.

The costs of convening and holding the Extraordinary General Meeting of KGHM Polska Miedź S.A. are covered by the Company.

§ 2. This resolution comes into force upon its adoption.

Number of shares on which valid votes were cast – 132 753 651, representing 66.377% of the share capital. Total number of valid votes – 132 753 651, including votes "for" – 108 445 479, "against" – 24 226 828 and "abstaining" – 81 344

Translation from the original Polish version. In the event of differences resulting from the translation, reference should be made to the official Polish version.

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