Resolution no. 639/X/22 adopted by the Supervisory Board of Jastrzębska Spółka Węglowa S.A. on 10 May 2022
on giving consent for JSW S.A. to acquire Series D Investment Certificates and subsequent series issued by the JSW Stabilization Closed-end Investment Fund for a total target amount not exceeding PLN 5,000 million
The Supervisory Board of JSW S.A. ("Company"), acting pursuant to § 20 sec. 2 item 11) and § 20 sec. 3 item 9a of the Articles of Association of Jastrzębska Spółka Węglowa S.A., having examined the motion submitted by the Management Board on 4 May 2022 under number EF.FP.PT.3296-16/22 and its justification and Management Board Resolution no. 308/X/2022 of 4 May 2022 hereby resolves as follows:
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- Endorses the motion submitted by the JSW S.A. Management Board to the Company's Shareholder Meeting to give consent for the Company to acquire Series D Investment Certificates and subsequent series of the Investment Certificates issued by the JSW Stabilization Closed-end Investment Fund ("Fund") with the Company's funds for a total target amount not exceeding PLN 5,000 million (say: five billion Polish zloty) to be designated for the following:
- 1) Liquidity subportfolio,
- 2) Liquidity and investment subportfolio,
- 3) Investment subportfolio,
and at the same time moves for the Company's Shareholder Meeting to adopt a resolution with the wording specified in attachment 1 hereto, pursuant to Article 3931 of the Commercial Company Code.
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- Endorses the motion submitted by the Company's Management Board and gives the Management Board consent for the Company to acquire Series D Investment Certificates and subsequent series issued by the Investment Fund for a total target amount not exceeding PLN 5,000 million (say: five billion Polish zloty) subject to the necessary prerequisite for the Company to acquire these Investment Certificates of obtaining the consent of the Shareholder Meeting of the Company referred to in section 1 above.
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- Having regard for sections 1 and 2 above, the Company, after first obtaining the consent of the Supervisory Board and the Fund's Investment Meeting will make each decision on issuing the series D and subsequent series of Investment Certificates under the recapitalization limit referred to in sec. 1 and 2. above, while in each case setting the amount of recapitalization under a given issue while taking into consideration the Company's liquidity situation on the basis of the conducted forecasts.
Attachments:
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- Resolution adopted by the Company's Ordinary Shareholder Meeting draft
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- Motion submitted by the JSW S.A. Management Board under no. EF.FP.PT.3296- 16/22 on 4 May 2022
This resolution shall come into force on the date of its adoption. The vote was taken in an open ballot. Number of persons in attendance: 9 Number of votes in favor: 9 Number of votes against: 0 Number of abstentions: 0
………………………… ………………………… Halina Buk Robert Kudelski
………………………… ………………………… Paweł Bieszczad Jolanta Górska
………………………… ………………………… Izabela Jonek-Kowalska Tadeusz Kubiczek
………………………… …………………………
Alojzy Nowak Stanisław Prusek
………………………… ………………………… Michał Rospędek Arkadiusz Wypych