AGM Information • Jun 28, 2019
AGM Information
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Content of resolutions adopted by Annual General Meeting of XTPL S.A. with its registered seat in Wrocław dated 28 June 2019
§ 1
Acting on the basis of Article 409 § 1 of the Commercial Companies Code, the Annual General Meeting of XTPL S.A. with its registered office in Wrocław elects Jakub Kapica as the Chairman of the Annual General Meeting of XTPL S.A.
§ 2
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
The Annual General Meeting of Shareholders of XTPL S.A. with its registered office in Wrocław ("XTPL S.A." or the "Company") hereby adopts the following agenda:

Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
§ 1 Approval of the Management Board's report on XTPL S.A. activities for the financial year of 2018
Based on Article 393(1) and Article 395 § 2(1) of the Commercial Companies Code, after considering the report of the Management Board of XTPL S.A. on the activities of XTPL S.A. for the financial year of 2018 (covering the period from 1 January 2018 to 31 December 2018), taking into account the results of the assessment of the report by the Supervisory Board of XTPL S.A., the Annual General Meeting of Shareholders of XTPL S.A. approvesthe entire report of the Management Board of XTPL S.A. on the activities of XTPL S.A. for the financial year of 2018.
§ 2 Entry into force
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0

§ 1
Based on Article 393(1) and Article 395 § 2(1) of the Commercial Companies Code, after considering the financial statements of XTPL S.A. for the financial year of 2018 (covering the period from 1 January 2018 to 31 December 2018), taking into account the results of the assessment of the financial statements by the Supervisory Board of XTPL S.A., the Annual General Meeting of Shareholders of XTPL S.A. approves the entire financial statements of XTPL S.A. for the financial year of 2018:
§ 2
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
Resolution No. 05/06/2019 of the Annual General Meeting of the company trading as XTPL S.A., a joint stock company with its registered office in Wrocław of 28 June 2019 on the covering of the loss for the financial year of 2018
Having considered the Management Board's proposal re the covering of the lossfor the financial year of 2018, taking into account the results of the assessment of the proposal of the Supervisory Board of XTPL S.A., 
pursuant to Article 395 § 2(2) of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. decides that the net loss of PLN 7,209 thousand (seven million two hundred and nine thousand zlotys) for the financial year of 2018 will be entirely covered from the supplementary capital of XTPL S.A.
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Filip Granek for the performance of his duties as Management Board President of XTPL S.A. during the period from 1 January 2018 to 31 December 2018.
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0

§ 1
Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Maciej Adamczyk for the performance of his duties as Management Board member of XTPL S.A. during the period from 1 January 2018 to 31 December 2018.
§ 2
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
§ 1
Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Konrad Pankiewicz for the performance of his duties as Supervisory Board member of XTPL S.A. during the period from 1 January 2018 to 31 December 2018.
§ 2 Entry into force
The resolution shall enter into force immediately.
Number of shares which cast valid votes: : 299 854 shares Percentage share of the shares in the share capital of the Company: 16.81% Number of "in favour votes": 299 854 Number of "against votes": 0 Number of "abstaining votes": 0

Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Agnieszka Młodzińska-Granek for the performance of her duties as Supervisory Board member of XTPL S.A. during the period from 1 January 2018 to 28 May 2018.
§ 2 Entry into force
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
§ 1
Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Sebastian Młodziński for the performance of his duties as Supervisory Board member of XTPL S.A. during the period from 1 January 2018 to 31 December 2018.
The resolution shall enter into force immediately.
Number of shares which cast valid votes: : 298 017 shares Percentage share of the shares in the share capital of the Company: 16,71% Number of "in favour votes": 298 017 Number of "against votes": 0 Number of "abstaining votes": 0
Resolution No. 11/06/2019 of the Annual General Meeting of the company trading as XTPL S.A., a joint stock company with its registered office in Wrocław of 28 June 2019 on granting discharge to Bartosz Wojciechowski
§ 1 Granting discharge

Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Bartosz Wojciechowski for the performance of his duties as Supervisory Board member of XTPL S.A. during the period from 1 January 2018 to 31 December 2018.
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
§ 1 Granting discharge
Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Piotr Janczewski for the performance of his duties as Supervisory Board member of XTPL S.A. during the period from 1 January 2018 to 16 April 2018.
§ 2 Entry into force
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
§ 1
Granting discharge
Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Wiesław Rozłucki for the performance of his duties as Supervisory Board member of XTPL S.A. during the period from 17 April 2018 to 31 December 2018.

§ 2
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
§ 1
Based on Article 395 § 2(3) and Article 395 § 3 of the Commercial Companies Code, the Annual General Meeting of Shareholders of XTPL S.A. grants discharge to Piotr Lembas for the performance of his duties as Supervisory Board member of XTPL S.A. during the period from 29 May 2018 to 31 December 2018.
The resolution shall enter into force immediately.
Number of shares which cast valid votes: 597 869 shares Percentage share of the shares in the share capital of the Company: 33,52% Number of "in favour votes": 597 869 Number of "against votes": 0 Number of "abstaining votes": 0
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