AGM Information • Jun 22, 2018
AGM Information
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Acting pursuant to Art. 409 § 1 of the Commercial Companies Code, it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby appoints, as the Chairman of the Meeting, Ms Justyna Kieza
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital: 61.97%,
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 658 335 Number of votes cast "against": 0 Number of votes "abstaining": 0
Acting pursuant to Art. 18 section 1 of the Rules and Regulations of the Shareholders' Meeting of CIECH S.A., it is resolved as follows
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby adopts the following agenda of the Annual Shareholders' Meeting of CIECH S.A.:
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 658 335 Number of votes cast "against": 0 Number of votes "abstaining": 0
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 1) and § 5 of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
Upon consideration, the Shareholders' Meeting of CIECH S.A. hereby approves the Report of the Management Board on the activity of the CIECH Group and CIECH S.A. for financial year 2017 together with the Non-Financial Report of CIECH Group for 2017.
§ 2 This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 602 644 Number of votes cast "against": 0 Number of votes "abstaining": 55 691
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 1) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A., after consideration of the report of an independent chartered accountant– PricewaterhouseCoopers Sp. z o.o. on the audit of the annual financial statements and the evaluation of the financial statements of CIECH S.A. for financial year 2017, presented by the Supervisory Board of CIECH S.A. for financial year 2017, approves the Separate Financial Statements of CIECH S.A., covering:
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 602 644 Number of votes cast "against": 0 Number of votes "abstaining": 55 691
Acting pursuant to Art. 395 § 5 of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A., after consideration of the report of an independent chartered accountant– PricewaterhouseCoopers Sp. z o.o. on the audit of the consolidated annual financial statements and the evaluation of the consolidated financial statements of the Ciech Group for financial year 2017, presented by the Supervisory Board of CIECH S.A. for financial year 2017, approves the Consolidated Financial Statements of the Ciech Group for financial year 2017, covering:
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 602 644 Number of votes cast "against": 0 Number of votes "abstaining": 55 691
regarding the approval of the Report of the Supervisory Board on the Activities in financial year 2017 containing reports on the results of evaluation of the report on the activities of CIECH Group for 2017, together with the Non-Financial Report of CIECH Group for 2017, financial statements of CIECH S.A. and CIECH Group for 2017, proposal of the Management Board regarding distribution of net profits for 2017, as well as evaluation of the internal control system and management system of the risks significant for the Company.
Acting pursuant to Art. 395 § 5 of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. approves the Report of the Supervisory Board on the Activities in financial year 2017 containing reports on the results of evaluation of the report on the activities of CIECH Group for 2017, together with the Non-Financial Report of CIECH Group for 2017, financial statements of CIECH S.A. and CIECH Group for 2017, proposal of the Management Board regarding distribution of net profits for 2017, as well as evaluation of the internal control system and management system of the risks significant for the Company.
§ 2 This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 606 144 Number of votes cast "against": 0 Number of votes "abstaining": 52 191
payment of dividend, and dividend payment.
Acting pursuant to Art. 395 § 2 point 2) of the Commercial Companies Code and § 18 point 2) of the Articles of Association of CIECH S.A., it is resolved as follows:
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. upon reviewing the motion of the Management Board of CIECH S.A. regarding the proposal of distribution of the net profit of CIECH S.A. for 2017 and upon reviewing an opinion of the Supervisory Board of CIECH S.A., decides:
§ 2
The dividend record date shall be 2 July 2018 The dividend payment date shall be 31 August 2018
§ 3
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 658 335 Number of votes cast "against": 0
Number of votes "abstaining": 0
This resolution was adopted in an open vote.
regarding the granting of acknowledgement to Mr Maciej Tybura for the fulfilment of his duties of the President of the Management Board in the period from 1 January 2017 to 31 December 2017
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants of acknowledgement to Mr Maciej Tybura for the fulfilment of his duties of the President of the Management Board in the period from 1 January 2017 to 31 December 2017
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour":32 606 144 Number of votes cast "against":0 Number of votes "abstaining":52 191
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants of acknowledgement to Mr Artur Król for the fulfilment of his duties of the Member of the Management Board in the period from 1 January 2017 to 31 December 2017.
This resolution shall come into force on the date of its adoption..
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour":32 606 144 Number of votes cast "against":0 Number of votes "abstaining":52 191
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants of acknowledgement to Mr Artur Osuchowski for the fulfilment of his duties of the Member of the Management Board in the period from 1 January 2017 to 31 December 2017.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour":32 606 144 Number of votes cast "against":0 Number of votes "abstaining":52 191
regarding the granting of acknowledgement to Mr Sebastian Kulczyk for the fulfilment of his duties of the Member of the Supervisory Board, including the duties of the Chairman of the Supervisory Board in the period from 1 January 2017 to 31 December 2017
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants acknowledgement to Mr Sebastian Kulczyk for the fulfilment of his duties of the Member of the Supervisory Board, including the duties of the Chairman of the Supervisory Board in the period from 1 January 2017 to 31 December 2017
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour":32 606 144 Number of votes cast "against":0 Number of votes "abstaining":52 191
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants acknowledgement to Mr Tomasz Mikołajczak for the fulfilment of his duties of the Member of the Supervisory Board, including the duties of the Vice Chairman of the Supervisory Board in the period from 1 January 2017 to 31 December 2017
This resolution shall come into force on the date of its adoption..
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 606 144 Number of votes cast "against": 0 Number of votes "abstaining":52 191
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants of acknowledgement to Mr Dominik Libicki for the fulfilment of his duties of the Member of the Supervisory Board in the period from 1 January 2017 to 31 December 2017.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 606 144 Number of votes cast "against":0 Number of votes "abstaining":52 191
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants of acknowledgement to Mr Mariusz Nowak for the fulfilment of his duties of the Member of the Supervisory Board in the period from 1 January 2017 to 31 December 2017
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour":32 606 144 Number of votes cast "against":0 Number of votes "abstaining":52 191
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants of acknowledgement to Mr Piotr Augustyniak for the fulfilment of his duties of the Member of the Supervisory Board in the period from 1 January 2017 to 31 December 2017.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour":32 602 644 Number of votes cast "against":0 Number of votes "abstaining":55 691
Acting pursuant to Art. 393 point 1) and Art. 395 § 2 point 3) of the Commercial Companies Code and § 18 point 1) of the Articles of Association of CIECH S.A., it is resolved as follows:
§1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. grants of acknowledgement to Mr Artur Olech for the fulfilment of his duties of the Member of the Supervisory Board in the period from 1 January 2017 to 31 December 2017.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335
Percentage share of those votes in the share capital: 61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour":32 606 144 Number of votes cast "against":0 Number of votes "abstaining":52 191
Acting pursuant to Art. 20 section 1 of the Articles of Association of CIECH S.A and § 27 section 1 of the Rules and Regulations of the Shareholders' Meeting of CIECH S.A., it is hereby resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. resolves that the Supervisory Board of CIECH S.A. for the new joint term of office, shall be composed of 6 persons.
§ 2 This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 32 636 861 Number of votes cast "against":0 Number of votes "abstaining": 21 474
Acting pursuant to § 18 pt. 7) of the Articles of Association of CIECH S.A it is hereby resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby appoints Mr Piotr Augustyniak to the Supervisory Board of CIECH S.A for the new joint term of office.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 29 615 126 Number of votes cast "against": 2 606 673 Number of votes "abstaining": 436 536
Acting pursuant to § 18 pt. 7) of the Articles of Association of CIECH S.A it is hereby resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby appoints Mr Sebastian Kulczyk to the Supervisory Board of CIECH S.A for the new joint term of office.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 29 615 126 Number of votes cast "against": 2 606 673 Number of votes "abstaining": 436 536
Acting pursuant to § 18 pt. 7) of the Articles of Association of CIECH S.A it is hereby resolved as follows:
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby appoints Mr Tomasz Mikołajczak to the Supervisory Board of CIECH S.A for the new joint term of office.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 29 615 126 Number of votes cast "against": 2 606 673 Number of votes "abstaining": 436 536
Acting pursuant to § 18 pt. 7) of the Articles of Association of CIECH S.A it is hereby resolved as follows:
§ 1
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby appoints Mr Mariusz Nowak to the Supervisory Board of CIECH S.A for the new joint term of office.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 29 615 126 Number of votes cast "against": 2 606 673 Number of votes "abstaining": 436 536
Acting pursuant to § 18 pt. 7) of the Articles of Association of CIECH S.A it is hereby resolved as follows:
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby appoints Mr Dawid Jakubowicz to the Supervisory Board of CIECH S.A for the new joint term of office.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 29 615 074 Number of votes cast "against": 2 606 673 Number of votes "abstaining": 436 536
Acting pursuant to § 18 pt. 7) of the Articles of Association of CIECH S.A it is hereby resolved as follows:
The Ordinary (Annual) Shareholders' Meeting of CIECH S.A. hereby appoints Mr Artur Olech to the Supervisory Board of CIECH S.A for the new joint term of office.
§ 2
This resolution shall come into force on the date of its adoption.
The number of shares from which valid votes have been cast: 32 658 335 Percentage share of those votes in the share capital:61.97%
Total number of valid votes: 32 658 335 Number of votes cast "in favour": 29 615 126 Number of votes cast "against": 2 606 673 Number of votes "abstaining": 436 536
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