Pre-Annual General Meeting Information • Dec 1, 2025
Pre-Annual General Meeting Information
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The Management Board of Cyfrowy Polsat S.A. with its registered office in Warsaw, entered into the register of entrepreneurs of the National Court Register (KRS) maintained by the District Court for the capital city of Warsaw in Warsaw, 14th Business Division for the National Court Register, under No. 0000010078 (the "Company"), acting pursuant to Article 399 §1 in connection with Article 398 of the Commercial Companies Code ("CCC") and in connection with Resolution No. 2 of the Extraordinary General Meeting of November 28, 2025, and in accordance with Articles 402(1) and 402(2) of the CCC and the provisions of Article 24 Section 3 of the Company's Articles of Association, convenes the Extraordinary General Meeting of the Company, which will be held on December 29, 2025 at 11:00 a.m. CET in Warsaw, in the registered office of the Company at ul. Łubinowa 4a.
The Extraordinary General Meeting of the Company to be held on December 29, 2025 at 11:00 a.m. CET, in Warsaw, at the Company's registered office at street Łubinowa 4A, was convened with the following agenda:
The Management Board hereby notifies that the right to participate in the General Meeting is held, pursuant to Article 406¹ of the CCC, only by the persons who are shareholders of the Company at least 16 (sixteen) days before the date of the General Meeting, i.e. on December 13, 2025 (the registration day for participation in the Extraordinary General Meeting, hereinafter referred to as the "Registration Day"), provided that they present to the entity keeping their securities account a request to issue a confirmation issued on their name of the right to participate in the Extraordinary General Meeting in the period from the announcement of convening the Extraordinary General Meeting, i.e. December 1, 2025, to the first business day after the Registration Day, i.e. on December 15, 2025.
Certificates of the right to participate in the General Meeting, will be the basis for the preparation of lists submitted to the entity maintaining the securities depository in accordance with the regulations on trading in financial instruments.
Pledgees and usufructuaries who are entitled to vote, have the right to participate in the General Meeting if establishment of a limited right on their behalf is registered on a securities account on the Registration Day.
The list of shareholders authorized to participate in the General Meeting shall be prepared by the Company on the basis of the register disclosed by the entity keeping the depository of securities (Krajowy Depozyt Papierów Wartościowych S.A.) and, in accordance with art. 407 §1 of the CCC, made available for inspection from 9 a.m. to 4 p.m. CET at Company's registered office, address: street Łubinowa 4A, 03-878 Warsaw, for 3 business days before the date of the Extraordinary General Meeting, i.e. on December 19, 22 and 23, 2025.
A Company's shareholder may inspect the shareholders' list at the premises of the Company's Management Board and request a copy of the list upon reimbursement of costs of its preparation. A Company's shareholder may also request the shareholders' list be sent to such a shareholder by electronic mail free of charge, specifying the address to which the list should be sent. A shareholder may submit such a request by electronic mail to the following address: [email protected].
A shareholder or shareholders representing at least one twentieth of the share capital may:
Each shareholder may submit during the General Meeting draft resolutions concerning matters on the agenda and ask questions concerning matters on the agenda of the General Meeting.
In addition, a shareholder may propose changes and supplements to draft resolutions included on the agenda of the General Meeting – until the closing of the discussion over the item on the agenda regarding the draft resolution to which such proposal refers. Proposals with a brief substantiation should be submitted in writing, separately for each draft resolution, specifying the full name or the company (name) of the shareholder to the Chairman of the General Meeting.
A shareholder who is a natural person may participate in the General Meeting and vote in person or by proxy. A shareholder who is not a natural person may participate in the General Meeting and vote by a person authorized to make declarations of intent on its behalf or by proxy. The power of attorney to participate in the General Meeting and to vote should be executed in writing or granted in an electronic format.
The power of attorney granted in an electronic format does not require a secured electronic signature verified with a valid qualified certificate. The Company should be notified of any power of attorney granted in an electronic format by electronic mail at the following address: [email protected]. The Company may take appropriate actions to identify the shareholder and attorney-in-fact in order to verify the validity of the power of attorney granted in an electronic format. The Company may, in particular, ask the shareholder, via e-mail, to confirm the fact that the power of attorney has actually been granted.
The information on granting the power of attorney should include the particulars of the attorney-in-fact (proxy holder) and the grantor (including their full names (business name), place of residence (registered office)) and specify the number of shares and votes for which the right to vote will be executed. The attorney may grant a further power of attorney if this is apparent from the wording of the power of attorney. Any consequence resulting from an improper manner of granting the power of attorney shall be borne by the grantor.
In order to identify the shareholder granting the power of attorney, the notice on granting the power of attorney in an electronic format should include the following (as an appendix):
If there are any doubts as to the authenticity of the aforementioned documents, the Management Board of the Company reserves the right to request the attorney-in-fact (proxy) to present the following documents when the attendance list is being drawn up:
For the identification purpose of the attorney-in-fact (proxy), the Management Board of the Company reserves the right to request the attorney-in-fact to present the following when the attendance list is being drawn up:
The right to represent the shareholder who is not a natural person should arise from a current excerpt from the relevant register presented when the attendance list is being drawn up, possibly from an uninterrupted series of powers of attorney, and the person(s) granting the power of attorney on behalf of the shareholder who is not a natural person should be enumerated in the said excerpt.
Forms referred to in Article 402³ §1 Section 5 of the CCC, under which the voting right may be exercised by proxy are available on the Company's website https://grupapolsatplus.pl/en/corporate-governance/generalmeeting/materials. The shareholder is not obligated to grant a power of attorney using the form made available by the Company.
In addition, the Management Board notifies you that, if the power of attorney is granted together with a voting instruction, the Company will not verify whether or not attorneys-in-fact exercise their voting rights in accordance with the instructions received from the shareholders. Therefore, the Management Board informs you that any voting instruction should only be given to the attorney-in-fact alone.
A member of the Company's Management Board and employee of the Company may act as attorneys-in-fact at the General Meeting. If a member of the Company's Management Board or Supervisory Board, liquidator, employee or a member of the corporate bodies or employee of a subsidiary of Cyfrowy Polsat acts as an attorneyin-fact at the General Meeting, then the power of attorney may entitle such person to represent the shareholder at only one general meeting. The attorney-in-fact is obliged to disclose to the shareholder any circumstances indicating that any conflict of interest exists or may occur. Granting further powers of attorney by the attorney-infact referred to herein is excluded. Such a proxy shall vote in accordance with the instructions given by the shareholder.
The regulations of the Company's General Meeting do not provide for a possibility to vote by mail or through the use of electronic means of communication.
The Company does not anticipate that the shareholders may participate in the Extraordinary General Meeting through the use of electronic means of communications.
The Company's Articles of Association do not provide for a possibility to voice one's opinion during the General Meeting through the use of electronic means of communications.
Pursuant to Article 4023 §1 of the CCC, any person authorized to participate in the General Meeting may obtain all the documents to be presented at the General Meeting, together with draft resolutions, from the Company's website athttp://www.grupapolsatplus.pl/en/corporate-governance/general-meeting/materials as of the date on which the General Meeting has been convened. Any comments of the Management Board or the Supervisory Board concerning issues introduced to the agenda of the General Meeting or issues which are to be placed on the agenda before the Meeting, will be available on the Company's website, immediately after they are made.
The persons authorized to participate in the Extraordinary General Meeting are asked to register and take a ballot tablet in front of the meeting venue half an hour before the commencement of the Extraordinary General Meeting as such.
Information on the Extraordinary General Meeting will be made available on the Company's website at http://www.grupapolsatplus.pl/en/corporate-governance/general-meeting/materials.
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