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Enea S.A. AGM Information 2025

Jun 6, 2025

5597_rns_2025-06-06_a54eed1b-6941-4759-b364-52caa40fb9f0.html

AGM Information

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Report Content Current Report No.: 20/2025

Date of Preparation: 6 June 2025

Issuer's Abbreviated Name: Enea S.A.

Legal Basis: Article 56(1)(2) of the Act on Offerings - current andperiodic information

Subject: Extension of the agenda of the Enea S.A. Ordinary GeneralMeeting convened for 26 June 2025 at the request of a Shareholder.

Body of the report:

With reference to Current Report No. 19/2025 on convening the OrdinaryGeneral Meeting ("OGM") for 26 June 2025, the Management Board of EneaS.A. ("Company") hereby reports that, in connection with a requestreceived from an entitled Shareholder to extend the OGM agenda andinclude the following items:

1. Adopt a resolution on the rules for setting remuneration ofManagement Board Members.

2. Adopt a resolution to amend the "Remuneration policy for members ofthe supervisory body and management body at Enea Spółka Akcyjna",

The Company hereby presents the amended proposed OGM agenda having takeninto account the Shareholder's request.

The amendments to the OGM agenda consist of adding, after item 14, items15 and 16 in the wording proposed by the Shareholder, with the existingitem 15 (Adjourn the Ordinary General Meeting) renumbered to 17.

1. Open the Ordinary General Meeting.

2. Elect the Chairperson of the Ordinary General Meeting.

3. Assert that the Ordinary General Meeting has been convened correctlyand is capable of adopting resolutions.

4. Adopt the agenda.

5. Adopt a resolution to approve the Report of the Enea S.A. SupervisoryBoard on its activity in 2024.

6. Present the report of the independent certified auditor on the auditof the Standalone Financial Statements of Enea S.A. for the financialyear ended 31 December 2024, the Consolidated Financial Statements ofthe Enea Group for the financial year ended 31 December 2024 and theManagement Board Report on the activity of Enea S.A. and the Enea Groupin 2024.

7. Examine and adopt a resolution to approve the Standalone FinancialStatements of Enea S.A. for the financial year ended 31 December 2024.

8. Examine and adopt a resolution to approve the Consolidated FinancialStatements of the Enea Group for the financial year ended 31 December2024.

9. Examine and adopt a resolution to approve the Management Board Reporton the activity of Enea S.A. and the Enea Group in 2024 together with aseparate Enea Group Sustainability Report for 2024.

10. Adopt a resolution to cover the loss for 2023 and distribute EneaS.A.'s net profit generated in the financial year ended 31 December 2024.

11. Adopt resolutions to discharge the Enea S.A. Management BoardMembers on the performance of their duties in the financial year 2024.

12. Adopt resolutions to discharge the Enea S.A. Supervisory BoardMembers on the performance of their duties in the financial year 2024.

13. Adopt a resolution to issue an opinion on the document, adopted bythe Supervisory Board, entitled "Report on remuneration of Enea S.A.Management Board and Supervisory Board Members in 2024".

14. Adopt resolutions to accept the amendments to the Statute of EneaS.A. which received a positive opinion from the Supervisory Board.

15. Adopt a resolution on the rules for setting remuneration ofManagement Board Members.

16. Adopt a resolution to amend the "Remuneration policy for members ofthe supervisory body and management body at Enea Spółka Akcyjna".

17. Adjourn the Ordinary General Meeting.

It is indicated in the Shareholder's request that draft resolutionsconcerning items 15 and 16 of the OGM agenda will be submitted at alater date. At the same time, the justification for the requestclarifies that "The request to include specific items on the agenda ofthe Company's Ordinary General Meeting convened for 26 June 2025 is astatutory right of a shareholder representing at least one-twentieth ofthe share capital. In accordance with the Company's Statute, it iswithin the powers of the General Meeting to consider the items includedin the request.

Taking into account the pursuit of the Enea Group's new DevelopmentStrategy until 2035, as published on 28 November 2024, it is reasonableto present to the Company's shareholders a proposal to update the rulesfor setting remuneration of members of the Company's governing bodies inorder to align the Management Objectives with the Strategy, as providedfor in the Resolution.

Because the Management Objectives are also included in § 3 of theRemuneration policy for members of the supervisory body and managementbody at Enea Spółka Akcyjna, it is necessary to amend the document."