GPW - Giełda Papierów Wartościowych w Warszawie S.A.

AGM Information • May 27, 2019

Current Report No. 12/2019Date: 27 May 2019Subject: Amendment of the agenda of the Ordinary General Meeting of the Warsaw Stock Exchange convened for 17 June 2019 and submission of the draft resolution to the agendaLegal basis: Article 56.1(2) of the Act on Public Offering – current and periodic informationContent of the report:The Warsaw Stock Exchange (“GPW", "Company", “Exchange" ) informs about the change to the agenda of the Ordinary General Meeting of the GPW convened for 17 June 2019 introduced on the formal motion of Company’s shareholder – Chancellery of the Prime Minister acting on behalf of the State Treasury, about the convocation of which the Company informed in the current report 11/2019 on 20 May 2019.The change in the agenda consists of adding new points "Draft Resolution on determining the terms of setting the remuneration of Members of the Management Board and repealing previously adopted resolutions in this matter" and “Draft Resolution on determining the terms of setting the remuneration of Members of the Supervisory Board and repealing previously adopted resolution in this matter" to the agenda. The State Treasury justified the proposal regarding changes by necessity to clarify the existing terms and conditions of the remuneration of Members of the Management Board and Members of the Supervisory Board. The abovementioned change has been made pursuant to Article 401 par. 1 of the Code of Commercial Companies.The new agenda of the Ordinary General Meeting is as follows:1. Opening of the General Meeting.2. Appointment of the Chairperson of the General Meeting.3. Asserting that the General Meeting has been convened correctly and is capable of adopting resolutions.4. Adoption of the Agenda.5. Review of the report of the Exchange Management Board on the activity of the Company's Group in 2018 including the report of the Exchange Management Board on the activity of the Company in 2018.6. Review of the financial statements of the Company for 2018 and the consolidated financial statements of the Company's Group for 2018.7. Review of the reports of the Exchange Supervisory Board on the assessment of:a. the report of the Exchange Management Board on the activity of the Company's Group in 2018 including the report of the Exchange Management Board on the activity of the Company in 2018,b. the financial statements of the Company for 2018 and the consolidated financial statements of the Company's Group for 2018,c. the motion of the Exchange Management Board concerning distribution of the Company's profit for 2018.8. Review of the documents of the Exchange Supervisory Board:a. the report on the activity of the Exchange Supervisory Board in 2018,b. the assessment of the situation of the Company for 2018 including: assessment of the financial situation of GPW, assessment of the financial situation of the GPW Group, assessment of the internal control system and the system of management of risks material to the Company, assessment of the manner of GPW's fulfilment of the disclosure requirements concerning application of corporate governance rules determined by the Exchange Rules and regulations concerning current and periodic information submitted by the issuers of securities, assessment of the policy conducted by GPW with regard to sponsoring, charitable and other similar activities, assessment of the functioning of the remuneration policy in GPW,c. the assessment of the Company’s compliance with the Principles of Corporate Governance for Supervised Institutions issued by the Polish Financial Supervisory Authority.9. Approval of the report of the Exchange Management Board on the activity of the Company and the financial statements for 2018.10. Adoption of the resolution concerning distribution of the Company’s profit for 2018.11. Approval of the report of the Exchange Management Board on the activity of the Company’s Group in 2018 and the consolidated financial statements of the Company's Group for 2018.12. Vote of discharge of duties to Members of the Exchange Supervisory Board for 2018.13. Vote of discharge of duties to Members of the Exchange Management Board for 2018.14. Changes to the composition of the Exchange Supervisory Board.15. Amendments to the Company’s Articles of Association.16. Election of Election of an arbitrator of the Exchange Court.17. Election of the President and the Vice-President of the Exchange Court.18. Adoption of a resolution determining the terms of setting the remuneration of Members of the Management Board of the Warsaw Stock Exchange and invalidation of previous resolutions in that matter.19. Adoption of a resolution determining the terms of setting the remuneration of Members of the Supervisory Board of the Warsaw Stock Exchange and invalidation of a previous resolution in that matter.20. Closing of the General Meeting.The draft resolutions are enclosed to the current report.Legal basis: § 19.1 (3) and (4) of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and on conditions under which information required by legal regulations of a third country may be recognised as equivalent.