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Kruk S.A. AGM Information 2016

Apr 12, 2016

5678_rns_2016-04-12_fdead67d-823d-4402-9b33-ab0b8eb0f404.html

AGM Information

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Current Report No. 28/2016

Date of the report: April 12th 2016

Subject: Notice of the Annual General Meeting of KRUK S.A. and draftresolutions

Legal basis: Art. 56.1.2 of the Public Offering Act - Current andperiodic information

Acting on the basis of Art. 399.1 in conjunction with Art. 395.1 and395.2 of the Commercial Companies Code and Art. 15.3 of the Articles ofAssociation, Management Board of Kruk S.A. (the Company) convenes theAnnual General Meeting of KRUK S.A. for 2.00pm on May 9th 2016 inWarsaw, Al. Jerozolimskie 45, the Polonia Palace Hotel, the Grodno Room,with the following agenda:

1) Opening of the Annual General Meeting.

2) Appointment of the Chair of the Annual General Meeting.

3) Confirmation that the Annual General Meeting has been duly convenedand has the capacity to adopt resolutions.

4) Adoption of the agenda.

5) Presentation by the Company's Management Board of the financialresults achieved by the Company and other material information presentedin the financial statements.

6) Review of the Report of the Supervisory Board of KRUK S.A. for 2015.

7) Review of the Directors' Report on the operations of KRUK S.A. in2015 and adoption of a resolution to approve the Directors' Report.

8) Review of the separate financial statements of KRUK S.A. for thefinancial year ended December 31st 2015 and adoption of a resolution toapprove the separate financial statements.

9) Review of the Management Board's proposal on allocation of theCompany's net profit for 2015 and adoption of a resolution on allocationof KRUK S.A.'s net profit for 2015.

10) Review of the Directors' Report on the operations of the KRUK Groupin 2015 and adoption of a resolution to approve the Directors' Report.

11) Review of the consolidated financial statements of the KRUK Groupfor the financial year ended December 31st 2015 and adoption of aresolution to approve the consolidated financial statements.

12) Adoption of resolutions concerning:

c) granting discharge to members of the Company's Management Board inrespect of performance of their duties in the financial year 2015,

d) granting discharge to members of the Company's Supervisory Board inrespect of performance of their duties in the financial year 2015.

13) Adoption of resolutions on the appointment of Supervisory Boardmembers of the new term and setting the remuneration for serving as aSupervisory Board member.

14) Adoption of a resolution on granting an allowance in addition to theremuneration of a Supervisory Board member for serving as Chairperson ofthe Supervisory Board.

15) Adoption of a resolution authorising the Management Board to buyback the Company's own shares.

16) Adoption of a resolution on allocation of funds for the financing ofshare buyback.

17) Adoption of a resolution on amending Art. 8, Art. 14 and Art. 18 ofthe Company's Articles of Association.

18) Adoption of a resolution to approve the consolidated text of theCompany's Articles of Association.

19) Adoption of a resolution on amending the Rules of Procedure of theSupervisory Board of KRUK S.A. and drafting the consolidated text of theRules of Procedure.

20) Closing of the Annual General Meeting.

Attached hereto the Company publishes the full text of the notice of theAnnual General Meeting given in accordance with Art. 402[2] of theCommercial Companies Code, along with the draft resolutions withattachments to be debated at the Meeting.

Detailed legal basis: Par. 38.1.1 and 38.1.3 of the Regulation of theMinister of Finance of February 19th 2009 on current and periodicinformation [...]