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Mabion S.A. Proxy Solicitation & Information Statement 2026

May 19, 2026

5695_rns_2026-05-19_43028291-aeb7-45c3-994e-274387ce67fb.html

Proxy Solicitation & Information Statement

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Report Content CurrentReport No. 10/2026Dateof preparation: May 19, 2026Abbreviatedname of the issuer: MABION S.A.SubjectAnnouncement regarding theconvening of the Ordinary General Meeting of Mabion S.A. on June 15,2026, together with draft of the resolutionsLegalbasisArt. 56 sec.1 p.2 of theAct on Public Offerings - Current and Periodic InformationReportcontent:The Management Board ofMabion S.A. ("the Company") hereby announces that, acting pursuant toArt. 395 § 1, Art. 399 § 1, Art. 402(1), and Art. 402(2) of theCommercial Companies Code, hereby convenes the Company's Annual GeneralMeeting ("AGM") for June 15, 2026, at 11:00 AM, to be held in Łódź atKs. Biskupa Wincentego Tymienieckiego 22 G, in the Łącznik Szklany hall,located within Complex 3 of the Łódź Special Economic Zone (a complex ofpost-industrial buildings of the former L. Grohman factory).Proposedagenda for the AGM:1) Openingof the General Meeting.2)Adoption of a resolution on the election of the Chairperson of theGeneral Meeting.3) Confirmationthat the General Meeting was properly convened and has the capacity toadopt resolutions.4) Adoptionof a resolution on the approval of the agenda of the General Meeting.5)Consideration of the Management Board's report on the Company'soperations for the 2025 fiscal year, the Company's financial statementfor the 2025 fiscal year, and the Management Board's proposal regardingthe coverage of the loss for the 2025 fiscal year.6)Consideration of the Supervisory Board's report for the 2025 fiscalyear, containing the results of the assessment of the financialstatements, the Management Board's report on the Company's operations,and the Management Board's proposal regarding the coverage of the lossfor the 2025 fiscal year, taking into account the requirements of theCode of Best Practices for Companies Listed on the Warsaw StockExchange.7) Adoption of aresolution on the approval of the Management Board's report on theCompany's operations for the fiscal year 2025.8)Adoption of a resolution on the approval of the Company's financialstatements for the fiscal year 2025.9)Adoption of a resolution on the approval of the Company's SupervisoryBoard's report for the year 2025.10)Adoption of a resolution regarding the coverage of the loss for the 2025fiscal year.11) Adoption ofresolutions regarding the granting of discharge to the members of theCompany's Management Board for the performance of their duties in the2025 fiscal year.12) Adoptionof resolutions on granting discharge to the members of the Company'sSupervisory Board for the performance of their duties in the 2025 fiscalyear.13) Adoption of aresolution on issuing an opinion on the report on the remuneration ofManagement Board members and Supervisory Board members of Mabion S.A.for the year 2025.14) Adoptionof a resolution regarding amendments to the Company's Articles ofAssociation (amendment to § 6 of the Company's Articles of Association).15)Adoption of a resolution regarding amendments to the Company's Articlesof Association by revoking the existing authorization of the Company'sManagement Board to increase its share capital within the limits of theauthorized capital and granting the Company's Management Board a newauthorization to increase its share capital within the limits of theauthorized capital, together with an authorization to depriveshareholders of their preemptive rights to shares issued within thelimits of the authorized capital.16)Adoption of a resolution regarding the amendment of Resolution No.1/VII/2024 of the Company's Ordinary General Meeting of July 15, 2024,on the introduction of the Incentive Program, as amended by ResolutionNo. 4/VII/2025 of the Company's Extraordinary General Meeting of July10, 2025.17) Any otherbusiness.18) Closing of theMeeting.Attached, theCompany provides the text of the notice convening the Ordinary GeneralMeeting of Mabion S.A., together with the proposed agenda and proposedamendments to the Company's Articles of Association, as well as draftresolutions of the Ordinary General Meeting along with their attachmentsand other materials to be discussed at the Ordinary General Meeting.