AGM Information • Jun 28, 2023
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Resolution No. 1
of the Extraordinary General Meeting
Company under the name: ManyDev Studio European company
based in Warsaw
of June 28th, 2023
on the election of the Chairman of the Ordinary General Meeting
Acting pursuant to Art. 409 § 1 of the Commercial Companies Code, Ordinary General Meeting of the Company resolves to:
§ 1
To elect the Chairman of the Ordinary General Meeting of the Company to be held on June 28th, 2023, Mrs. Natalia Serwińska-Deles -----------------------------------------------------------------------------------------------
§ 2
The resolution comes into force upon its adoption.
After the voting, the Opening of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 2
of the Ordinary General Meeting
Company under the name: ManyDev Studio European company
based in Warsaw
of June 28th, 2023
on adopting the agenda of the Ordinary General Meeting
The Ordinary General Meeting of the Company resolves as follows: ----------------------------------------- -----
§ 1
The following agenda of the Ordinary General Meeting is adopted: -----------------------------------------------
Opening of the Meeting.
Election of the Chairman of the Meeting.
Confirmation that the General Meeting has been properly convened and is capable of adopting binding resolutions.
Adoption of the agenda of the Meeting.
5.Consideration presented by the Management Board:
§ 2
The resolution comes into force upon its adoption. -------------------------------------------------- --------------------------
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 3
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on the approval of the Board of Director’s report on the activities of ManyDev Studio SE for the financial year ended 31 December 2022
Acting in virtue of art. 395 § 2 item 1) of Commercial Companies Code and § 33 par. 1 item 2) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
The management report of ManyDev Studio SE for the period from 1 January 2022 to 31 December 2022, including the Board of Directors' report on the Company's activities for 2022, is hereby approved.
§ 2
The resolution shall become effective upon adoption."
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 4
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on the approval of the Company's financial statements for the fiscal year ended December 31, 2022.
Acting pursuant to art. 395 § 2 point 1) of the Commercial Companies Code and art. 53 section 1 of the Accounting Act of 29 September 1994 and § 33 section 1 point 2) of the Company's Articles of Association, the Ordinary General Meeting resolves as follows:
§ 1
The Company’s financial statements for the financial year ended December 31, 2022, are hereby approved, including:
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 5
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on approval of the report of the Supervisory Board on its activities in 2022
§ 1
The Ordinary General Meeting of the Company, having reviewed the report of the Company's Supervisory Board on the activities of the Supervisory Board in 2022, including:
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 6
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on withdrawal from adopting a resolution on the distribution of profit or coverage of loss for 2022
Acting on the basis of art. 348 § 1 of the Code of Commercial Companies, after getting acquainted the information of the Management Board and in connection with the content of art. 53 sec. 3 of the Accounting Act, the Ordinary General Meeting of the Company resolves as follows:
§ 1
The Ordinary General Meeting of the Company decides to refrain from adopting a resolution on profit distribution or loss coverage.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 7
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on granting a vote of acceptance to Mr. Bartłomiej Bartula, President of the Management Board, for the fulfillment of his duties, in the financial year 2022
Acting in virtue of art. 395 § 2 point 3) of Commercial Companies Code and § 28 pint 3) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
Mr. Bartłomiej Bartula is hereby granted a vote of acceptance for the performance of the duties of President of the Management Board of the Company within the period from 1 January 2022 to 31 December 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 8
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on granting the vote of acceptance to Mr. Bartłomiej Kurylak, for performance of his duties of Supervisory Board Member of the Company in the financial year 2022
Acting in virtue of art. 395 § 2 point 3) of Commercial Companies Code and § 28 point 3) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
Mr. Bartłomiej Kurylak is hereby granted a vote of acceptance for the fulfillment of duties of the member of the Supervisory Board of the Company within the period from 1st January 2022 to 30th September 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 9
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on granting the vote of acceptance to Mr. Marcin Wenus, Chairman of the Supervisory Board, for performance of his duties in the financial year 2022
Acting in virtue of art. 395 § 2 point 3) of Commercial Companies Code and § 28 point 3) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
Mr. Marcin Wenus is hereby granted a vote of acceptance for the fulfillment of duties of the member of the Supervisory Board of the Company within the period from 1st January 2022 to 31th December 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 10
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on granting the vote of acceptance to Mr. Robert Pakla, for performance of his duties of Supervisory Board Member of the Company in the financial year 2022
Acting in virtue of art. 395 § 2 point 3) of Commercial Companies Code and § 28 point 3) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
Mr. Robert Pakla is hereby granted a vote of acceptance for the fulfillment of duties of the member of the Supervisory Board of the Company within the period from 1st January 2022 to 31th December 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 11
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on granting the vote of acceptance to Mr. Maksymilian Graś, for performance of his duties of Supervisory Board Member of the Company in the financial year 2022
Acting in virtue of art. 395 § 2 point 3) of Commercial Companies Code and § 28 point 3) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
Mr. Maksymilian Graś is hereby granted a vote of acceptance for the fulfillment of duties of the member of the Supervisory Board of the Company within the period from 1st January 2022 to 31th December 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 12
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on granting the vote of acceptance to Mr. Tomasz Stajszczak, for performance of his duties of Supervisory Board Member of the Company in the financial year 2022
Acting in virtue of art. 395 § 2 point 3) of Commercial Companies Code and § 28 point 3) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
Mr. Tomasz Stajszczak is hereby granted a vote of acceptance for the fulfillment of duties of the member of the Supervisory Board of the Company within the period from 1st January 2022 to 31th December 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 13
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on granting the vote of acceptance to Mr. Lech Klimkowski, for performance of his duties of Supervisory Board Member of the Company in the financial year 2022
Acting in virtue of art. 395 § 2 point 3) of Commercial Companies Code and § 28 point 3) of the Company Statute, the Ordinary General Meeting of the Company adopts the following resolution:
§ 1
Mr. Lech Klimkowski is hereby granted a vote of acceptance for the fulfillment of duties of the member of the Supervisory Board of the Company within the period from 10th November 2022 to 31th December 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 14
of the Ordinary General Meeting of
ManyDev Studio SE with its registered office in Warsaw
of June 28th 2023
on issuing an opinion concerning the report on remuneration of the members of the Management Board and the Supervisory Board of ManyDev Studio SE for the year 2022
§ 1
The Ordinary General Meeting of the Company, acting pursuant to Article 395 § 2(1) of the Commercial Companies Code in connection with Article 90g(6) of the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies (Journal of Laws of 2022, item 2554) expresses its positive opinion on the Supervisory Board's Report on the remuneration of the Management Board and Supervisory Board of ManyDev Studio SE for the financial year 2022.
§ 2
The resolution shall become effective upon adoption.
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
Resolution No. 15
of the Ordinary General Meeting
Company under the name: ManyDev Studio European company
based in Warsaw
of June 28th, 2023
on the appointment of a member of the Supervisory Board of the Company
§1
Based on Article. 385 § 1 of the Commercial Companies Code and § 18 sec. 1 of the Company's Articles of Association, the Ordinary General Meeting hereby appoints Mr. Paweł Filipek, PESEL: 95051608116 as a member of the Supervisory Board of the Company. --------------------------------------------------
§2
The resolution comes into force upon its adoption. -------------------------------------------------- ----------
After the vote, the Chairman of the Meeting stated that the resolution was passed pursuant to Article 420 §4 of the Commercial Companies Code, and the number of shares on which valid votes were cast was: 6.899.999, which constitutes 30,53% of the share capital, and the following votes were cast on the resolution:
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