AGM Information • May 16, 2019
AGM Information
Open in ViewerOpens in native device viewer
concerning the election of Chairperson of the Ordinary General Meeting
Acting pursuant to Article 409 § 1 of the Commercial Companies Code and § 32 of the Statutes of the company PGE Polska Grupa Energetyczna Spółka Akcyjna, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting of the Company elects Ms Anna Kowalik as Chairperson of the Ordinary General Meeting of the Company.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 384 956 175
The number of votes cast against the resolution: 1 168
The number of abstaining votes: 113
The resolution has been adopted in an secret ballot.
The Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting adopts the following agenda of the Ordinary General Meeting:
The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 384 957 333
The number of votes cast against the resolution: 10
The number of abstaining votes: 113
The resolution has been adopted in an open ballot.
concerning the adoption of a decision not to elect the Returning Committee
Acting pursuant to § 16 clause 6 of the Regulations of the General Meeting of the company PGE Polska Grupa Energetyczna S.A., the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting decides not to elect the Returning Committee.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 384 957 343
The number of votes cast against the resolution: 0
The number of abstaining votes: 113
The resolution has been adopted in an open ballot.
concerning the approval of the EU-IFRS-compliant standalone financial statements of the company PGE Polska Grupa Energetyczna S.A. for the year 2018 (in million zlotys)
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 1 of the Commercial Companies Code and § 53 clause 1 of the Accounting Act, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw ("Company") adopts as follows:
The Ordinary General Meeting of the Company approves "The EU-IFRS-compliant standalone financial statements of the company PGE Polska Grupa Energetyczna S.A. for the year ended 31 December 2018 (in million zlotys)" comprising the following parts audited by a certified auditor:
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 378 827 587
The number of votes cast against the resolution: 488 799
The number of abstaining votes: 5 641 070
The resolution has been adopted in an open ballot.
concerning the approval of the EU-IFRS-compliant consolidated financial statements of the Capital Group of PGE Polska Grupa Energetyczna S.A. for the year 2018 (in million zlotys)
Acting pursuant to Article 395 § 5 of the Commercial Companies Code and Article 63 c clause 4 of the Accounting Act, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
The Ordinary General Meeting of the Company approves the following: "The EU-IFRS-compliant consolidated financial statements of the Capital Group of PGE Polska Grupa Energetyczna S.A. for the year ended 31 December 2018 (in million zlotys)" comprising the following parts audited by a certified auditor:
§ 2 The resolution becomes effective as at the time of its adoption.
1
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 378 826 419
The number of votes cast against the resolution: 488 809
The number of abstaining votes: 5 642 228
The resolution has been adopted in an open ballot.
concerning the approval of the Management Board's Report on the activities of the PGE Polska Grupa Energetyczna S.A. and PGE Capital Group for the year 2018
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 1 of the Commercial Companies Code and Article 55 clause 2a of the Accounting Act, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
§ 1
The Ordinary General Meeting approves the "Report of the Management Board on the activities of the PGE Polska Grupa Energetyczna S.A. and PGE Capital Group for the year 2018 ended 31 December 2018".
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 379 315 218
The number of votes cast against the resolution: 10
The number of abstaining votes: 5 642 228
The resolution has been adopted in an open ballot.
concerning the allocation of the Company's net loss for the financial year 2018.
Acting pursuant to Article 395 § 2 item 2 and Article 348 § 3 of the Commercial Companies Code as well as § 43 clause 5 of the Statutes of PGE Polska Grupa Energetyczna Spółka Akcyjna, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw ("Company") adopts as follows:
The Ordinary General Meeting decides to allocate supplementary capital to cover the Company's net loss for the financial year 2018 in the amount of 202,768,919.52 (say: two hundred and two million seven hundred and sixty-eight thousand nine hundred and nineteen zlotys and fifty-two groszy).
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 257 396 634
The number of votes cast against the resolution: 1 178
The number of abstaining votes: 127 559 644
The resolution has been adopted in an open ballot.
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Ms Anna Kowalik for the financial year 2018 in connection with her performance of the duties of the Chairperson of the Supervisory Board in the period from 1 January to 19 July 2018 and from 24 July to 31 December 2018 and in connection with her performance of the duties of the Member of the Supervisory Board in the period from 20 July to 23 July 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Artur Składanek for the financial year 2018 in connection with his performance of the duties of the Vice Chairperson of the Supervisory Board in the period from 1 January to 19 July 2018 and from 24 July to 31 December 2018 and in connection with his performance of the duties of the Member of the Supervisory Board in the period from 20 July to 23 July 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 537 257
The number of abstaining votes: 7 333 721
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Grzegorz Kuczyński for the financial year 2018 in connection with his performance of the duties of the Secretary of the Supervisory Board in the period from 1 January to 19 July 2018 and from 24 July to 31 December 2018 and in connection with his performance of the duties of the Member of the Supervisory Board in the period from 20 July to 23 July 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
concerning the acknowledgement of the fulfillment of duties for the year 2018
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of " the company PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Ms Janina Goss for the financial year 2018 in connection with her performance of the duties of the Member of the Supervisory Board in the period from 1 January to 31 December 2018 .
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Witold Rafał Kozłowski for the financial year 2018 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 1 January to 9 July 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
concerning the acknowledgement of the fulfillment of duties for the year 2018
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Mieczysław Edward Sawaryn for the financial year 2018 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 1 January to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Tomasz Hapunowicz for the financial year 2018 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 9 January to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution:1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
concerning the acknowledgement of the fulfillment of duties for the year 2018
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Artur Bartoszewiczfor the financial year 2018 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 20 July to 14 November 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 537 257
The number of abstaining votes: 7 333 721
The resolution has been adopted in an secret ballot.
concerning the acknowledgement of the fulfillment of duties for the year 2018
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Jerzy Sawicki for the financial year 2018 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 20 July to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
concerning the acknowledgement of the fulfillment of duties for the year 2018
Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Radosław Winiarski for the financial year 2018 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 14 November to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Henryk Baranowski for the financial year 2018 in connection with his performance of the duties of the President of the Management Board in the period from 1 January to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 087 646
The number of votes cast against the resolution: 5 537 257
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
concerning the acknowledgement of the fulfillment of duties for the year 2018
Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Wojciech Kowalczyk for the financial year 2018 in connection with her performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2018.
§ 2
The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 415
The number of abstaining votes: 7 332 563
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Marek Pastuszko for the financial year 2018 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 415
The number of abstaining votes: 7 332 563
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Paweł Śliwa for the financial year 2018 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Ryszard Wasiłek for the financial year 2018 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 086 478
The number of votes cast against the resolution: 5 538 425
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Warsaw (the "Company"), adopts as follows:
The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Emil Wojtowicz for the financial year 2018 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2018.
§ 2 The resolution becomes effective as at the time of its adoption.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 372 087 656
The number of votes cast against the resolution: 5 537 247
The number of abstaining votes: 7 332 553
The resolution has been adopted in an secret ballot.
Acting pursuant to Article 430 § 1 of the Commercial Companies Code and § 37 clause 1 item 8 of the Company Statutes, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
The Ordinary General Meeting introduces the following amendments into the content of the Company Statutes:
In § 3 clause 3 item 1), the following fragment is deleted: "(Journal of Laws of 2012, item 1059, as amended)"
§ 2
The resolution becomes effective as at the time of its adoption, with full legal effect as of the day of entering the aforementioned amendments in the register of entrepreneurs of the National Court Register.
The total number of valid votes cast: 1 374 074 528
The number of votes cast for the resolution: 1 259 367 406
The number of votes cast against the resolution: 113 339 568
The number of abstaining votes: 1 367 554
The resolution has been adopted in an open ballot.
Acting pursuant to Article 430 § 1 of the Commercial Companies Code and § 37 clause 1 item 8 of the Company Statutes, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
§ 1 The Ordinary General Meeting introduces the following amendments into the content of the Company Statutes:
In § 14 clause 3 item 7), the phrase "100,000 euro" is replaced by the following phrase: "400,000 zlotys"
§ 2
The resolution becomes effective as at the time of its adoption, with full legal effect as of the day of entering the aforementioned amendments in the register of entrepreneurs of the National Court Register.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 270 250 334
The number of votes cast against the resolution: 113 339 568
The number of abstaining votes: 1 367 554
The resolution has been adopted in an open ballot.
concerning amendments to § 16 of the Company Statutes
Acting pursuant to Article 430 § 1 of the Commercial Companies Code and § 37 clause 1 item 8 of the Company Statutes, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
§ 1
The Ordinary General Meeting introduces the following amendments into the content of the Company Statutes:
§ 16 clause 3 is changed as follows:
"3. A member of the Management Board shall submit his/her resignation to another member of the Management Board or a commercial proxy, and shall notify the Chairperson of the Supervisory Board of such resignation. If, in consequence of the resignation of a member of the Management Board, none of the mandates in the Management Board was to be held, a member of the Management Board shall submit his/her resignation to the Supervisory Board."
The resolution becomes effective as at the time of its adoption, with full legal effect as of the day of entering the aforementioned amendments in the register of entrepreneurs of the National Court Register.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 270 249 166
The number of votes cast against the resolution: 113 339 568
The number of abstaining votes: 1 368 722
The resolution has been adopted in an open ballot.
Acting pursuant to Article 430 § 1 of the Commercial Companies Code and § 37 clause 1 item 8 of the Company Statutes, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
The Ordinary General Meeting introduces the following amendments into the content of the Company Statutes:
In § 18 clause 1 item 4), the phrase "a statutory auditor" is replaced by the following phrase: "an audit firm"
§ 18 clause 1 item 12) is changed as follows:
"12) providing opinions on the Management Board's reports on representation expenses, expenses on legal services, marketing services, public relations services and social communication services, and management consultancy services, as well as a report on the use of the good practices referred to in Article 7 clause 3 of the State Property Management Act of 16 December 2016,"
3) acquiring or purchasing shares or interests in another company whose value exceeds:
Law, with a value exceeding 200,000,000 zlotys,
14) the manner of exercising the voting right by a representative of PGE Polska Grupa Energetyczna S.A. at General Meetings in companies whose objects include electric power generation, transmission, distribution or trade, in matters concerning the following:
concerning or related to power generation units, combined power and heat generation units with a value exceeding 200,000,000 zlotys or power distribution networks, within the meaning of the Energy Law, with a value exceeding 20,000,000 zlotys, or concerning or related to exploration or prospection for mineral deposits or extraction of minerals, within the meaning of the Geological and Mining Law, with a value exceeding 200,000,000 zlotys,
The resolution becomes effective as at the time of its adoption, with full legal effect as of the day of entering the aforementioned amendments in the register of entrepreneurs of the National Court Register.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 270 249 166
The number of votes cast against the resolution: 113 340 726
The number of abstaining votes: 1 367 564
The resolution has been adopted in an open ballot.
concerning amendments to § 411 of the Company Statutes
Acting pursuant to Article 430 § 1 of the Commercial Companies Code and § 37 clause 1 item 8 of the Company Statutes, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
The Ordinary General Meeting introduces the following amendments into the content of the Company Statutes:
"1. The Company's disposal of components of non-current assets within the meaning of the Accounting Act of 29 September 1994 whose market value exceeds 0.1% of the total assets established on the basis of the latest approved financial statements shall be carried out in the form of a tender procedure or an auction, unless the market value of components to be disposed of is lower than 20,000 zlotys."
"or an auction"
"or an auction"
"or an auction"
"2) A tender procedure or an auction shall be conducted not earlier than 14 days after the date of the publication of an announcement about a tender procedure or an auction,"
"3) The following people and entities shall not participate in tender procedures or auctions:
"or an auction"
"or an auction"
§ 411 clause 3 item 8) is changed as follows: "8) The Company shall determine regulations specifying the principles and rules of conducting a tender procedure or an auction, the content of an announcement about a tender procedure or an auction, as well as the form and the conditions of a tender procedure or an auction,"
§ 411 clause 3 item 9) is changed as follows:
"9) The organizer of a tender procedure or an auction shall be entitled to close the tender procedure or the auction without selecting any of the submitted bids without providing any reasons,"
"or the auction"
The resolution becomes effective as at the time of its adoption, with full legal effect as of the day of entering the aforementioned amendments in the register of entrepreneurs of the National Court Register.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 270 249 166
The number of votes cast against the resolution: 113 339 558
The number of abstaining votes: 1 368 732
The resolution has been adopted in an open ballot.
Acting pursuant to Article 430 § 1 of the Commercial Companies Code and § 37 clause 1 item 8 of the Company Statutes, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
§ 1
The Ordinary General Meeting introduces the following amendments into the content of the Company Statutes:
In § 42 item 3), the phrase "a statutory auditor" is replaced by the following phrase: "an audit firm"
§ 42 item 4) is changed as follows:
"4) to submit documents referred to in items 1 and 2 together with an audit report prepared by a statutory auditor to the Supervisory Board for evaluation, not later than within fourteen days from receiving a statutory auditor's audit report,"
In § 42 item 5), the phrase "§ 18 clause 2 items 8,9" is replaced by the following phrase: "§ 18 clause 2 items 10,11"
In § 42 item 6), the phrase "§ 18 clause 2 items 10, 11, 12" is replaced by the following phrase: "§ 18 clause 2 item 14"
In § 42 item 7), the phrase "50,000,000 euro" is replaced by the following phrase: "200,000,000 zlotys",
while the phrase "5,000,000 euro" is replaced by the following phrase: "20,000,000 zlotys"
"8) in the companies for which the Company is the parent company within the meaning of Article 4 item 3 of the Competition and Consumer Protection Act of 16 February 2007, in connection with article 17 clause 7, Article 18 clause 2, Article 20 and Article 23 as well as taking into account Article 18a and Article 23a of the State Property Management Act, to implement the principles specified in the State Property Management Act of 16 December 2016,"
"9) to draw up a report on representation expenses, expenses on legal services, marketing services, public relations services and social communication services, as well as management consultancy services, as well as a report on the use of the good practices referred to in Article 7 clause 3 of the State Property Management Act of 16 December 2016, and to submit such reports together with the Management Board's report on the Company's activities for the previous financial year to the Supervisory Board."
The resolution becomes effective as at the time of its adoption, with full legal effect as of the day of entering the aforementioned amendments in the register of entrepreneurs of the National Court Register.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 228 101 166
The number of votes cast against the resolution: 113 339 558 The number of abstaining votes: 43 516 732
The resolution has been adopted in an open ballot.
The valid votes was cast from 1 384 957 456 shares accounting for 74,07 % in share capital of PGE Polska Grupa Energetyczna S.A.
Acting pursuant to Article 430 § 1 of the Commercial Companies Code and § 37 clause 1 item 8 of the Company Statutes, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Warsaw ("Company") adopts as follows:
The Ordinary General Meeting introduces the following amendments into the content of the Company Statutes:
The resolution becomes effective as at the time of its adoption, with full legal effect as of the day of entering the aforementioned amendments in the register of entrepreneurs of the National Court Register.
The total number of valid votes cast: 1 384 957 456
The number of votes cast for the resolution: 1 270 249 166
The number of votes cast against the resolution: 113 339 558
The number of abstaining votes: 1 368 732
The resolution has been adopted in an open ballot.
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.