Announcement on convening the Ordinary General Meeting of Wirtualna Polska Holding S.A. and draft resolutions to be voted on during the meeting
Current Report No. 11/2023 of May 25, 2023
Announcement on convening the Ordinary General Meeting of Wirtualna Polska Holding S.A. and draft resolutions to be voted on during the meeting
Legal basis: Article 56, section 1.2a of the act dated 29 July 2005 on public offering, the conditions governing the introduction of financial instruments to organised trading, and public companies, as amended.
Contents of the report:
The Management Board of Wirtualna Polska Holding S.A., pursuant to art. 395, art. 399 § 1 in connection with z art. 4021 § 1 i art. 4022 of the Commercial Companies Code, convenes an Ordinary General Meeting of Shareholders ("General Meeting") on June 21, 2023 on 11:00 to be held at the seat of the Company in Warsaw at Żwirki i Wigury 16, 02-092 Warsaw, with the following agenda:
1. Opening of the General Meeting.
2. Appointment of the Chairperson of the General Meeting.
3. Ascertaining of the correctness of the General Meeting convention and its capability of adopting resolutions.
4. Adoption of the agenda of the General Meeting.
5. Presentation by the Management Board of:
a. Company’s annual financial statements for the financial year ended 31 December 2022;
b. Wirtualna Polska Holding Capital Group’s consolidated annual financial statements for the financial year 2022 along with the Management Board’s Report on Wirtualna Polska Holding S.A. Capital Group's activities for the period of 3 and 12 month ended on 31 December 2022;
c. Management Board’s Motion on the distribution of profit for the financial year 2022.
6. Consideration of:
a. the Supervisory Board’s report on the results of the assessment of:
1) Company’s annual financial statements for the financial year ended 31 December 2022;
2) Wirtualna Polska Holding Capital Group’s consolidated annual financial statements for the financial year 2021 along with the Management Board’s Report on Wirtualna Polska Holding S.A. Capital Group's activities for the period of 3 and 12 month ended on 31 December 2022;
3) Management Board’s Motion on the distribution of profit for the financial year 2022.
b. Report on the activities of the Supervisory Board and the Audit Committee of the Supervisory Board of Wirtualna Polska Holding S.A. in 2022 with the assessment of the situation of Wirtualna Polska Holding S.A. in accordance with Art. 382§31 items 2-5 of the Commercial Companies Code and in accordance with the Good Practices of the Companies Listed on the Warsaw Stock Exchange.
7. Consideration and approval of the Company’s annual financial statements for the financial year ended 31 December 2022.
8. Consideration and approval of the Wirtualna Polska Holding Capital Group’s consolidated annual financial statements for the financial year 2022 along with the Management Board’s Report on Wirtualna Polska Holding S.A. Capital Group's activities for the period of 3 and 12 month ended on 31 December 2022.
9. Adoption of the resolution on the on the distribution of profit for the financial year 2022.
10. Adoption of the resolutions on granting the vote of approval to the Members of the Management Board for the execution of their duties in 2022.
11. Adoption of the resolutions on granting the vote of approval to the Members of the Supervisory Board for the execution of their duties in 2022.
12. Adoption of the resolution on the opinion regarding the Report on the remuneration of the Members of the Management Board and Supervisory Board of the Company for the financial year 2022.
13. Adoption of resolutions regarding amendments to the Articles of Association of the Company and adoption of the unified text of the Articles of Association.
14. Free motions.
15. Closing of the Shareholders’ Meeting.
Attached hereto, the Management Board provides its announcement on convening the Company’s Ordinary General Meeting made in compliance with Article 402² of the Commercial Companies Code and draft resolutions to be voted on during the meeting, together with attachments.
Legal basis: Article 56, section 1.2a) of the act dated 29 July 2005 on public offering, the conditions governing the introduction of financial instruments to organised trading, and public companies in connection with § 19 Section 1 Items 1 and 2 of the Regulation issued by the Finance Minister on 29 March 2018 on the current and periodic information transmitted by securities issuers and the conditions for recognizing the information required by the regulations of a non-member state as equivalent.
Signatures of persons representing the Company:
Jacek Świderski - President of the Management Board
Elżbieta Bujniewicz – Belka – Member of the Management Board/Chief Financial Officer