Ciech

Szukaj
WCAG A A A

CURRENT REPORTS

Registration of amendments to the Articles of Association

Current report no : 26/2013
Report date : 6/27/2013
Abbreviated name : CIECH
Subject : Registration of amendments to the Articles of Association
Legal basis : §38 subpar.1 item 2 letter a/ of the Regulation of the Minister of Finance of 19th February 2009

Report : 

The Management Board of CIECH S.A. (“Issuer”, “Company”) informs hereby that today it has received a decision of the District Court for the capital city of Warsaw XIII Commercial Division of the National Court Register on registration on 21st June 2013 amendments to the Articles of Association of CIECH S.A. made by the Resolution No 30 and the Resolution No 31 of the Ordinary General Meeting of CIECH S.A. of 22nd May 2013 (made public by the Issuer in the current report No 17/2013 of 22nd May 2013).

Amendments to the Articles of the Company concern:
• §7 subpar. 1 results from reduction of the share capital of the Company, which the Company informed about in the current report No 25/2013 of 27th June 2013;
• §6 subpar. 1 (extension of the object of activity of the Company by supporting activities supporting land and sea transportation) was made in connection with changes in the scope of logistic process management in the Ciech Group.

The previous wording of §7 subpar. 1 of the Articles:
“The share capital of the Company amounts to PLN 263.500.975,00 (say: two hundred sixty three million five hundred thousand nine hundred seventy five zlotys) and is divided into 52.699.911 ( fifty two million six hundred ninety nine thousand nine hundred eleven) shares of the par value of 5 (five) zlotys each, in this:

    •           20.816 (say: twenty thousand eight hundred sixteen) ordinary bearer  series A shares,
    •    19.755.200 (say: nineteen million seven hundred seventy five thousand  two hundred) ordinary bearer series B shares,
    •      8.203.984 (say: eight million two hundred and three thousand nine hundred eighty four) ordinary bearer series C shares,
    •    23.000.000 (say: twenty three million) ordinary bearer series D shares,
    •      1.699.909 (say: one million six hundred ninety nine thousand nine hundred and nine) ordinary bearer series E shares,
  •                    2 (say: two) ordinary registered series F shares.”

A new wording of §7 subpar. 1 of the Articles:
“The share capital of the Company amounts to PLN 263.500.965,00 (say: two hundred sixty three million five hundred thousand nine hundred sixty five zlotys) and is divided into 52.699.909 ( fifty two million six hundred ninety nine thousand nine hundred and nine) shares of the par value of 5 (five) zlotys each, in this:

    •           20.816 (say: twenty thousand eight hundred sixteen) ordinary bearer  series A shares,
    •   19.755.200 (say: nineteen million seven hundred seventy five thousand  two hundred) ordinary bearer series B shares,
    •     8.203.984 (say: eight million two hundred and three thousand nine hundred eighty four) ordinary bearer series C shares,
    •  23.000.000 (say: twenty three million) ordinary bearer series D shares,
  •    1.699.909 (say: one million six hundred ninety nine thousand nine hundred and nine) ordinary bearer series E shares.”

The previous wording of §6 subpar. 1 of the Articles:
“The object of activity of the Company is: 
1. trade in electricity (PKD 35.14.Z),
2. trade in gaseous fuels through mains (PKD 35.23.Z),
3. manufacture and supply of steam, hot water and air for air-conditioning systems (PKD 35.30.Z),
4. activity of agents dealing with sale of fuels, ores, metals and  industrial chemicals (PKD 46.12.Z),
5. activity of agents specialized in sale of other specified goods (PKD 46.18.Z),
6. activity of agents dealing with sale of a variety of goods (PKD 46.19.Z),
7. wholesale of pharmaceutical and medical products (PKD 46.46.Z),
8. wholesale of fuels and related products (PKD 46.71. Z),  
9. wholesale of chemical products (PKD 46.75.Z),
10. wholesale of other semi-finished products (PKD 46.76.Z),
11. non-specialized wholesale trade (PKD 46.90.Z),
12. warehousing and storage of other goods (PKD 52.10.B),
13. cargo handling in sea ports (PKD 52.24.A),
14. cargo handling in inland ports (PKD 52.24.B),
15. cargo handling in other reloading points (PKD 52.24.C),
16. wire telecommunications activities (PKD 61.10.Z),
17. wireless telecommunications activities, excluding satellite telecommunications (PKD 61.20.Z),
18. satellite telecommunications activities (PKD 61.30.Z),
19. other telecommunications activities (PKD 61.90.Z),
20. software related activities (PKD 62.01.Z),
21. IT consultancy activities (PKD 62.02.Z),
22. IT equipment management (PKD 62.03.Z),
23. other Information and computer technology service activities (PKD 62.09.Z),
24. data processing, hosting and other activities (PKD 63.11.Z),
25. web portals activities (PKD 63.12.Z),
26. other forms of credit granting (PKD 64.92.Z),
27. other financial service activity not elsewhere classified, excluding insurance and pension funds (PKD 64.99.Z),
28. purchase and sell of real estate on one’s own account (PKD 68.10.Z),
29. renting and management of own or leased real estate (PKD 68.20.Z),
30. real estate agencies (PKD 68.31.Z),
31. management of real estate on a mandatory on a contract basis (PKD 68.32.Z),
32. legal activities (PKD 69.10.Z),
33. accounting, bookkeeping activities; tax consultancy (PKD 69.20.Z),
34. activity of head offices and holdings excluding financial holdings (PKD 70.10.Z),
35. public relations and communication (PKD 70.21.Z),
36. other consultancy on business activity and management (PKD 70.22.Z),
37. other technical research and analyses (PKD 71.20.B),
38. scientific, research and development work in the field of other natural and technical sciences (PKD 72.19.Z),
39. market research and public opinion polling (PKD 73.20.Z),
40. other professional, scientific and technical activities not elsewhere classified (PKD 74.90.Z),
41. job finding and human resources recruitment activities (PKD 78.10.Z),
42. other human resources provision activities (PKD 78.30.Z),
43. repair and maintenance of computers and peripheral equipment (PKD 95.11.Z),
44. repair and maintenance of (tele)communication equipment (PKD 95.12.Z),
45. other service activities not elsewhere classified (PKD 96.09.Z).”,

A new wording of §6 subpar. 1 of the Articles:
“The object of activity of the Company is: 
1. trade in electricity (PKD 35.14.Z),
2. trade in gaseous fuels through mains (PKD 35.23.Z),
3. manufacture and supply of steam, hot water and air for air-conditioning systems (PKD 35.30.Z),
4. activity of agents dealing with sale of fuels, ores, metals and  industrial chemicals (PKD 46.12.Z),
5. activity of agents specialized in sale of other specified goods (PKD 46.18.Z),
6. activity of agents dealing with sale of a variety of goods (PKD 46.19.Z),
7. wholesale of pharmaceutical and medical products (PKD 46.46.Z),
8. wholesale of fuels and related products (PKD 46.71. Z),  
9. wholesale of chemical products (PKD 46.75.Z),
10. wholesale of other semi-finished products (PKD 46.76.Z),
11. non-specialized wholesale trade (PKD 46.90.Z),
12. warehousing and storage of other goods (PKD 52.10.B),
13. cargo handling in sea ports (PKD 52.24.A),
14. cargo handling in inland ports (PKD 52.24.B),
15. cargo handling in other reloading points (PKD 52.24.C),
16. wire telecommunications activities (PKD 61.10.Z),
17. wireless telecommunications activities, excluding satellite telecommunications (PKD 61.20.Z),
18. satellite telecommunications activities (PKD 61.30.Z),
19. other telecommunications activities (PKD 61.90.Z),
20. software related activities (PKD 62.01.Z),
21. IT consultancy activities (PKD 62.02.Z),
22. IT equipment management (PKD 62.03.Z),
23. other Information and computer technology service activities (PKD 62.09.Z),
24. data processing, hosting and other activities (PKD 63.11.Z),
25. web portals activities (PKD 63.12.Z),
26. other forms of credit granting (PKD 64.92.Z),
27. other financial service activity not elsewhere classified, excluding insurance and pension funds (PKD 64.99.Z),
28. purchase and sell of real estate on one’s own account (PKD 68.10.Z),
29. renting and management of own or leased real estate (PKD 68.20.Z),
30. real estate agencies (PKD 68.31.Z),
31. management of real estate on a mandatory on a contract basis (PKD 68.32.Z),
32. legal activities (PKD 69.10.Z),
33. accounting, bookkeeping activities; tax consultancy (PKD 69.20.Z),
34. activity of head offices and holdings excluding financial holdings (PKD 70.10.Z),
35. public relations and communication (PKD 70.21.Z),
36. other consultancy on business activity and management (PKD 70.22.Z),
37. other technical research and analyses (PKD 71.20.B),
38. scientific, research and development work in the field of other natural and technical sciences (PKD 72.19.Z),
39. market research and public opinion polling (PKD 73.20.Z),
40. other professional, scientific and technical activities not elsewhere classified (PKD 74.90.Z),
41. job finding and human resources recruitment activities (PKD 78.10.Z),
42. other human resources provision activities (PKD 78.30.Z),
43. repair and maintenance of computers and peripheral equipment (PKD 95.11.Z),
44. repair and maintenance of (tele)communication equipment (PKD 95.12.Z),
45. other service activities not elsewhere classified (PKD 96.09.Z),
46. service activity supporting land transportation (PKD 52.21.Z),
47. service activity supporting sea transportation (PKD 52.22.A).”

A final text of the articles of Association of the Company is an Enclosure to this report.

Legal grounds: §38 subpar.1 item 2 letter a/ of the Regulation of the Minister of Finance of 19th February 2009 on current and periodic information delivered by issuers of securities and on conditions of recognition of information required under non-member state law regulations ad equivalent.

Signatures of the Company’s Representatives : Dariusz Krawczyk – President of the Management Board 


.pdf Memorandum of Association Uniform text Ciech SA

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