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Current Report No.: 8/2023

Convening of the Extraordinary Shareholders' Meeting of CIECH Spółka Akcyjna at the request of a shareholder with draft resolutions

Current Report No.: 8/2023

Date of preparation: 13.03.2023

Abbreviated name of the Issuer: CIECH S.A.

Legal basis: Article 56 section 1 point 2 of the Act on Public Offering – current and periodic information

Subject: Convening of the Extraordinary Shareholders' Meeting of CIECH Spółka Akcyjna at the request 

of a shareholder with draft resolutions

 

Text of the Report:

The Management Board of CIECH S.A., with a registered office in Warsaw (the "Company" or the "Issuer"), in connection with the request received from the Company's shareholder - KI Chemistry S.á r.l., with its registered office in Luxembourg, representing more than one-twentieth of the Company's share capital, submitted pursuant to Article 400 §1 of the Act of September 15, 2000. - Commercial Companies Code (“CCC”), as announced in current report No. 7/2023 dated March 9, 2023, acting pursuant to Articles 4021 and 4022 of the  CCC and § 17 paragraphs 4 and 5 of the Company's Articles of Association, hereby convenes the Extraordinary General Meeting of the Company and herewith submits the contents of draft resolutions and appendices thereto, to be discussed at the Extraordinary Shareholders’ Meeting of the Company, which have not been previously made available to the public. The remaining appendices were made available to the public and are available from the website of the Company at: ciechgroup.com/relacje-inwestorskie/walne-zgromadzenie/

The General Meeting will be held on 11 April 2023 at 2:00 pm at the registered office of the Company in Warsaw at 62 Wspólna St.

AGENDA:

  1. The opening of the Extraordinary General Meeting of Shareholders.
  2. Election of the Chairperson of the Extraordinary General Meeting of Shareholders.
  3. Determination that the Extraordinary General Meeting of Shareholders was duly convened and is capable of adopting resolutions.
  4. Adoption of the agenda.
  5. Adoption of a resolution on authorization for the Management Board to increase the share capital of the Company within the framework of the authorised capital by issuing ordinary bearer shares of the following series, full exclusion of the pre-emptive rights for all current shareholders and on amendments to the Company's Articles of Association.
  6. Adoption of resolutions on amendments to the Company’s Articles of Association. 
  7. Adoption of a resolution on authorization of the Supervisory Board of CIECH S.A. to adopt the consolidated text of the Articles of Association of CIECH S.A.
  8. Adoption of a resolution on incurring by the Company the costs of convening and holding the Extraordinary General Meeting.
  9. Closing of the Extraordinary General Meeting of Shareholders.

 

The Management Board of the Company encloses a notice convening the Extraordinary Shareholders’ Meeting of the Company, made in accordance with article  4021 of the CCC, containing information on the Extraordinary Shareholders’ Meeting.   

Legal basis: § 19 section 1 points 1 and 2 of the Regulation of the Minister of Finance of 29 March 2018 regarding current and periodic information delivered by issuers of securities and on conditions of recognition of information required under non-member state law regulations as equivalent.

 

Signatures of the Company’s representatives:

Dawid Jakubowicz – President of the Management Board  

Kamil Majczak - Member of the Management Board


.PDF 1. Announcement on the convening of the Extraordinary Shareholders' Meeting of CIECH S.A.

.PDF 2. Resolutions of of the Extraordinary General Meeting of CIECH S.A.

.PDF 3. Justification to the resolutions of the Extraordinary General Meeting

.PDF 4. Opinion of the Management Board on the exclusion of subscription rights

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