Report 17/2026 - Announcement of Convening the Ordinary General Meeting
Legal basis: Article 56(1)(2) of the Act on the Offer - current and periodic information
The Management Board of Mostostal Warszawa Spółka Akcyjna with its registered office in Warsaw at 12A Konstruktorska Street, 02-673 Warsaw, registered in the Register of Entrepreneurs of the National Court Register maintained by the District Court for the capital city of Warsaw in Warsaw, 13th Economic Department under KRS number 0000008820, NIP 5260204995, with a share capital of PLN 20,000,000 (in words: twenty million zlotys) (hereinafter referred to as the "Company"), based on Articles 4021 and 4022 of the Commercial Companies Code and § 14(3) of the Company's Articles of Association, and in connection with the occurrence of prerequisites specified in Article 397 of the Commercial Companies Code, convenes the Ordinary General Meeting on May 26, 2026, at 10:00 a.m. at the Company's registered office: 12A Konstruktorska Street, 02-673 Warsaw, with the following agenda:
1. Opening of the General Meeting.
2. Election of the Chairman of the General Meeting.
3. Confirmation of the proper convening of the General Meeting and its ability to adopt resolutions.
4. Adoption of a resolution on the lifting of the secrecy of voting in the election of the Counting Commission.
5. Election of the Counting Commission.
6. Approval of the agenda.
7. Consideration and approval of the Company's activity report for 2025, the Company's financial statements for 2025, the Group's activity report for 2025, and the consolidated financial statements for 2025.
8. Consideration and approval of the Supervisory Board's activity report of Mostostal Warszawa S.A.
9. Granting discharge to the members of the Supervisory Board and the Management Board of the Company for the performance of their duties in 2025.
10. Adoption of a resolution on covering the loss for 2025.
11. Adoption of a resolution approving the Supervisory Board's Report on the implementation of the Remuneration Policy for Members of the Management Board and the Supervisory Board in 2025.
12. Adoption of a resolution on increasing the Company's share capital by issuing series VI ordinary bearer shares, depriving the existing shareholders of the pre-emptive right of all series VI shares, applying for the admission and introduction of series VI shares and rights to series VI shares to trading on the regulated market operated by the Warsaw Stock Exchange S.A., dematerialization of series VI shares and rights to series VI shares, granting authorization to conclude an agreement for the registration of series VI shares and rights to series VI shares in the securities depository, and amending the Company's Articles of Association.
13. Adoption of a resolution on increasing the Company's share capital by issuing series VI ordinary bearer shares in a closed subscription (i.e., with the pre-emptive right of existing shareholders), setting the date of May 26, 2026, as the record date for pre-emptive rights for series VI shares, dematerialization, and applying for the admission and introduction of series VI shares and rights to series VI shares to trading on the regulated market operated by the Warsaw Stock Exchange S.A., and amending the Company's Articles of Association.
14. Adoption of a resolution regarding the amendment of the Company's Articles of Association.
15. Adoption of a resolution regarding the continuation of the Company's existence.
16. Closing of the General Meeting.
In the attachment, the Management Board of the Company provides to the public:
1. Announcement of the convening of the Ordinary General Meeting on May 26, 2026.
2. Draft Resolutions of the Ordinary General Meeting.
3. Resolutions of the Supervisory Board of Mostostal Warszawa S.A. on matters:
a. - individual financial statements for 2025 and the Management Board's report on the Company's activities in 2025.
b. - consolidated financial statements for 2024 and the Group's activity report in 2025.
c. - covering the Company's loss for 2025.
d. - discharge for members of the Company's Management Board for the performance of duties for 2024.
e. - the Supervisory Board's activity report for 2025.
f. - consideration and opinion on matters subject to the Company's General Meeting resolutions.
g. acceptance of the Remuneration Report of the Management Board and Supervisory Board of Mostostal Warszawa S.A. for 2025.
4. Power of attorney form.
5. Information on the total number of shares.
6. Supervisory Board's report of Mostostal Warszawa S.A. on activities for 2025.
7. Report on the remuneration of the Management Board and Supervisory Board of Mostostal Warszawa S.A. for 2025, prepared by the Supervisory Board.
8. Opinion of the Management Board of Mostostal Warszawa S.A. justifying the reasons for depriving shareholders of their pre-emptive rights.
Legal basis: § 20(1)(6) of the Regulation of the Minister of Finance of June 6, 2025, on current and periodic information provided by issuers of securities and conditions for recognizing information required by the law of a non-member state as equivalent (Official Journal, item 755).