Report No. 55_Entry in the National Court Register of an Amendment to the Company's Articles of Association
The Management Board of Mostostal Warszawa S.A. ("Company") herby informs that it has acknowledged the information on the registration by the District Court for the capital city of Warsaw in Warsaw, XIII Economic Department of the National Court Register on 16 October 2019 on the changes in the Company's Articles of Association, adopted by resolution No. 3 of the Extraordinary General Shareholders Meeting of the Company ("EGSM") on 29 August 2019 amending the wording of § 19 of the Company's Articles of Association.
As a result of the resolution of the EGSM, § 19 of the Articles of Association received the following wording:
The competences of the General Meeting, in addition to the matters listed in the law and the provisions contained within the other paragraphs of the Articles of Association, include in particular:
1) Considering and approving the report on the operations of the Company and the financial statements for the previous financial year;
2) Adopting a resolution on the distribution of profits or the offsetting of losses;
3) Considering and approving the report on the activities of the Supervisory Board,
4) Granting vote of acceptance to the members of the Company’s Supervisory Board and Management Board, confirming the discharge of their duties,
5) Considering and approving the report on the operations and the financial statements of the Company’s group;
6) Determining the record date and dividend payment date,
7) Transferring and leasing the enterprise or an organized part thereof and establishing a limited right in rem thereon;
8) Making amendments to the Company’s Articles of Association,
9) Increasing or reducing the Company’s share capital,
10) Issuing bonds, convertible bonds or bonds with pre-emptive right to take up shares,
11) Adopting resolutions on the redemption of the shares in the Company,
12) Specifying conditions for the acquisition, redemption and sale of own shares in the Company,
13) Adopting resolutions on the merger, division or liquidation of the Company,
14) Creating and dissolving special funds,
15) Appointing and dismissing members of the Supervisory Board,
16) Determining the rules of remuneration for the members of the Supervisory Board,
17) Taking decisions concerning claims for redress of damage caused in the course of management or supervision,
18) Other matters brought to the agenda, falling within the competence of the General Meeting.
Pursuant to Resolution No. 4 of the EGSM, the consolidated text of the Articles of Association was adopted by the Resolution of the Supervisory Board and constitutes an attachment to this report.
§ 5 point 1 and § 6 of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by the law of a non-member state (Journal of Laws 2018, item 757 ).