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MESSAGE _ENGLISH VERSION_ |
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Subject: Change
in the agenda of the Extraordinary Shareholder Meeting of JSW S.A.
convened for 31 March 2026, introduced at the request of a shareholder
Body
of the report:
With
reference to Current Report No. 10/2026, the Management Board of
Jastrzębska Spółka Węglowa S.A. ["Company"] hereby reports that on 10
March 2026, pursuant to Article 401 § 1 of the Commercial Company Code,
it received from the Undersecretary of State acting on the basis of a
power of attorney dated 2 December 2025, granted by the Minister of
State Assets acting on behalf of the State Treasury, i.e. a shareholder
representing 55.16% of the Company's share capital ["Shareholder"], a
request to include an additional item on the agenda of the Company's
Extraordinary Shareholder Meeting ["ESM"] convened for 31 March 2026,
with the following wording:
Adopt a resolution on
amending Resolution No. 31 of the Ordinary Shareholder Meeting of
Jastrzębska Spółka Węglowa Spółka Akcyjna, with its registered office in
Jastrzębie-Zdrój, dated 3 July 2019, on the rules for setting the
compensation of the Supervisory Board.
Due
to the change, the new agenda for the Extraordinary Shareholder Meeting
is as follows:
1. Open
the Extraordinary Shareholder Meeting.
2. Elect
the Chairperson of the Extraordinary Shareholder Meeting.
3. Assert
that the Extraordinary Shareholder Meeting has been convened correctly
and is capable of adopting resolutions.
4. Select
the Election Committee of the Extraordinary Shareholder Meeting.
5. Accept
the agenda for the Extraordinary Shareholder Meeting.
6. Adopt
a resolution on granting consent to establish a mortgage [mortgages] on
real estate comprising a separate organizational unit of the Company
constituting an organized part of the enterprise comprising the Budryk
Hard Coal Mine [KWK Budryk OPE] [and on any OPE spun off from the KWK
Budryk OPE, if such a spin-off takes place] ["Mortgage"] and registered
pledges on a set of movable property constituting the assets of the KWK
Budryk OPE [and any OPE spun off from the KWK Budryk OPE, if such a
spin-off takes place], constituting an economic whole, even if its
composition is variable, with the exception of those elements the
disposal of which requires the consent of the minister responsible for
the environment pursuant to the Geological and Mining Law Act of 9 June
2011 [i.e. excluding facilities, equipment and installations erected in
the area covered by mining usufruct] ["Pledge"] and the assignment of
rights under insurance agreements for the Company's assets [excluding
claims] relating to the encumbered assets of the KWK Budryk OPE
[including the real estate comprising it] constituting the subject of
the Mortgage and the Pledge ["Assignment"].
7. Adopt
a resolution on granting consent to establish a pledge in favor of
Agencja Rozwoju Przemysłu S.A. with its registered office in Warsaw, at
ul. Nowy Świat 6/12, 00-400 Warsaw, entered in the Register of
Commercial Undertakings of the National Court Register kept by the
District Court for the Capital City of Warsaw in Warsaw, 12th Commercial
Division of the National Court Register, under file number [KRS]
0000037957, Statistical number [REGON]: 006746410 and taxpayer ID number
[NIP] 5260300204 ["ARP"] of mortgage [mortgages] on real estate and
registered and civil [ordinary] pledges on a set of movable property,
even if its composition is variable, included in the KWK
Borynia-Zofiówka, Borynia Section OPE and the assignment of rights under
insurance agreements relating to the above assets.
8. Adopt
a resolution on amending Resolution No. 31 of the Ordinary Shareholder
Meeting of Jastrzębska Spółka Węglowa Spółka Akcyjna, with its
registered office in Jastrzębie-Zdrój, dated 3 July 2019, on the rules
for setting the compensation of the Supervisory Board.
9. Close
the Extraordinary Shareholder Meeting.
The
Shareholder's request to change the agenda of the ESM, along with the
justification and draft resolution, is attached to this report.
Legal
basis:
§ 20 Section 1 Item 3 of the Regulation issued by the Finance Minister
on 6 June 2025 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.
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RB-W: Zmiana porządku obrad Nadzwyczajnego Walnego Zgromadzenia JSW S.A. zwołanego na dzień
31 marca 2026 r. wprowadzona na żądanie akcjonariusza
