Current reports

2021-05-31 20:34:10

Amendment of the agenda of the Ordinary General Meeting of the Warsaw Stock Exchange convened for 21 June 2021 and submission of the draft resolution to the agenda

Current Report No. 13/2021

Date: 31 May 2021

Subject: Amendment of the agenda of the Ordinary General Meeting of the Warsaw Stock Exchange convened for 21 June 2021 and submission of the draft resolution to the agenda

Legal basis: Article 56.1(2) of the Act on Public Offering – current and periodic information

Content of the report:
The Warsaw Stock Exchange (“GPW”, "Company", “Exchange” ) informs about the change to the agenda of the Ordinary General Meeting of the GPW convened for 21 June 2021 introduced on the formal motion of Company’s shareholder – Chancellery of the Prime Minister acting on behalf of the State Treasury from 31 May 2021, about the convocation of which the Company informed in the current report 11/2021 on 24 May 2021 and in the current report 12/2021 on 28 May 2021.

The change in the agenda consists of adding new point "Changes in the composition of the Exchange Supervisory Board". The abovementioned change has been made pursuant to Article 401 par. 1 of the Code of Commercial Companies.

The new agenda of the Ordinary General Meeting is as follows:

1. Opening of the General Meeting.
2. Election of the Chairperson of the General Meeting.
3. Asserting that the General Meeting has been convened correctly and is capable of adopting resolutions.
4. Adoption of the Agenda.
5. Review of the report of the Management Board on the activity of the Company and the Group in 2020.
6. Review of the financial statements of the Company for the year ended 31 December 2020 and the consolidated financial statements of the Group for the year ended 31 December 2020.
7. Review of the Management Board report on representation expenses and expenses for legal services, marketing services, public relations and social communication services, and management advisory services.

8. Review of the reports of the Exchange Supervisory Board on the assessment of:
a. the report of the Management Board on the activity of the Company and the Group in 2020, the financial statements of the Company for the year ended 31 December 2020 and the consolidated financial statements of the Group for the year ended 31 December 2020;
b. the motion of the Exchange Management Board concerning distribution of the Company’s profit for 2020.

9. Review of the report of the Exchange Supervisory Board for 2020 including:
a. the report on the activity of the Supervisory Board as an authority of the Company in 2020;
b. assessment of the situation of the Company in 2020 including: assessment of the financial standing of the Company, assessment of the internal control system and the risk management system of the Company, assessment of the Company’s compliance with disclosure requirements concerning compliance with the corporate governance principles defined in the Exchange Rules and regulations concerning current and periodic reports published by issuers of securities, assessment of compliance with the Principles of Corporate Governance for Supervised Institutions issued by the Polish Financial Supervision Authority, assessment of the Company’s sponsoring, charity and other similar activities, assessment of the functioning of the Company’s remuneration policy;
c. assessment of the financial standing of the Group.

10. Approval of the report of the Management Board on the activity of the Company and the Group in 2020.
11. Approval of the financial statements of the Company for 2020.
12. Approval of the consolidated financial statements of the Group for 2020.
13. Adoption of the resolution concerning distribution of the Company’s profit for 2020.
14. Review of the report of the Exchange Supervisory Board concerning remuneration of Members of the Management Board and the Supervisory Board of the Warsaw Stock Exchange.
15. Issuing an opinion on the report of the Exchange Supervisory Board concerning remuneration of Members of the Management Board and the Supervisory Board of the Warsaw Stock Exchange.
16. Vote of discharge of duties to Members of the Exchange Supervisory Board for 2020.
17. Vote of discharge of duties to Members of the Exchange Management Board for 2020.
18. Approval of the Best Practice for GPW Listed Companies 2021.
19. Changes in the composition of the Exchange Supervisory Board
20. Closing of the General Meeting.

Attached to this report are: the request of the State Treasury shareholder along with the justification and draft resolutions as well as a new draft resolution on the adoption of the agenda of the Ordinary General Meeting taking into account the shareholder's request. The other draft resolutions of the Ordinary General Meeting remain unchanged.

All information regarding the Ordinary General Meeting is available on the Company's website at https://www.gpw.pl/general-meeting

Legal basis: § 19.1 (3) of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and on conditions under which information required by legal regulations of a third country may be recognised as equivalent.

Signatures of the Warsaw Stock Exchange Representatives:
Piotr Borowski – Member of the Management Board
Dariusz Kułakowski – Member of the Management Board

  The new agenda of the Ordinary General Meeting

  State Treasury motion with draft resolutions