Current Report No. 19/2022: Notice of the Annual General Meeting of KRUK S.A. and draft resolutions

Acting on the basis of Art. 399.1 in conjunction with Art. 395.1 and 395.2 of the Commercial Companies Code and Art. 15.3 of the Articles of Association, Management Board of Kruk S.A.  (the Company) convenes the Annual General Meeting of KRUK S.A. for 1.00 pm on April 14th 2022 in Wroclaw, ul. Wołowska 8, at the registered office of the Company, with the following agenda:
1)    Opening of the Annual General Meeting.
2)    Appointment of the Chair of the Annual General Meeting.
3)    Confirmation that the Annual General Meeting has been duly convened and has the capacity to pass resolutions.
4)    Adoption of the agenda.
5)    Presentation by the KRUK S.A. Management Board of the Company’s financial results and other material information contained in its financial statements.
6)    Review of the KRUK S.A. Supervisory Board’s report for 2021. 
7)    Review of the separate financial statements of KRUK S.A. for the financial year ended December 31st 2021 and resolution to approve the separate financial statements.
8)    Review of the consolidated financial statements of the KRUK Group for the financial year ended December 31st 2021 and resolution to approve the consolidated financial statements.
9)    Review of the Directors’ Report on the operations of the KRUK Group and KRUK S.A.  in 2021 and resolution to approve the Directors’ Report.
10)    Review of the Management Board’s proposal and recommendation on allocation of KRUK S.A.’s net profit for 2021. Resolution on allocation of KRUK S.A.’s net profit for 2021 and payment of a dividend to the Company’s shareholders.
11)    Resolutions:
a)    to grant liability discharge to members of the Management Board of KRUK S.A. for 2021,
b)    to grant liability discharge to members of the Supervisory Board for 2021. 
12)    Adoption of resolution to determine the number of members of the Supervisory Board for the next term of office.
13)    Adoption of resolutions to appoint members of the Supervisory Board of the new term of office.
14)    Adoption of resolutions to determine the rules of remunerating members of the Supervisory Board of KRUK S.A.
15)    Resolution to giving an opinion on the Report on Remuneration for Members of the Management Board and Supervisory Board of KRUK S.A. of Wrocław for 2021.
16)    Adoption of a resolution on amending Art.11, Art. 12 and Art. 14 of the Company’s Articles of Association.
17)    Resolution to amend the Company’s Articles of Association by addition of Art. 16a.
18)    Adoption of a resolution to approve the consolidated text of the Company’s Articles of Association.
19)    Adoption of a resolution on amending the Rules of Procedure of the Supervisory Board of KRUK S.A. and drafting the consolidated text of the Rules of Procedure.
20)    Closing of the Meeting.

The Company's Management Board has decided to hold the General Meeting at the Company's registered office in Wrocław. Shareholders may also participate in the General Meeting by electronic means of communication. 
Attached hereto the Company publishes the full text of the notice of the Annual General Meeting given in accordance with Art. 402[2] of the Commercial Companies Code, along with the draft resolutions and documents to be debated at the Meeting.
Detailed legal basis: Par. 19.1.1 and 19.1.2 of the Regulation of the Minister of Finance of March 29th 2018 on current and periodic information […].