12/04/2016
Current Report No. 28/2016: 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 2.00pm on May 9th 2016 in Warsaw, Al. Jerozolimskie 45, the Polonia Palace Hotel, the Grodno Room, 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 adopt resolutions.
4) Adoption of the agenda.
5) Presentation by the Company’s Management Board of the financial results achieved by the Company and other material information presented in the financial statements.
6) Review of the Report of the Supervisory Board of KRUK S.A. for 2015.
7) Review of the Directors’ Report on the operations of KRUK S.A. in 2015 and adoption of a resolution to approve the Directors’ Report.
8) Review of the separate financial statements of KRUK S.A. for the financial year ended December 31st 2015 and adoption of a resolution to approve the separate financial statements.
9) Review of the Management Board’s proposal on allocation of the Company’s net profit for 2015 and adoption of a resolution on allocation of KRUK S.A.’s net profit for 2015.
10) Review of the Directors’ Report on the operations of the KRUK Group in 2015 and adoption of a resolution to approve the Directors’ Report.
11) Review of the consolidated financial statements of the KRUK Group for the financial year ended December 31st 2015 and adoption of a resolution to approve the consolidated financial statements.
12) Adoption of resolutions concerning:
c) granting discharge to members of the Company’s Management Board in respect of performance of their duties in the financial year 2015,
d) granting discharge to members of the Company’s Supervisory Board in respect of performance of their duties in the financial year 2015.
13) Adoption of resolutions on the appointment of Supervisory Board members of the new term and setting the remuneration for serving as a Supervisory Board member.
14) Adoption of a resolution on granting an allowance in addition to the remuneration of a Supervisory Board member for serving as Chairperson of the Supervisory Board.
15) Adoption of a resolution authorising the Management Board to buy back the Company’s own shares.
16) Adoption of a resolution on allocation of funds for the financing of share buyback.
17) Adoption of a resolution on amending Art. 8, Art. 14 and Art. 18 of the Company’s Articles of Association.
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 Annual General Meeting.
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 with attachments to be debated at the Meeting.
Detailed legal basis: Par. 38.1.1 and 38.1.3 of the Regulation of the Minister of Finance of February 19th 2009 on current and periodic information […]