Bulletin
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Changes to the agenda of the Annual General Meeting of Netia S.A. convened for June 2, 2015 (26/2015)
The Management Board of Netia S.A. (the “Company”) informs that the Company has received from FIP 11 Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych, a shareholder representing at least one twentieth of the Company’s share capital (the “Shareholder”), a request regarding a change of the agenda of the Annual General Meeting of the Company, based on Article 401 par. 1 of the Commercial Companies Code, concerning the addition to the agenda of the upcoming Annual General Meeting of the Company convened for June 2, 2015 of the following additional matter: "Adoption of resolutions on complementation of the Supervisory Board in the current term of office."
In accordance with Article 401 section 1 sentence 4 of the Commercial Companies Code, the Shareholder proposed the following draft resolution on the subject:
“Resolution No. […]
of the Annual General Meeting
of Netia S.A.
dated 2 June 2015
concerning the Supervisory Board complementation
The Company’s Annual General Meeting, pursuant to Art. 385 of the Code of Commercial Companies and Art. 15 § 1 of the Company’s Statute, and in connection with Resolution No. 24 of the Company’s Annual General Meeting of May 21, 2014, hereby resolves the following:
§ 1.
To appoint Mr./Mrs. […] as a member of the Supervisory Board of Netia SA in the current term of office (as an independent Supervisory Board member).
§ 2.
The resolution shall enter into force on the date of its adoption.”
Accordingly, the Company hereby announces the amended agenda:
- Opening of the Annual General Meeting.
- Election of the chairman of the Annual General Meeting.
- Statement that the Annual General Meeting was properly convened and that it may adopt resolutions.
- Adoption of a resolution concerning approval of the agenda of the Annual General Meeting.
- Review of the Management Board’s report on the activities of the Company and the Netia Group for a financial year 2014, the stand-alone and consolidated financial statements of the Company for a financial year 2014 and the Supervisory Board’s report for a financial year 2014.
- Adoption of a resolution concerning approval of the Management Board’s report on the activities of the Company for a financial year 2014.
- Adoption of a resolution concerning approval of the Management Board’s report on the activities of the Netia Group for a financial year 2014.
- Adoption of a resolution concerning approval of the stand-alone financial statement of the Company for a financial year 2014.
- Adoption of a resolution concerning approval of the consolidated financial statement of Netia Group for a financial year 2014.
- Adoption of resolutions concerning the granting of approval of the performance of duties by individual members of the Management Board and the Company’s Supervisory Board in 2014.
- Adoption of a resolution concerning the allocation of the Company’s profit for 2014 and covering the loss from the previous years created as the result of the companies’ merger.
- Presentation of the key elements of the plan of merging the Company with its wholly-owned subsidiary Netia Brand Management sp. z o.o.
- Adoption of a resolution concerning the Company’s merger with its wholly-owned subsidiary Netia Brand Management sp. z o.o.
- Adoption of resolutions on complementation of the Supervisory Board in the current term of office.
- Closing of the Annual General Meeting.
Legal basis:
At. 56 section 1 item 2 of the Act on public offering, conditions governing the introduction of financial instruments to organised trading, and public companies in connection with § 38 clause 1 point 4 of Ordinance of the Ministry of Finance dated 19 February 2009 on the current and periodical information delivered by the issuers of securities and on consideration as equivalent the information required by law of the countries outside the EU (consolidated text Journal of Laws from 2014, item 133, as amended).