Extraordinary General Shareholder's Meeting
Announcement of the Management Board of CCC Spółka Akcyjna (Joint Stock Company), based in Polkowice, on convening the Extraordinary General Meeting of Shareholders on 17 April 2020, at 12:00 p.m.
Pursuant to article 399 § 1 of the Code of Commercial Companies (“KSH”), the Management Board of CCC Spółka Akcyjna based in Polkowice, at 6 Strefowa Street, entered into the Register of Entrepreneurs kept by the District Court for Wrocław-Fabryczna in Wrocław, IX Commercial Division of the National Court Register under the National Court Register /KRS/ number 0000211692 (“the Company”), hereby convenes the Extraordinary General Meeting of Shareholders on April 17, 2020 (“the General Meeting”) that will be held at 12:00 p.m., in Polkowice, at the registered office of the Company at Polkowice, 6 Strefowa Street, 59-101 Polkowice.
Following agenda of the Extraordinary General Meeting:
- Opening of the Extraordinary General Meeting of Shareholders.
- Election of the Chairman of the Extraordinary General Meeting of Shareholders.
- Validation of convening the EGM and its possibility to adopt resolutions.
- Acceptance of the EGM agenda.
- Adoption of a resolution regarding an increase of the Company’s share capital by way of issuing Series I and Series J ordinary shares, excluding existing shareholders’ preemptive rights with respect to all Series I and Series J shares, seeking admission and introduction of Series I shares, rights to Series I shares and Series J shares to trading on the regulated market operated by the Warsaw Stock Exchange, dematerialization of the Series I shares, rights to Series I shares and Series J shares and authorization to execute an agreement for the registration of the Series I shares, rights to Series I shares and Series J shares with the depository of securities, as well as an amendment to the Articles of Association of the Company.
- Closing of the Extraordinary General Meeting of Shareholders.
Propositions of amendments to the Articles of Association pointed in paragraph 5 of EGM agenda:
Pursuant to the requirements of art. 402 § 2 of the Commercial Companies Code, the Management Board of CCC S.A. announces the proposed amendments to § 6 ust. 1 i 2 of the Articles of Association:
The current wording:
“1. The share capital of the Company is no less than PLN 4,116,800.20 (four million one hundred sixteen thousand eight hundred zloty twenty grosz) and no more than PLN 5,486,800 (five million four hundred eighty six thousand eight hundred zloty).
2. The share capital is divided into no less than 41,168,002 (forty one million one hundred sixty eight thousand two) and no more than 54,868,000 (fifty four million eight hundred sixty eight thousand) shares with the nominal value of PL 0.10 (ten grosz) each, including:
1) 6,650,000 (six million six hundred fifty thousand) Series A1 preferred registered shares with serial numbers from 0.000.001 to 6.650.00;
2) 13,600,000 (thirteen million six hundred thousand) Series A2 ordinary bearer shares with serial numbers from 00.000.001 to 13.600.000;
3) 9,750,000 (nine million seven hundred fifty thousand) Series B ordinary bearer shares with serial numbers from 0.000.001 to 9.750.000;
4) 2,000,000 (two million) Series C ordinary bearer shares with serial numbers from 0.000.001 to 2.000.000;
5) 6,400,000 (six million four hundred thousand) Series D ordinary bearer shares with serial numbers from 0.000.001 to 6.400.000;
6) 768,000 (seven hundred sixty eight thousand) Series E ordinary bearer shares with serial numbers from 0.000.001 to 768.000;
7) 2,000,000 (two million) Series H ordinary bearer shares with serial numbers from 0.000.001 to 2.000.000.
- new wording:
“1. The share capital of the Company is no less than PLN 4,116,800.20 (four million one hundred sixteen thousand eight hundred zloty twenty grosz) and no more than PLN 5,486,800 (five million four hundred eighty six thousand eight hundred zloty).
2. The share capital is divided into no less than 41,168,002 (forty one million one hundred sixty eight thousand two) and no more than 54,868,000 (fifty four million eight hundred sixty eight thousand) shares with the nominal value of PL 0.10 (ten grosz) each, including:
1) 6,650,000 (six million six hundred fifty thousand) Series A1 preferred registered shares with serial numbers from 0.000.001 to 6.650.000;
2) 13,600,000 (thirteen million six hundred thousand) Series A2 ordinary bearer shares with serial numbers from 00.000.001 to 13.600.000;
3) 9,750,000 (nine million seven hundred fifty thousand) Series B ordinary bearer shares with serial numbers from 0.000.001 to 9.750.000;
4) 2,000,000 (two million) Series C ordinary bearer shares with serial numbers from 0.000.001 to 2.000.000;
5) 6,400,000 (six million four hundred thousand) Series D ordinary bearer shares with serial numbers from 0.000.001 to 6.400.000;
6) 768,000 (seven hundred sixty eight thousand) Series E ordinary bearer shares with serial numbers from 0.000.001 to 768.000;
7) 2,000,000 (two million) Series H ordinary bearer shares with serial numbers from 0.000.001 to 2.000.000;
8) no less than one (1) and no more than 6,850,000 (six million eight hundred fifty thousand) Series I ordinary bearer shares with serial numbers from 0.000.001 do 6.850.000;
9) no less than one (1) and no more than 6,850,000 (six million eight hundred fifty thousand) Series J ordinary registered shares with serial numbers from 0.000.001 do 6.850.000.”
The wording of § 6 Section 1 and Section 2 of the Articles of Association (the final value of the Company’s share capital) shall be finalized by the Management Board of the Company pursuant to Article 431 § 7 in conjunction with Article 310 of the Commercial Companies Code by way of a notarized statement on the value of the share capital subscribed for, after the completion of allotment of the New Shares.
| TYPE OF ACTION | NUMBER OF ACTIONS | NUMBER OF VOTES |
|---|---|---|
| ordinary bearer shares | 34.518.000 | 34.518.000 |
| preference inscribed shares | 6.650.000 | 13.300.000 |
| Total | 41.168.000 | 47.818.000 |