With reference to Current Report No. 15/2021 of 28 June 2021, the Management Board of PKP CARGO S.A. (“Company”) hereby reports that today the Company, based on data from the Central Information Office of the National Court Register, became aware that the amendment to the Company’s Articles of Association adopted by the Ordinary Shareholder Meeting of PKP CARGO S.A. held on 28 June 2021 had been entered in the National Court Register.
The amendment was adopted by Resolution No. 27/2021 of the Ordinary Shareholder Meeting.
The subject matter of the amendment is the wording of §14(6)(1) of the Articles of Association, which currently reads as follows:
“1) Management Board members (including the President of the Management Board and the Management Board member mentioned in sec. 5 above) will be appointed following a recruitment procedure the rules and course of which are set forth in these Articles of Association and the bylaws adopted by the Supervisory Board (“Bylaws for Appointing Management Board Members”) subject to the provisions of the Act on the Rules for Managing State Property; the Bylaws for Appointing Management Board Members define in particular the qualifications that will be evaluated when selecting candidates for respective positions in the Management Board; an amendment to the Bylaws for Appointing Management Board Members requires the consent of at least one Supervisory Board member who meets the independence criteria and has been appointed following the rules set forth in § 20 and 21 below;”.
According to the information received, the entry was made on 16 July 2021.
On 12 July 2021, by way of a resolution, the Company’s Supervisory Board adopted the consolidated text of the Company’s Articles of Association incorporating the amendment made by way of the said resolution of the Ordinary Shareholder Meeting.
Attached to this current report, the Company provides the consolidated text of the PKP CARGO S.A. Articles of Association adopted by the Supervisory Board.
Article § 5 item 1 of the Finance Minister’s Regulation of 29 March 2018 on the current and periodic information transmitted by securities issuers and the conditions for recognizing the information required by the regulations of a non-member state as equivalent (consolidated text of 2018 in the Journal of Laws of 2018 Item 757).