Registration of amendments of the Company’s Articles of Association
The Management Board of PKP CARGO S.A. (“Company”) hereby reports that today it received information about the registration, on 1 June 2023 by the District Court for the Capital City of Warsaw in Warsaw, 12th Commercial Division of the National Court Register, of amendments to the Company’s Articles of Association effected by Resolution Nos. 10/2023, 14/2023, 15/2023 and 16/2023 of the Extraordinary Shareholder Meeting of 17 May 2023 regarding amendments to the Articles of Association.
The amendments consisted of the following:
In §23 of the PKP CARGO S.A. Articles of Association, sec. 5 and 6 were added reading as follows:
If the Supervisory Board Chairperson is unable to convene a meeting, the meeting of the Supervisory Board shall be convened in accordance with the Supervisory Board Bylaws.
The procedure of the Supervisory Board’s operation is described in detail in the Supervisory Board Bylaws.
§ 29 sec. 2 of the PKP CARGO S.A. Articles of Association with the current wording:
“2. “Best Practice of GPW Listed Companies” means a collection of practices introduced by the Warsaw Stock Exchange by the power of resolution No. 26/1413/2015 of the Board of the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.) of 13 October 2015.”
shall read as follows:
“2. “Best Practice of GPW Listed Companies” means the set of corporate governance rules for companies listed on the Warsaw Stock Exchange, applicable pursuant to a resolution adopted by the Council of the Warsaw Stock Exchange.”
III. § 29 sec. 14 of the PKP CARGO S.A. Articles of Association with the current wording:
“14. “Act on the Rules for Managing State Property” shall mean the Act on the Rules for Managing State Property of 16 December 2016 (Journal of Laws of 2016, item 2259).
”shall read as follows:
“14. “Act on the Rules for Managing State Property” shall mean the Act on the Rules for Managing State Property of 16 December 2016 (Journal of Laws of 2016, item 2259, as amended).
Ӥ 14 sec. 1 of the PKP CARGO S.A. Articles of Association with the current wording:
“1. The Management Board shall be composed of one to five members, including the President of the Management Board, appointed for a joint term of office of three years.”shall read as follows:“1. The Management Board is composed of one to five members, including the President of the Management Board, appointed for a joint term of office of three full financial years. The Supervisory Board may entrust a Management Board member with the function of Vice-President of the Management Board.
”Detailed legal basis: §5(1) of the Regulation issued by the Minister of Finance on 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.