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GENERAL MEETING

THE SUWARY SPÓŁKA AKCYJNA MANAGEMENT BOARD NOTICE OF CONVENING AN ORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD AT 1 PM, ON MARCH 8, 2017 IN PABIANICE, PIOTRA SKARGI 45/47

15.02.2017

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Current Report 43/2011 Registration of amendments to the Company’s Articles of Association

The Management Board of Suwary S.A. (“the Company”), acting pursuant to §38 section 1 point 2 of the Minister’s of Finance regulation dated February 19th 2009 on the current and periodic information submitted by the issuers of securities (Journal of Laws 2009, No. 33, pos. 259) , hereby notify about the today reception of the information that on October 21st 2011 the District Court for Łódź–Śródmieście in Łódź, XX Commercial Department of the National Court Register, registered the following amendments to the Company’s Articles of Association adopted by the Extraordinary General Meeting of Suwary S.A. shareholders on August 18th 2011:

The previous wording of §13 section 1
“The Board shall be multi-member. The number of the Board members shall be defined by the Supervisory Board.”

The new wording of §13 section 1
“The Management Board shall consist of 1(one) to 3 (three) members. The number of the Management Board members shall be defined by the Supervisory Board.”

The previous wording of § 14 section 1

“In order to represent the Company it is necessary for two members of the Board or one member thereof and a proxy to act jointly.”

The new wording of §14 section 1

“The Management Board President acting independently, or two members of the Management Board acting jointly, or one member of the Management Board acting jointly with a proxy, or two proxies acting jointly, shall be authorised to represent the company”

The previous wording of §19 section 3

“The Chairman of the Supervisory Board or the Vice Chairman thereof may not be
elected, or a Supervisory Board member may not be suspended, or a
Supervisory Board member may not be designated to temporarily perform the duties of a Supervisory Board member under the procedure specified in articles 1 and 2.”

The new wording of §19 section 3

“The Chairman of the Supervisory Board or the Vice Chairman thereof may not be
elected, or a Supervisory Board member may not be suspended, or a
Management Board member may not be appointed or suspended under the procedure specified in Articles 1 and 2.”


The previous wording of §20 section 2 point 2

„Giving consent to the acquisition or taking up of shares and bonds in other business
entities, or any other form of the Company’s share in other entities, provided a single
transaction value or the value of a series of related transactions is in excess of
PLN 200 000 (two hundred thousand zlotys)”


The new wording of §20 section 2 point 2

„approving the acquisition or taking up of shares and bonds in other business
entities, or any other form of the Company’s shares in other entities, provided a single
transaction value or the value of a series of related transactions is in excess of 10 % (ten percent) of the Company’s equity”


The previous wording of § 20 section 2 point 13

“ giving consent to incurring debts or expenses by the Company related to a single
transaction or a series of related transactions in the amount in excess of the equivalent of
PLN 500 000 (in words: five hundred thousand zlotys), which were not planned in the adopted
annual budget and which are beyond the scope of the ordinary management of the
Company.”

The new wording of § 20 section 2 point 13

“ approving the incurring of debts or expenses by the Company related to a single
transaction or a series of related transactions in the amount in excess of the equivalent of
PLN 1 000 000 (in words: one million zlotys), which were not planned in the adopted
annual budget and which are beyond the scope of the ordinary management of the
Company.”

The previous wording of § 20 section 2 point 15

“giving consent to the granting by the Company of securities and guarantees, and to
encumbering the Company’s assets, which were not planned in the adopted annual budget.”

The new wording of § 20 section 2 point 15

“approving the granting by the Company of securities and guarantees, and to
encumbering the Company’s assets, which were not planned in the adopted annual budget, if they relate to a single transaction or a series of related transactions in an amount in excess of PLN 1 000 000 (in words: one million złotys).”

The uniform text of the Suwary S.A. Articles of Association constitutes an enclosure to this report.

Articles of Association - pdf
 

 

2011-10-26

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