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25.05.2022 · 9/2022

Announcement on convening an Ordinary General Meeting of Grupa Pracuj S.A. on 22 June 2022

Hour: 20:24

Legal basis: Art. 56 section 1 item 2 of the Act on Public Offering - current and periodic information

Content of the report:

The Management Board of Grupa Pracuj Spółka Akcyjna with its registered office in Warsaw (the "Company") hereby announces that, pursuant to Article 399 § 1 in connection with Article 395 § 1, Article 4021, Article 4022 and Article 4065 of the Commercial Companies Code, the Ordinary General Meeting of the Company is hereby convened for 22 June 2022 at 10:00 a.m., at the Company's registered office in Warsaw (00-838), Prosta 68 Street, 8th floor (the "Ordinary General Meeting") with the agenda as presented below.

At the same time, the Management Board of the Company informs that the Company's Supervisory Board, in accordance with § 21(6)(i) of the Company's Statutes and Rule 4.7 of the Code of Best Practice for WSE Listed Companies 2021, has given a positive opinion on the draft resolutions and the agenda of the Ordinary General Meeting.

Agenda:

  1. 1. Opening of the Ordinary General Meeting.
  2. 2. Election of the Chairman of the Ordinary General Meeting.
  3. 3. Preparing and checking the attendance list.
  4. 4. The ascertainment of the correctness of convening the Ordinary General Meeting and its capability of adopting binding resolutions.
  5. 5. Adoption of the agenda of the Ordinary General Meeting.
  6. 6. Adoption of resolutions on:
  7. a) consideration and approval of the Management Board's report on the operations of the Company and the Company's Capital Group for the year ended 31 December 2021;
  8. b) consideration and approval of the Company's separate financial statement for the year ended 31 December 2021;
  9. c) consideration and approval of the consolidated financial statement of the Company's Capital Group for the year ended 31 December 2021;
  10. d) expressing an opinion on the report of the Supervisory Board of the Company on remuneration of members of the Management Board and the Supervisory Board of the Company for the year 2021;
  11. e) approval of the Report of the Supervisory Board on the activities of the Supervisory Board of Grupa Pracuj sp. z o.o. and the Supervisory Board of the Company in the year ended 31 December 2021 including evaluation of:
  • - the Management Board's report on operations of the Company and the Company's Capital Group for the year ended 31 December 2021,
  • - the separate financial statement of the Company for the year ended 31 December 2021,
  • - the consolidated financial statement of the Company's Capital Group for the year ended 31 December 2021, and
  • - the proposal of the Company's Management Board concerning the distribution of the Company's profit for the year ended 31 December 2021;
  1. f) distribution of the Company's profit for the year ended 31 December 2021;
  2. g) granting discharge to members of the Company's Management Board and persons performing functions in the corporate bodies of Grupa Pracuj sp. z o.o. with its registered office in Warsaw;
  3. h) granting discharge to members of the Company's Supervisory Board and persons performing functions in the corporate bodies of Grupa Pracuj sp. z o.o. with its registered office in Warsaw;
  4. i) introducing changes to the Incentive Scheme no. 1 for key employees of the Company's Capital Group;
  5. j) application of the "Code of Best Practice for WSE Listed Companies 2021";
  6. k) amendments to the Company's Articles of Association, extending the authorisation for the Company's Management Board to increase the share capital within the authorised capital and, in connection therewith, authorising the Company's Management Board to deprive other shareholders of pre-emptive rights, in whole or in part, in accordance with the adopted resolution No. 5/2021 of the Extraordinary General Meeting of the Company dated 22 October 2021;
  7. l) granting consent to establish a limited property right on the Company's enterprise or its organized part.
  8. 7. Closing of the Ordinary General Meeting.

Among the draft resolutions of the Ordinary General Meeting there is a resolution on amending the Company's Articles of Association by revoking the existing text of the Articles of Association and adopting a new wording of the Articles of Association. The amendments to the Articles of Association include amendment of § 5, § 5¹, § 7, § 8, § 9, § 10, § 11, § 12, § 13, § 14, § 15, § 16, § 17, § 18, § 19, § 20, § 21, § 22, § 23, § 24, § 25, § 26, § 27 and revocation of § 28 and § 29 of the Company's Articles of Association.

The Management Board of the Company hereby informs that the Ordinary General Meeting may be attended by means of electronic communication.

Attachments:

Attached to this report are:

The Company makes all information regarding the Ordinary General Meeting available on the Company's website at: https://grupapracuj.pl/ under the tab Investor Relations in the sub-tab: General Meetings.

Detailed legal basis:

  • - 19 section 1 point 1) i 2) of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state (Journal of Laws of 2018, item 757).