of the Ordinary General Meeting

Transkrypt

of the Ordinary General Meeting
Attachment to the Current report no. 6/2013 dated April 8th, 2013
Resolutions undertaken by Ordinary General Meeting of April 8th, 2013
The detailed agenda is as follows:
1.
Opening the Meeting.
2.
Election of the Chairperson of the General Meeting.
3.
Confirming that the General Meeting was duly convened and is capable of adopting valid
resolutions.
4.
Accepting the agenda.
5.
Debating the report of the Management concerning the Company’s activity and the
financial report for 2012.
6.
Debating the report of the Supervisory Commission of the results of the report of the
Board of the Company and Company’s financial report for 2012.
7.
Approving the report of the Management on the Company’s activity for 2012.
8.
Approving the Company’s financial report for 2012.
9.
Adoption of a resolution on payment of profit for the financial year 2012. ,
10. Adoption of a resolution on retained earnings from year 2011.
11. Adoption of a resolution establishing the date of entitlement to the dividend and to
determination of the dividend payment date.
12. Adopting a resolution on acknowledging the fulfilment of duties by members of the
Management Board in the financial year 2012.
13. Adopting a resolution on acknowledging the fulfilment of duties by members of the
Supervisory Commission in the financial year 2012.
14. Closing the Meeting.
Resolution # 1
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on choosing leader of the Ordinary General Meeting
The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 409 (1) of the Code of Commercial Companies
chooses Mr Zbigniew Modzelewski as a leader of Ordinary General Meeting.
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 2
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on approving the agenda
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the
seat of business in Gdańsk approves the following agenda:
The detailed agenda is as follows:
1. Opening the Meeting.
2. Election of the Chairperson of the General Meeting.
3. Confirming that the General Meeting was duly convened and is capable of adopting
valid resolutions.
4. Accepting the agenda.
5. Debating the report of the Management concerning the Company’s activity and the
financial report for 2012.
6. Debating the report of the Supervisory Commission of the results of the report of the
Board of the Company and Company’s financial report for 2012.
7. Approving the report of the Management on the Company’s activity for 2012.
8. Approving the Company’s financial report for 2012.
9. Adoption of a resolution on payment of profit for the financial year 2012.
10. Adoption of a resolution on retained earnings from year 2011.
11. Adoption of a resolution establishing the date of entitlement to the dividend and to
determination of the dividend payment date.
12. Adopting a resolution on acknowledging the fulfilment of duties by members of the
Management Board in the financial year 2012.
13. Adopting a resolution on acknowledging the fulfilment of duties by members of the
Supervisory Commission in the financial year 2012.
14. Closing the Meeting.
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 3
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on approving the Management’s report
of the Company’s activity for 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(1) of the Code of Commercial
Companies – after examining the report of the Company’s Management concerning the
Company’s activity for 2012 and the results of the examination of the report by the
Supervisory Commission together with the assessment of the Management’s proposal
concerning covering the loss and pay the earned Company’s net profit, adopts the following
resolution:
The report of the Company’s Management on the Company’s activity for 2012 is approved.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 4
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on approving the Company’s financial report for 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(1) of the Code of Commercial
Companies – after examining the Company’s financial report covering:
a) balance sheet of December 31st, 2012,
b) loss and profit account for the period from January 1st to December 31st, 2012,
c) report on money flows for the period from January 1st to December 31st, 2012,
d) a list of changes in share capital for the period from January 1st to December 31st,
2012,
e) additional information,
which closed with the total assets and liabilities of PLN 493,270,000 (four hundred ninety
three million, two hundred and seventythousand) and net profits of PLN 4,847,000 (four
million eight hundred fourty seven thousand) and the results of the examinations
commissioned by the Supervisory Commission together with the opinion of a chartered
auditor, adopts the following resolution:
The Company’s financial report for the period from January 1st to December 31st, 2012 is
approved.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 5
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on paying the earned Company's net profit for the period from 1st January 2011 to 31st
December 2012
Annual General Meeting of the Towarzystwo Finansowe SKOK S.A.with its registered office in
Gdańsk - under the Code of Commercial Companies and Partnerships section 395(2)(2) decided as follows:
-Pay the net profit for the period in the amount of PLN 4,735,876.64 (in words: PLN four
millions seven hundred thirty five thousands eight hundred seventy six 64/100) in the
form of dividend, i.e. PLN 0.02 (in words: two groszy) per shar, excluding treasury shares
held by the Company in the number of 10,907.
- allocate the net profit for the period in the amount of PLN 111,066.09 (in words: PLN
one hundred eleven thousands sixty six 9/100) to capital reserve created for the payment
of funds by way of dividend in the coming years.
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 6
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
regarding the allocation of undistributed earnings for the year 2011
Annual General Meeting of the Towarzystwo Finansowe SKOK S.A .with its registered office in
Gdańsk - under the Code of Commercial Companies and Partnerships section 395(2)(2) and
section 31 (1)(c) Company’s Articles of Association - decided as follows:
- allocate of undistributed earnings for the year 2011in the amount of 113,155.85 (in
words: one hundred thirteen thousands one hundred fifty five 85/100PLN) for the capital
reserve created to pay dividends in the title of the next years.
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 7
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on adopting a date for dividend entitlement and setting the dividend payment date
Annual General Assembly of the Towarzystwo Finansowe SKOK S.A with its registered office
in Gdańsk - under the Code of Commercial Companies and Partnerships section 348(3) and
(4) and § 32(3) of the Company Articles of Association - adopts a date for dividend
entitlement as at April 22nd 2013 and sets the dividend payment date on May 8th 2013.
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 8
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Management Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the President of the Company’s Management Board – Ms Ewa
Bereśniewicz-Kozłowska in 2012 is acknowledged.’
Resolution # 9
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Management Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Ms Alicja
Kuran-Kawka in 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 10
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Management Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Mr Tomasz
Krasiński in 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 11
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Management Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Mr Marcin
Golas in 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 12
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Management Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Mr Cezary
Godziuk for the period June 1st - December 31st 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution #13
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Supervisory Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the President of the Company’s Management Board – Mr Rafał
Sławomir Matusiak for the period January 1st -October 25th 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 14
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Supervisory Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Ms Monika
Bentkowska for the period November 29th – December 31st 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 15
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Supervisory Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Mr Grzegorz
Paweł Buczkowski in 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 16
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Supervisory Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Mr Andrzej
Sosnowski in 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 17
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Supervisory Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Mr Andrzej
Paweł Szumański in 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.
Resolution # 18
of the Ordinary General Meeting
of Towarzystwo Finansowe SKOK S.A.
with the seat of business in Gdańsk
of April 8th, 2013
on acknowledging the fulfilment of duties
by a member of the Supervisory Board in 2012
‘The Ordinary General Meeting of Towarzystwo Finansowe SKOK S.A. with the seat of
business in Gdańsk – acting pursuant to Art. 395 (2)(3) of the Code of Commercial
Companies, adopts the following resolution:
The fulfilment of duties of the Member of the Company’s Management Board – Mr Michał
Grzegorz Bierecki in 2012 is acknowledged.’
The resolution was passed with 93,340,108 supporting votes, which consist of 48,71 per cent
of capital stock. There were no opposing or passing votes.

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