Current reports
Centrum Nowoczesnych Technologii S.A. (the "Company") hereby provides a list of shareholders holding at least 5% of the number of votes at the Annual General Meeting of CNT S.A. on 14 June 2022 (the "AGM"), specifying the number of votes to which each of them is entitled from the shares held and indicating their percentage share in the total number of votes at the AGM and in the Company's share capital.
At the Annual General Meeting of the Company on 14 June 2022, a total of 6,073,990 shares were represented (out of a total of 7,400,000 shares in the Company), representing 82.08% of the share capital and carrying a total of 6,073,990 votes at this AGM.
List of shareholders holding at least 5% of the number of votes at the AGM:
1. FIP 11 FIZ Aktywów Niepublicznych held 4 365 976 shares and the same number of votes at the AGM, which accounted for 71.88% of the votes at the AGM and represents 59.00% of the total number of votes in the Company and the same share in the Company's share capital.
2. Multico Sp. z o.o. held 795,977 shares and the same number of votes at the AGM, which accounted for 13.10 % of the votes at the AGM and represents 10.76 % of the total number of votes in the Company and the same share in the Company's share capital.
3. Wartico Invest Sp. z o.o. held 330,129 shares and the same number of votes at the AGM, which accounted for 5.44% of votes at the AGM and represents 4.46% of the total number of votes in the Company and the same share in the Company's share capital.
Legal basis: Art. 70 (3) of the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies (consolidated text: Journal of Laws of 2020, item 2080).
Collapse the reportLegal basis: Art. 70 (3) of the Act on Offer - GMS list above 5%.
Centrum Nowoczesnych Technologii S.A. ("the Company") hereby announces the list of shareholders holding at least 5% of votes at the Annual General Meeting of Shareholders of CNT S.A. on 14 June 2022 (the "AGM"), specifying the number of votes to which each of them is entitled from the shares held and indicating their percentage share in the total number of votes at the AGM and in the share capital of the Company.
At the Annual General Meeting of the Company on 14 June 2022, a total of 6,073,990 shares were represented (out of a total of 7,400,000 shares in the Company), which represents 82.08% of the share capital and gives a total of 6,073,990 votes at this AGM.
List of shareholders holding at least 5% of the number of votes at the AGM:
1. FIP 11 FIZ Aktywów Niepublicznych held 4,365,976 shares and the same number of votes at the AGM, which accounted for 71.88% of the votes at the AGM and represents 59.00% of the total number of votes in the Company and the same share in the Company's share capital.
2. Multico Sp. z o.o. held 795,977 shares and the same number of votes at the AGM, which accounted for 13.10 % of votes at the AGM and represents 10.76 % of the total number of votes in the Company and the same share in the Company's share capital.
3. Wartico Invest Sp. z o.o. held 330,129 shares and the same number of votes at the AGM, which accounted for 5.44% of votes at the AGM and represents 4.46% of the total number of votes in the Company and the same share in the Company's share capital.
Legal basis: Article 70 (3) of the Act of 29 July 2005 on public offering and conditions of introducing financial instruments to organised trading and on public companies (consolidated text: Journal of Laws of 2020, item 2080).
Collapse the report
Legal basis: Article 56 (1)(2) of the Act on Offering - current and periodic information.
The Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec hereby presents the content of resolutions adopted at the Annual General Meeting of CNT S.A. on 14 June 2022 (hereinafter also referred to as the "AGM") including the results of voting:
„RESOLUTION NO. 1
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on electing the Chairperson of the Annual General Meeting of CNT S.A.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec, acting pursuant to Article 409 § 1 of the Commercial Companies Code elects Ms Katarzyna Kozińska as the Chairperson of the Annual General Meeting.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson of the AGM stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08% of all shares, including
- 6,073,990 votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore, the resolution was adopted.
RESOLUTION NO. 2
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on the adoption of the agenda for the Annual General Meeting of CNT S.A.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec, adopts the following agenda:
- Opening of the meeting and election of the Chairperson of the AGM.
- Confirmation that the AGM has been properly convened and is capable of adopting resolutions.
- Adoption of the agenda.
- Consideration and adoption of a resolution on the approval of the financial statements of CNT S.A. and the report on the activities of CNT S.A. for the financial year 2021.
- Consideration and adoption of a resolution on the approval of the consolidated financial statements of the CNT Capital Group and the report on the activities of the CNT Capital Group for the financial year 2021.
- Consideration and adoption of a resolution on the approval of the report of the Supervisory Board of Centrum Nowoczesnych Technologii S.A. on its activities in 2021, including the work of the Audit Committee, together with a brief assessment of the Company's situation, including the internal control system and the significant risk management system, as well as the assessment of the fulfilment by the Company of its information obligations concerning the application of corporate governance.
- Presentation of the report of the Supervisory Board on the remuneration of members of the Management Board and the Supervisory Board of the Company for the financial year 2021 and discussion on the report of the CNT Supervisory Board on the remuneration of members of the Management Board and the Supervisory Board for the financial year 2021.
- Adoption of a resolution on the distribution of profit for the financial year 2021.
- Adoption of a resolution on granting the President of the Management Board of the Company the vote of acceptance for performance of his duties in the financial year 2021.
- Adoption of resolutions on granting the Company's Supervisory Board members the vote of acceptance for performance of their duties in the financial year 2021.
- Adoption of a resolution on the principles and amounts of remuneration for members of the Supervisory Board.
- Adoption of a resolution on authorising the Management Board to acquire own shares for cancellation.
- Closing of the meeting.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 3
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on the approval of the financial statements of the Company and the report on the activities of the Company for the financial year 2021.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393(1) and Article 395 § 2(1) of the Commercial Companies Code, Article 53(1) of the Accounting Act of 29 September 1994 and § 14(1)(1) of the Company's Articles of Association, resolves to approve the report on the activities of Centrum Nowoczesnych Technologii S.A. for the financial year 2021 and the financial statements of Centrum Nowoczesnych Technologii S.A. for the financial year 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 4
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on the approval of the consolidated financial statements of the CNT Capital Group and the report on the activities of the CNT Capital Group for the financial year 2021.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec, acting pursuant to Article 395 § 5 of the Commercial Companies Code and Article 63c (4) of the Accounting Act of 29 September 1994, resolves to approve the report on the activities of the CNT Capital Group for the financial year 2021 and the consolidated financial statements of the CNT Capital Group for the financial year 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 5
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on the approval of the report of the Supervisory Board of Centrum Nowoczesnych Technologii S.A. on its activities in 2021, including the work of the Audit Committee, together with a brief assessment of the Company's situation, including the internal control system and the significant risk management system, and the assessment of the fulfilment by the Company of its information obligations concerning the application of corporate governance.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec, acting pursuant to Article 395 § 5 of the Commercial Companies Code in relation to § 14 (1) (2) of the Company's Articles of Association, approves the Report of the Supervisory Board of CNT S.A. on its activities for the financial year 2021, together with a brief assessment of the Company's situation, including the assessment of the internal control system and the significant risk management system, as well as the assessment of the fulfilment by the Company of its information obligations concerning the application of corporate governance.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 6
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on the distribution of profit for the financial year 2021.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec, acting pursuant to Article 395 § 2 (2) of the Act of 20 September 2000 of the Commercial Companies Code decides to distribute the Company's net profit for the financial year 2021 in the amount of PLN 25,909,922.77 (say: twenty five million nine hundred nine thousand nine hundred twenty two zloty 77/100) and allocates:
1. An amount of 7,400,000 (say: seven million four hundred thousand zloty 00/100) for the payment of dividends to the shareholders of the Company, under the following rules:
a. the dividend payment is determined in the amount of PLN 1 (say: one zloty) per one share of CNT S.A.
b. the dividend date shall be as of 15 July 2022 (all shareholders of the Company on 15 July 2022 shall acquire the right to dividend)
c. the dividend payment date is established for 15 August 2022,
d. all 7,400,000 shares of CNT S.A. shall be covered by the dividend.
2. The remaining amount of PLN 18,509,922.77 (say: eighteen million five hundred and nine thousand nine hundred and twenty two zloty 77/100) shall be allocated to the Company's supplementary capital.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 109.500 (one hundred and nine thousand five hundred) votes were cast in favour of the resolution,
- 5.864.490 (five million eight hundred sixty four thousand four hundred ninety) votes were cast against the resolution,
- 100,000 (one hundred thousand) "abstaining" votes were cast.
Therefore, the resolution was not adopted.
RESOLUTION NO. 7
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on the distribution of profit for the financial year 2021.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A., with its registered office in Sosnowiec, acting pursuant to Article 395 § 2(2) of the Commercial Companies Code, resolves to allocate the Company's net profit for the financial year 2021 in the amount of PLN 25,909,922.77 (say: twenty five million nine hundred nine thousand nine hundred twenty two zloty 77/100) in its entirety to the Company's supplementary capital.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 5,973,990 votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 100,000 (one hundred thousand) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 8
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Management Board of the Company.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Mr. Jacek Taźbirek, President of the Company's Management Board, confirming the discharge of his duties in the financial year 2021, i.e. in the period from 1 January 2021 to 31 December 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 9
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Company's Supervisory Board.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Ms. Ewa Danis, the Chairperson of the Company's Supervisory Board, for the discharge of her duties in the financial year 2021, i.e. in the period from 1 January 2021 to 31 December 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 10
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Company's Supervisory Board.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Mr. Waldemar Dąbrowski, Vice-President of the Company's Supervisory Board, confirming the discharge of his duties in the financial year 2021, i.e. in the period from 1 January 2021 to 31 December 2021.----
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 11
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Company's Supervisory Board.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Mr. Maciej Waś, Secretary of the Company's Supervisory Board, confirming the discharge of his duties in the financial year 2021, i.e. in the period from 22 June 2021 to 31 December 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 12
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Company's Supervisory Board.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Mr Robert Mirosław Sołek, Member of the Company's Supervisory Board, confirming the discharge of his duties in the financial year 2021, i.e. in the period from 1 January 2021 to 31 December 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 13
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Company's Supervisory Board .
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Ms Agnieszka Pyszczek, Member of the Company's Supervisory Board, confirming the discharge of her duties in the financial year 2021, i.e. in the period from 22 June 2021 to 31 December 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 14
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Company's Supervisory Board.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Ms. Katarzyna Kozińska, Secretary of the Company's Supervisory Board, confirming the discharge of her duties in the financial year 2021, i.e. in the period from 1 January 2021 to 22 June 2021.
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 15
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on granting a discharge to a member of the Company's Supervisory Board.
§ 1
The Annual General Meeting of the company under the name: Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec, acting pursuant to Article 393 (1) and Article 395 § 2 (3) of the Commercial Companies Code and § 14 (1) (3) of the Company's Articles of Association, hereby grants a vote of acceptance to Mr Adam Świetlicki vel Węgorek, Member of the Company's Supervisory Board, confirming the discharge of his duties in the financial year 2021, i.e. in the period from 1 January 2021 to 22 June 2021.-----------
§ 2
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the secret ballot a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 6,073,990 (six million seventy-three thousand nine hundred and ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 0 (zero) "abstaining" votes were cast.
Therefore the resolution was adopted.
RESOLUTION NO. 16
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on the principles and amounts of remuneration for the members of the Supervisory Board
§ 1
The Annual General Meeting of the company under the name: CNT S.A. with its registered office in Sosnowiec, acting pursuant to Article 392 § 1 of the Commercial Companies Code in connection with § 14 (1) (12) of the Company's Articles of Association establishes the following principles of remuneration for the members of the Supervisory Board:
- The Chairperson of the Supervisory Board of CNT S.A. shall be entitled to remuneration amounting to PLN 4,300.00 (say: four thousand three hundred zloty) gross per month.
- The other members of the Supervisory Board, including the Vice-Chairman and the Secretary of the Supervisory Board of CNT S.A. are entitled to remuneration in the amount of PLN 4,000.00 (say: four thousand zloty) gross per month.
§ 2
This Resolution shall enter into force on the date of its adoption and take effect on 01 July 2022. -
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 5.964.490 (five million nine hundred sixty four thousand four hundred ninety) votes were cast in favour of the resolution
- 0 (zero) votes were cast against the resolution
- 109,500 (one hundred and nine thousand five hundred) " abstaining" votes were cast,
Therefore the resolution was adopted.
RESOLUTION NO. 17
OF THE ANNUAL GENERAL MEETING OF CNT S.A.
with its registered office in Sosnowiec, Partyzantów 11
of June 14, 2022
on authorising the Management Board to repurchase their own shares for redemption
§ 1
The Annual General Meeting of Centrum Nowoczesnych Technologii Spółka Akcyjna with the registered office in Sosnowiec, acting pursuant to Article 362 § 1 (8) of the Commercial Companies Code, hereby resolves:
1) To create a reserve capital in the amount of PLN 13,500,000.00 (thirteen million five hundred thousand zlotys) (the "Reserve Capital") in accordance with Article 362 § 2 (3) in connection with Article 396 § 5 of the Commercial Companies Code, and also in accordance with § 14 (1) (6) of the Company's Articles of Association, entirely earmarked for financing the buyback of their own shares (the "Own Shares") by transferring to that capital an amount of PLN 13. 500,000.00 PLN (say: thirteen million five hundred thousand zlotys) from the reserve capital created from the Company's profits from previous years, which amount, pursuant to Article 348 § 1 of the Commercial Companies Code, may be allocated for distribution among the Company's shareholders.
2) To consent to and authorise the Company’s Management Board to repurchase the Company's own shares for redemption, yet not more than 600,000 (six hundred thousand) shares with a nominal value of PLN 4 (four) each (the "Own Shares") with the proviso that the repurchase of their Own Shares by the Company shall be made in accordance with the following conditions:
a) The buyback of Own Shares by the Company shall commence from 29 June 2022 and shall continue not later than 13 July 2022 (the "Buyback Period");
b) The remuneration for the Own Shares shall be paid from the reserve capital created from profit or other amount which, pursuant to Article 348 § 1 of the Commercial Companies Code, may be allocated for distribution; the total amount allocated by the Company for the purchase of Own Shares shall not exceed PLN 13,500,000.00 (say: thirteen million five hundred thousand zloty);
c) Own Shares shall be repurchased over-the-counter by means of an invitation to tender for the repurchase of Own Shares, addressed to all shareholders of the Company (the "Buyback Offer ");
d) Own Shares may be acquired directly by the Company or through an investment firm;
e) The purpose of the buyback is their redemption and subsequent reduction of the Company's share capital in accordance with Article 359 of the Code of Commercial Companies.
3) The repurchase price of one Own Share in the Buyback Offer will be the same for all Shareholders and will amount to PLN 22.50 (say: twenty-two zlotys and fifty grosz) per 1 Own Share.
4) The invitation to submit offers to sell the Company's shares under the Buyback Offer shall be addressed to Shareholders in a manner generally available, in particular through the website.
5) In order to redeem Own Shares, immediately after the expiry of the Repurchase Period, the Management Board of the Company shall convene a General Meeting of the Company with an agenda including at least adoption of resolution(s) on redemption of their Own Shares and reduction of the Company's share capital as a result of redemption of their Own Shares and amendment of the Company's Articles of Association.
§ 2
1) The Management Board shall carry out the repurchase of Own Shares while ensuring equal access of Shareholders to exercise their right to sell their Own Shares; in particular, each Shareholder, in response to the invitation to submit offers to sell shares, shall be able to submit an offer to sell all his or her shares in the Company. If the number of shares offered by Shareholders is higher than the number of shares in the Buyback Offer, the repurchase of Own Shares shall take place based on proportional reduction of submitted offers and after rounding down the number of shares to the nearest whole number.
2) The Company's Management Board is authorised to undertake all factual and legal actions necessary to acquire the Company's Own Shares for their redemption in accordance with the content hereof.
§ 3
This Resolution shall enter into force on the date of its adoption.
The Chairperson stated that in the open vote a total of 6,073,990 (six million seventy-three thousand nine hundred and ninety) valid votes were cast out of 6,073,990 (six million seventy-three thousand nine hundred and ninety) shares in the Company, which represents 82.08 % of all shares, including:
- 5.964.490 (five million nine hundred sixty four thousand four hundred ninety) votes were cast in favour of the resolution,
- 0 (zero) votes were cast against the resolution,
- 109,500 (one hundred and nine thousand five hundred) " abstaining" votes were cast,
Therefore the resolution was adopted.
Having considered all the items on the agenda and due to the lack of any other business, the Chairperson closed the Annual General Meeting."
The Annual General Meeting of the Company did not deviate from the consideration of any of the items on the scheduled agenda.
None of the shareholders present at the meeting objected to the minutes with regard to the resolutions voted on during the AGM.
Legal basis: § 19 (1) (6), (7), (8) and (9) of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and the conditions for recognising as equivalent information required by the laws of a non-member state (Journal of Laws of 2018, item 757).
Collapse the reportThe Management Board of Centrum Nowoczesnych Technologii S.A. informs that on 14 June 2022 Annual General Meeting of CNT S.A. adopted a resolution on authorising the Management Board to repurchase own shares for redemption, with the following content:
"RESOLUTION NO. 17
of the AGM of CNT S.A. with its registered office in Sosnowiec, Partyzantów 11
of 14 June 2022
on authorising the Management Board to repurchase own shares for redemption
§1
The Annual General Meeting of Centrum Nowoczesnych Technologii Spółka Akcyjna, with its registered office in Sosnowiec, acting pursuant to Article 362 § 1 (8) of the Commercial Companies Code, hereby resolves:
1) To create, pursuant to Article 362 § 2 (3) in connection with Article 396 § 5 of the Commercial Companies Code, and pursuant to § 14 (1) (6) of the Company's Articles of Association, a reserve capital in the amount of PLN 13,500,000.00 (thirteen million five hundred thousand zlotys) (the "Reserve Capital"), earmarked in its entirety to finance the buy-back of the Company's own shares (the "Own Shares") by transferring to this capital the amount of 13. 500,000.00 PLN (thirteen million five hundred thousand PLN) coming from the reserve capital created from the Company's profits from previous years, which amount, pursuant to Article 348 § 1 of the Commercial Companies Code, may be allocated for distribution among the Company's shareholders.
2) To give its consent and authorise the Management Board of the Company to repurchase the Company's own shares for redemption, representing not more than 600,000 (six hundred thousand) shares with a nominal value of PLN 4 (four) each (the "Own Shares” or the "Equity Shares" ) with the proviso that the repurchase of the Own Shares by the Company shall take place in accordance with the following conditions:
a) The Company shall acquire the Equity Shares from 29 June 2022 and shall continue for a period not exceeding 13 July 2022 (the "Share Buyback Period");
b) The consideration for the Treasury Shares will be paid from the reserve capital created from profit or any other amount which, pursuant to Article 348 § 1 of the Commercial Companies Code, may be allocated for distribution, with the total amount to be allocated by the Company for the acquisition of Treasury Shares not exceeding PLN 13,500,000.00 (thirteen million five hundred thousand zlotys);
c) Own Shares shall be repurchased over-the-counter by means of a tender offer for the disposal of Own Shares, addressed to all shareholders of the Company (the " Buyback Offer");
d) Own Shares may be acquired directly by the Company or through an investment firm;
e) The purpose of the buyback of the Own Shares is their redemption and subsequent reduction of the Company's share capital in accordance with Article 359 of the Commercial Companies Code.
3) The repurchase price per Treasury Share in the Buyback Offer will be the same for all Shareholders and will amount to PLN 22.50 (twenty-two zlotys and fifty cents) per Treasury Share.
4) The invitation to submit offers to sell the Company's shares as part of the Buyback Offer will be addressed to Shareholders in a manner generally available, in particular through the website.
5) In order to redeem the Treasury Shares, immediately after the expiry of the Share Buyback Period, the Management Board of the Company shall convene a General Meeting of the Company with an agenda including at least the adoption of resolution(s) on the redemption of the Treasury Shares and the reduction of the Company's share capital as a result of the redemption of the Treasury Shares and the amendment of the Company's Articles of Association.
§2
1) The Management Board will carry out the repurchase of Treasury Shares ensuring equal access of Shareholders to the exercise of the right to sell Treasury Shares; in particular, each Shareholder, in response to the invitation to submit offers to buy back shares, will be able to submit an offer to sell all the shares in the Company to which he/she is entitled.
If the number of shares offered by Shareholders is higher than the number of shares in the Buyback Offer, the acquisition of the Own Shares will take place on the basis of a proportional reduction of the offers made and after rounding the number of shares down to the nearest whole number.
2) The Company's Board is authorised to take all factual and legal actions required to buy back the Company's Own Shares for redemption in accordance with the content of this resolution.
§3 This resolution shall enter into force as of the date of its adoption."
Legal basis: Article 17(1) MAR - confidential information.
Collapse the reportThe Management Board of Centrum Nowoczesnych Technologii S.A., with its registered office in Sosnowiec (hereinafter: the "Issuer"), announces that it has undertaken activities aiming at the potential implementation of an industrial project on the real estate located in the Lubelskie Voivodship in the district and commune of the City of Lublin (the "Real Estate"), consisting in the construction of the Zadębie eco-cogeneration plant together with the technical and auxiliary infrastructure (the "Project").
Any binding decision to be made by the Issuer regarding the execution of the Project depends on obtaining environmental approvals for the Project and the Issuer's final assessment of the parameters of the obtained environmental approvals for the Project in terms of the economic viability of its execution. For this purpose, the Issuer will apply to the competent administrative authority for environmental approvals for the Project.
On 8 June 2022, the Issuer also concluded a letter of intent (the "Letter of Intent") with the Issuer's related entity, Jakubas Investments Sp. z o.o., with its registered office in Warsaw (the "Related Entity"), for the aforementioned purpose, expressing the Issuer's readiness to enter into an agreement on the principles of disposal or making the Real Property available by the Related Entity to the Issuer for the purposes of potential implementation of the Project, on the basis of an appropriate legal relationship and under the conditions agreed between the Parties, subject to obtaining environmental approvals for the Project. The Letter of Intent does not oblige either the Issuer or the Related Party to negotiate or conclude any document.
Making a binding decision by the Issuer on the execution of the Project will also depend on a binding agreement on the procedure and terms, satisfactory to the Issuer, for the disposal or making available of the Real Property by the Related Party to the Issuer for the purpose of the potential execution of the Project.
As of the date of this Report, the Issuer has not made a decision on the execution of the Project, and the actions taken are of a preparatory nature, necessary to enable the Issuer to assess the economic conditions of the potential Project before making a binding decision on its execution and do not generate significant costs on the part of the Issuer.
However, the Issuer will inform about making a binding decision regarding the potential Project and its material conditions in a separate current report.
Legal basis: Article 17(1) MAR - confidential information.
Collapse the reportThe Management Board of Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec (hereinafter: the "Issuer") hereby informs that in connection with the transactions of sales and purchase of electricity made on 02.06.2022 by its subsidiary GET EnTra Sp. z o.o. (the "Subsidiary") the total value of trading on the Polish Power Exchange S.A. (the "Exchange", "POLPX") during the period from 28.05.2022 to 02.06.2022 amounted to PLN 45,302.4 thousand. The aforementioned value comprises transactions of sales and purchase of electricity with delivery dates between 29.05.2022 and 31.12.2023. The transaction with the highest value concluded in the a/m period was a package of transactions dated 02.06.2022 involving the purchase and sale of electricity with a total value of PLN 32,534.7 thousand with delivery dates in the period from 01.01.2023 to 31.12.2023.
The transactions referred to above are carried out by the Subsidiary as part of its core business in energy trading.
The terms of the concluded contracts (transactions) do not contain the penalty clause and do not differ from the terms typical of this kind/type of transactions on the market.
Legal basis: Article 17(1) MAR - confidential information.
Collapse the reportThe Management Board of Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec (hereinafter: the "Issuer") hereby informs that in connection with the transactions of sales and purchase of electricity made on 27.05.2022 by its subsidiary GET EnTra Sp. z o.o. (the "Subsidiary") the total value of trading on the Polish Power Exchange S.A. (the "Exchange", "POLPX") during the period from 18.05.2022 to 17.05.2022 amounted to PLN 51,175.9 thousand. The aforementioned value comprises transactions of sales and purchase of electricity with delivery dates between 19.05.2022 and 31.12.2023. The transaction with the highest value concluded in the a/m period was a package of transactions dated 27.05.2022 involving the purchase and sale of electricity with a total value of PLN 17,046.2 thousand with delivery dates in the period from 01.07.2022 to 31.12.2023.
Legal basis: Article 17(1) MAR - confidential information.
Collapse the reportThe Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (hereinafter referred to as the "Company", "CNT"), acting pursuant to art. 399 § 1 in relation to art. 395, art. 402 (1) § 1 and § 2 and art. 402 (2) of the Commercial Companies Code, hereby convenes the Ordinary General Meeting of Shareholders of CNT S.A. (hereinafter: "Ordinary General Meeting" or "OGM") for 14 June 2022, at 12:00 in Sosnowiec at M Hotel Sosnowiec, Wojska Polskiego 199, 41-208 Sosnowiec, with the following agenda:
1. Opening of the meeting and election of the Chairperson of the Ordinary General Meeting.
2. Statement whether the Ordinary General Meeting has been duly convened and has the capacity to adopt resolutions.
3. Adopting the agenda.
4. Reviewing and adopting a resolution on the approval of the financial statements of CNT S.A. and the report on the activities of CNT S.A. for the financial year 2021.
5. Reviewing and adopting a resolution on the approval of the consolidated financial statements of the CNT Capital Group and the report on the activities of the CNT Capital Group for the financial year 2021.
6. Reviewing and adopting a resolution on the approval of the report of the Supervisory Board of Centrum Nowoczesnych Technologii S.A. on its activities in 2021, including the work of the Audit Committee, together with a brief assessment of the Company's economic situation, the internal control system, and the significant risk management system of the Company, and the assessment whether the Company fulfils its information obligations regarding the application of corporate governance.
7. Presenting the Supervisory Board's report on the remuneration of the Company's Management Board and Supervisory Board members for the financial year 2021 and discussing the CNT Supervisory Board's report on the remuneration of the Management Board and Supervisory Board members for the financial year 2021.
8. Adopting a resolution on the distribution of profit for the financial year 2021.
9. Adopting a resolution on the acknowledgement of the fulfilment of duties by the President of the Company's Management Board in the financial year 2021.
10. Adopting a resolution on the acknowledgement of the fulfilment of duties by the Members of the Supervisory Board of the Company in the financial year 2021.
11. Adopting a resolution on determining the principles and amounts of remuneration for members of the Supervisory Board.
12. Adopting a resolution on authorising the Management Board to acquire its own shares for redemption.
13. Closing the meeting.
The text of the announcement on convening the Ordinary General Meeting, the text of draft resolutions and documents which shall be the subject of the Ordinary General Meeting and which are significant for the resolutions to be adopted and which have not been previously made public are enclosed herewith and will be posted on the Company's website at: www.cntsa.pl
Legal basis: § 19 (1) (1) and (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 recognising as equivalent information required by the laws of a non-member state (Journal of Laws of 2018, item 757).
The Management Board of Centrum Nowoczesnych Technologii S.A. with the registered office in Sosnowiec (hereinafter: the "Issuer") hereby informs that in connection with the transactions of sales and purchase of electricity made on 17.05.2022 by its subsidiary GET EnTra Sp. z o.o. (the "Subsidiary") the total value of trading on the Polish Power Exchange S.A. (the "Exchange", "POLPX") during the period from 06.05.2022 to 17.05.2022 amounted to PLN 43,770.5 thousand. The aforementioned value comprises transactions of sales and purchase of electricity with delivery dates between 07.05.2022 and 31.12.2023. The transaction with the highest value concluded in the a/m period was a package of transactions dated 17.05.2022 involving the purchase and sale of electricity with a total value of PLN 31,270 thousand with delivery dates in the period from 01.06.2022 to 31.12.2023.
The transactions referred to above are carried out by the Subsidiary as part of its core business in energy trading.
The terms of the concluded contracts (transactions) do not contain provisions concerning contractual penalties and do not differ from the terms typical of this kind/type of transactions on the market.
Legal basis: Article 17(1) MAR - confidential information.
Collapse the reportThe Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (hereinafter referred to as the "Company", "CNT S.A.") hereby announces that today, i.e. on 16 May 2022, it adopted a resolution on recommending to the Ordinary General Shareholders' Meeting of CNT S.A. that the Company's net profit generated in 2021, amounting to PLN 25,909,922.77, be allocated in full to the Company's supplementary capital.
Moreover, in the content of the adopted resolution, the Management Board of the Company recommends that the Annual General Meeting of CNT S.A. carry out a buyback of the Company's own shares for the purpose of redemption by way of public invitation or invitations to sell by all shareholders of the Company.
In view of the above, the Management Board will present a draft resolution to the Annual General Meeting of CNT S.A. covering the authorization of the Management Board to carry out the buyback of the Company's own shares for the purpose of redemption and regarding the creation of a capital reserve for financing the purchase of the Company's own shares. In the Management Board's opinion, the buyback of the Company's own shares for the purpose of redemption is justified by the current market situation and the Company's share price.
The Management Board of CNT S.A. shall submit the resolution in question recommending distribution of profit and recommending that the Company's own shares be bought back for redemption to the Company's Supervisory Board for its opinion.
The final decision on profit distribution for 2021 and carrying out the buyback of the Company's own shares for redemption will be made by the Annual General Meeting of the Company.
Legal basis: Article 17(1) MAR - confidential information.
Collapse the report