(Current report No. 62/2012)
19.12.2012 /the Issuer/
Changes in the statute of the NG2 S.A.
Legal basis: Art. 56(1)(2) Act on offering – current and periodic information
Acting pursuant to article 38 § 1 item 2 of the Ordinance of Minister of Finance of the 19th February 2010 on current and periodic information relayed by issuers of securities […](Journal of Laws No.33(259)), the Executive Board of the NG2 S.A. conveys the content of the Company Statute with changed with according to the Resolution No. 5/NWZA/2012 and No. 6/NWZA/2012 of the General Meeting of Shareholders from 19th December 2012, drawn on the 19th December 2012. Furthermore the Board of NG2 S.A. provides the contents of amendments:
1. § 2 of the Articles of Association of the following wording:
„§ 2. The Company acts under the name of NG2 Spółka Akcyjna (NG2 Joint-Stock Company). The Company may use its distinguishing logo.” shall be changed
- and to give it the following new wording:
„§ 2. The Company acts under the name of CCC Spółka Akcyjna (CCC Joint-Stock Company). The Company may use its distinguishing logo.”
2. § 5 (1) of the Articles of Association of the following wording:
„1. According to the Polish Classification of Activities (PKD), the objects of the Company include:
1) Warehousing and storage of other goods PKD-52.10.B;
2) Development of building projects PKD-41.10.Z;
3) Building and selling of own real estate PKD-68.10.Z;
4) Renting and operating of own or leased real estate PKD-68.20.Z;
5) Management of real estate on a fee or contract basis PKD-68.32.Z;
6)Combined facilities support activities PKD-81.10.Z;
7) Public relations and communication activities PKD-70.21.Z;
8) Business and other management consultancy activities PKD-70.22.Z;
9) Advertising agencies PKD-73.11.Z;
10) Market research and public opinion polling PKD-73.20.Z;
11) Packaging services PKD-82.92.Z;
12) Tanning and dressing of leather; dressing and dyeing of fur PKD-15.11.Z;
13) Manufacture of luggage, handbags and the like, saddlery and harness PKD-15.12.Z;
14) Manufacture of footwear PKD-15.20.Z;
15) Manufacture of other products of wood; manufacture of articles of cork, straw and plaiting materials PKD-16.29.Z;
16) Manufacture of other rubber products PKD-22.19.Z;
17) Manufacture of other plastic products PKD-22.29.Z;
18) Manufacture of paper and paperboard PKD-17.12.Z;
19) Manufacture of other articles of paper and paperboard PKD-17.29.Z;
20) Other printing PKD-18.12.Z;
21) Manufacture of plastic packing goods PKD-22.22.Z;
22) Construction of residential and non-residential buildings PKD-41.20.Z;
23) Electrical installation PKD-43.21.Z;
24) Plumbing, heat and air conditioning installation PKD-43.22.Z;
25) Other construction installation PKD-43.29.Z;
26) Other building completion and finishing PKD-43.39.Z;
27) Other specialised construction activities n.e.c. PKD-43.99.Z;
28) Wholesale of textiles PKD-46.41.Z;
29) Wholesale of clothing and footwear PKD-46.42.Z;
30) Retail sale of clothing in specialised stores PKD-47.71.Z;
31) Retail sale of footwear and leather goods in specialised stores PKD-47.72.Z;
32) Other monetary intermediation PKD-64.19.Z;
33) Financial leasing PKD-64.91.Z;
34) Activities of holding companies PKD-64.20.Z;
35) Other financial service activities not elsewhere classified, except insurance and pension funding n.e.c. PKD-64.99.Z;
36) Security and commodity contracts brokerage PKD-66.12.Z;
37) Other activities auxiliary to financial services, except insurance and pension funding PKD-66.19.Z;
38) Other passenger land transport n.e.c. PKD-49.39.Z;
39) Repair of footwear and leather goods PKD-95.23.Z;
40) Production of electricity PKD – 35.11.Z.” shall be changed
- and to give it the following new wording:
„1. According to the Polish Classification of Activities (PKD), the objects of the Company include:
1) Warehousing and storage of other goods PKD-52.10.B;
2) Development of building projects PKD-41.10.Z;
3) Buying and selling of own real estate PKD-68.10.Z;
4) Renting and operating of own or leased real estate PKD-68.20.Z;
5) Management of real estate on a fee or contract basis PKD-68.32.Z;
6) Combined facilities support activities PKD-81.10.Z;
7) Public relations and communication activities PKD-70.21.Z;
8) Business and other management consultancy activities PKD-70.22.Z;
9) Advertising agencies PKD-73.11.Z;
10) Market research and public opinion polling PKD-73.20.Z;
11) Packaging activities PKD-82.92.Z;
12) Tanning and dressing of leather; dressing and dyeing of fur PKD-15.11.Z;
13) Manufacture of luggage, handbags and the like, saddlery and harness PKD-15.12.Z;
14) Manufacture of footwear PKD-15.20.Z;
15) Manufacture of other products of wood; manufacture of articles of cork, straw and plaiting materials PKD-16.29.Z;
16) Manufacture of other rubber products PKD-22.19.Z;
17) Manufacture of other plastic products PKD-22.29.Z;
18) Manufacture of paper and paperboard PKD-17.12.Z;
19) Manufacture of other articles of paper and paperboard PKD-17.29.Z;
20) Other printing PKD-18.12.Z;
21) Manufacture of plastic packing goods PKD-22.22.Z;
22) Construction of residential and non-residential buildings PKD-41.20.Z;
23) Electrical installation PKD-43.21.Z;
24) Plumbing, heat and air conditioning installation PKD-43.22.Z;
25) Other construction installation PKD-43.29.Z;
26) Other building completion and finishing PKD-43.39.Z;
27) Other specialised construction n.e.c. PKD-43.99.Z;
28) Wholesale of textiles PKD-46.41.Z;
29) Wholesale of clothing and footwear PKD-46.42.Z;
30) Retail sale of clothing in specialised stores PKD-47.71.Z;
31) Retail sale of footwear and leather goods in specialised stores PKD-47.72.Z;
32) Other monetary intermediation PKD-64.19.Z;
33) Financial leasing PKD-64.91.Z;
34) Activities of holding companies PKD-64.20.Z;
35) Other financial service activities, except insurance and pension funding PKD-64.99.Z;
36) Security and commodity contracts brokerage PKD-66.12.Z;
37) Other activities auxiliary to financial services, except insurance and pension funding PKD-66.19.Z;
38) Other passenger land transport n.e.c. PKD-49.39.Z;
39) Repair of footwear and leather goods PKD-95.23.Z;
40) Production of electricity PKD-35.11.Z;
41) Other retail sale in non-specialised stores PKD-47.19.Z."
3.§ 6b of the Articles of Association shall be amended as follows:
㤠6b
1. The share capital has been conditionally increased by no more than PLN 76,800 (say: seventy-six thousand eight hundred PLN) and is divided into no more than 768,000 (say: seven hundred sixty-eight thousand) ordinary bearer series E shares with nominal value of PLN 0.10 (10/100) each.
2. The purpose of the conditional share capital increase referred to in section 1, above, is to grant rights to take up series E shares to the holders of subscription warrants issued pursuant to the Resolution No. 4 of the Extraordinary General Meeting of 12 November 2009.
3. Persons eligible to take up series E shares shall be the holders of the subscription warrants issued by the Company pursuant to the Resolution No. 4 of the Extraordinary General Meeting of 12 November 2009.
4. The holders of the subscription warrants referred to in section 3 above shall be entitled to exercise the right to take up series E shares by 30 June 2016.
5. Series E Shares shall be covered in cash." - shall be changed
- and to give it the following new wording:
㤠6b
1. The conditional share capital of the Company amounts to no more than PLN 76,800 (say: seventy-six thousand eight hundred PLN) and is divided into no more than 768,000 (say: seven hundred sixty-eight thousand) ordinary bearer series E shares with nominal value of PLN 0.10 (10/100) each.
2. The purpose of the conditional share capital increase referred to in section 1, above, is to grant rights to take up series E shares to the holders of subscription warrants issued pursuant to the Resolution No. 6 of the Extraordinary General Meeting of 19 December 2012.
3. Persons eligible to take up series E shares shall be the holders of the subscription warrants issued by the Company pursuant to the Resolution No. 6 of the Extraordinary General Meeting of 19 December 2012.
4. The holders of the subscription warrants referred to in section 3 above shall be entitled to exercise the right to take up series E shares by 30 June 2018, subject to § 3 section 7 of the Resolution No. 6 of the Extraordinary General Meeting of 19 December 2012.
5. Series E Shares shall be covered in cash.”