Proposed amendments to resolutions included in the agenda of the Extraordinary General Meeting of CCC S.A. convened for 10 January 2017
(Current report No. 2/2017)
05.01.2017
Legal basis:
Article 56 section 1 point 2 of the Act on Public Offering - current and periodic information
In reference to Current Report No. 62/2016 of 9 December 2016, concerning the convocation of the Extraordinary General Meeting of CCC S.A. (hereinafter: the Company), the Management Board of the Company gives notice that on [5] January 2017 it received from the Company’s shareholder Ultro Sp. z o.o. a motion submitted pursuant to Article 401 § 4 of the Commercial Companies Code concerning amendments to the drafts of the following resolutions concerning items 6, 7, 8, 9, 11, 12, 13 and 15 of the agenda of the Extraordinary General Meeting to be held on 10 January 2017, i.e.:
a) resolution regarding conditional increase in the Company’s share capital by way of issue Series F shares;
b) resolution regarding exclusion of the preemptive rights of the existing shareholders with respect to the Series F shares;
c) resolution regarding the issuance of Series B subscription warrants;
d) resolution regarding exclusion of the preemptive rights of the existing shareholders with respect to Series B registered subscription warrants;
e) resolution on amending the Statute of the Company with regard to the Company’s conditional share capital;
f) resolution on amending the Statute of the Company with regard to the Company’s authorized share capital;
g) resolution on authorizing the Management Board to acquire own shares of the Company;
h) resolution on amending the Statute of the Company with regard to shareholders’ voting rights.
Updated drafts of the EGM resolutions are attached to this current report as Schedule 1; the Management Board’s opinions, in their original wording, are attached to this current report as Schedule 2; and a redline version of the EGM resolutions with all the proposed changes are attached to this current report as Schedule 3. The text to be removed is marked by striking out and the text to be added by underscoring.
The agenda of the Extraordinary General Meeting contained in the Notice of convocation of the Extraordinary Shareholders Meeting of CCC S.A. on 10 January 2017 published in current report No. 62/2016 of 9 December 2016 remains unchanged.
Legal basis:
Article 56 Section 1 Clause 2 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies in conjunction with § 38 Section 1 Clause 5 of the Ordinance of the Minister of Finance of 19 February 2009 on current and periodic information provided by issuers of securities and on conditions under which information required by legal regulations of a third country may be recognized as equivalent.