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Resolutions passed by the Ordinary General Meeting of the Company
on 20th May 2010
The Management Board of Centrum Klima S.A. with registered office in Piastów (hereinafter "the Company") publishes the content of the resolutions passed by the Ordinary General Meeting of the Company which took place on 20th May 2010.
Resolution no. 01/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on electing the Chairperson of the Meeting
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów elects Mr Aleksander Wójcik for the Chairperson of the Meeting.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 02/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on accepting the agenda for the General Meeting
1: The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby accepts the following agenda for the General Meeting:
1. Opening of the Ordinary General Meeting.
2. Election of the Chairperson of the Ordinary General Meeting.
3. Confirming that the Ordinary General Meeting has been properly called and is able to pass resolutions.
4. Accepting the agenda for the Ordinary General Meeting.
5. Presentation and discussion concerning the activities of the Supervisory Board in 2009 together with evaluation of its work in 2009.
6. Presentation and discussion concerning the evaluation of the Company's situation drawn up by the Supervisory Board, including the evaluation of the internal control system and the system of managing the risk which is significant for the Company.
7. Considering and approving the Management Board report on the Company's operations and the financial statement for the financial year 2009.
8. Passing the resolution on distribution of the profit gained in the financial year 2009.
9.Acknowledgement of the fulfilment of duties by the individual members of the Company's authorities in the financial year 2009.
10. Passing the resolution on designating the profit disclosed in the Company's accounting books as the profit from the previous years for increasing the supplementary capital.
11. Closing the General Meeting.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 03/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on approving the Management Board report on the Company's operations
and the financial statement of the Company for the financial year 2009
1. Having read the content of:
1) the report on the Company's operations in the financial year 2009, drawn up by the Management Board of the Company,
2) the financial statement of the Company for the financial year 2009, which includes: introduction to the financial statement, balance sheet, profit and loss account, cash flow statement, statement of changes in equity, additional information to the financial statement, according to which the Company closed the financial year 2009 with the profit of PLN 6,710,327.51 (in words: six million seven hundred ten thousand three hundred twenty seven zlotys and 51/100), and the balance sheet total as at 31st December 2009 was PLN 75,608,493.72 (in words: seventy five million six hundred eight thousand four hundred ninety three zlotys and 72/100),
3) the opinion and report of the statutory auditor concerning the audit of the Company's financial statement for the financial year 2009, drawn up by PKF Audyt Sp. z o.o. with registered office in Warsaw, and
4) the report of the Company's Supervisory Board on the results of the evaluation of the Management Board report on the Company's operations and the Company's financial statement for the previous financial year 2009 as far as their compliance with the books, documents and factual circumstances is concerned,
the Ordinary General Meeting of Centrum Klima S.A with registered office in Piastów hereby approves:
1) the report on the Company's operations in the financial year 2009, described above in point 1 and drawn up by the Company's Management Board, and
2) the Company's financial statement for the financial year 2009 described above in point 2 which includes:
a) introduction to the financial statement,
b) balance sheet,
c) profit and loss account,
d) cash flow statement,
e) statement of changes in equity, and,
f) additional information to the financial statement
Resolution no. 04/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on distribution of the profit gained in the financial year 2009
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów decides that the Company's net profit gained in the financial year 2009, in the amount of PLN 6,710,327.51 (in words: six million seven hundred ten thousand three hundred twenty seven zlotys and 51/100) shall be distributed in the following way:
a) amount of PLN 2,876,946.26 (two million eight hundred seventy six thousand nine hundred forty six zlotys and 26/100) shall be transferred to supplementary capital,
b) amount of PLN 3,833,381.25 (three million eight hundred thirty three thousand three hundred eighty one zlotys and 25/100) shall be designated for payment of the dividend to shareholders. The dividend of PLN 0.45 (forty five grosz) per share shall be paid on 17th June 2010. Dividend date is set on 7th June 2010.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 05/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the President of the Management Board of the Company, Mr Marek Perendyk, during the financial year 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 06/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the Vice-President of the Management Board of the Company, Mr Wojciech Stanisław Jakrzewski, during the financial year 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constitutes 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 07/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the Chairperson of the Supervisory Board of the Company, Ms Magdalena Karpińska, during the financial year 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 8/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the Member of the Supervisory Board of the Company, Mr Tomasz Klinke, during the financial year 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 9/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the Member of the Supervisory Board of the Company, Ms Agnieszka Karolina Nair, during the financial year 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 10/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the Member of the Supervisory Board of the Company, Ms Iwona Perendyk, during the financial year 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 11/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the Member of the Supervisory Board of the Company, Ms Anna Elżbieta Domeredzka, in the financial year 2009, during the period from 1st January 2009 to 14th May 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 12/05/2010
of the Ordinary General Meeting of Centrum Klima S.A.
on acknowledgement of the fulfilment of duties by the individual members of the Company's authorities
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby acknowledges the fulfilment of duties by the Member of the Supervisory Board of the Company, Mr Jakub Michał Bieguński, in the financial year 2009, during the period from 1st January 2009 to 2nd December 2009.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Resolution no. 13/05/2010
of the Ordinary General Meeting of Centrum Klima S.A
on designating the profit disclosed in the Company's accounting books as the profit from
previous years for increasing the supplementary capital
1. The Ordinary General Meeting of Centrum Klima S.A. with registered office in Piastów hereby decides to designate the Company's profit form previous years in the amount of PLN 1,109,901.21 (in words: one million one hundred nine thousand nine hundred one zlotys and 21/100) for increasing the supplementary capital of the Company.
2. The resolution comes into force upon being passed.
During secret voting over the resolution valid votes based on 4,638,375 shares were submitted, which constituted 54 % of share capital, 4,638,375 valid votes were submitted, including 4,638,375 votes "for", 0 votes "against", 0 votes "abstain", therefore the resolution was passed.
Legal basis:
art. 56 item 1 point 2 of the Offer - Current and Periodical Information Law in connection with §38 item 1 point 7 of the Ordinance of the Minister of Finance of 19th February 2009 concerning current and periodical information provided by issuers of securities and the conditions for considering information required by legal regulations of a state other than a member state as equivalent. |
2010