Management Board of Nestmedic S.A. with its seat in Warsaw (“Company”, “Issuer”) informs about the convening of the Ordinary General Meeting of Shareholders of the Issuer on June 28, 2022, which will begin at 10:00 at the Issuer’s seat in Warsaw – ul. Pasymska 20, 01-993 Warsaw.
The detailed agenda of the convened Ordinary General Meeting of Shareholders of the Company includes:
1. Opening of the General Meeting.
2. Election of the Chairman of the General Meeting.
3. Confirmation that the General Meeting has been properly convened and is capable of adopting resolutions.
4. Adoption of the agenda.
5. Consideration of the Management Board’s report on the activities of NESTMEDIC S.A. and the capital group NESTMEDIC S.A. for the financial year 2021.
6. Consideration of the separate financial statements of NESTMEDIC S.A. for the financial year 2021.
7. Consideration of the consolidated financial statements of the NESTMEDIC S.A. capital group for the financial year 2021.
8. Consideration of the Management Board’s request to cover the loss for the financial year 2021.
9. Consideration of the report on the activities of the Supervisory Board of NESTMEDIC S.A. for the financial year 2021 and the results of the Supervisory Board’s assessment of the financial statements and the Management Board’s report on operations for the financial year 2021.
10. Adoption of a resolution on the approval of the Management Board’s report on the activities of NESTMEDIC S.A. and the capital group NESTMEDIC S.A. for the financial year 2021.
11. Adoption of a resolution on the approval of the individual financial statements of NESTMEDIC S.A. for the financial year 2021.
12. Adoption of a resolution on the approval of the consolidated financial statements of the NESTMEDIC S.A. capital group. for the financial year 2021.
13. Adoption of a resolution on covering the loss of NESTMEDIC S.A. for the financial year 2021.
14. Adoption of resolutions on granting members of the Management Board of NESTMEDIC S.A. discharge for the performance of their duties in 2021.
15. Adoption of resolutions on granting members of the Supervisory Board of NESTMEDIC S.A. discharge for the performance of their duties in 2021.
16. Adoption of a resolution on amending the Articles of Association.
17. Adoption of resolutions on the adoption of the consolidated text of the Articles of Association.
18. Closing of the General Meeting.
The full text of the announcement on convening the Ordinary General Meeting of Shareholders of the Company and the content of draft resolutions to be adopted at the Ordinary General Meeting of Shareholders of the Issuer are included in the appendices to the report. Moreover, pursuant to Art. 4023 of the Code of Commercial Companies on the website https://nestmedic.com/relacje-inwestorskie/walne-zgromadzenie-akcjonarii/, the full text of the announcement on convening the Annual General Meeting with attachments, including forms for exercising voting rights by proxy.
The Issuer draws the Shareholders’ attention to the possibility of granting a power of attorney to participate and vote on behalf of the Shareholders in accordance with the voting instructions. The attorney may be, inter alia, designated employee of the Issuer. If you have any questions regarding proxy voting, please contact us at the following e-mail address:
ir@nestmedic.com.
Legal basis: § 4 sec. 2 points 1 and 3 of Annex 3 to the Regulations of ASO NewConnect
Detailed legal basis: § 4 sec. 2 point 1 and 3 of Annex 3 to the NewConnect ASO Regulations.
a) Announcement on the convening of the Ordinary General Meeting of Shareholders.
b) Draft resolutions with justification.
c) The Management Board’s motion to cover the loss.
d) Template of a power of attorney for a shareholder.
e) Proxy voting form.
f) Information clause on the processing of personal data.
g) Information on the number of shares and votes.
h) List of amendments to the Articles of Association.
i) Draft uniform text of the Articles of Association.
Jacek Gnich – President of the Management Board
Krzysztof Andrijew – Member of the Management Board
Attachments:
Announcement on the convening of the Ordinary General Meeting of Shareholders
Draft resolutions with justification
The Management Board’s motion to cover the loss
Template of a power of attorney for a shareholder
Proxy voting form
Information clause on the processing of personal data
Information on the number of shares and votes
List of amendments to the Articles of Association
Draft unified text of the Articles of Association
The detailed agenda of the convened Ordinary General Meeting of Shareholders of the Company includes:
1. Opening of the General Meeting.
2. Election of the Chairman of the General Meeting.
3. Confirmation that the General Meeting has been properly convened and is capable of adopting resolutions.
4. Adoption of the agenda.
5. Consideration of the Management Board’s report on the activities of NESTMEDIC S.A. and the capital group NESTMEDIC S.A. for the financial year 2021.
6. Consideration of the separate financial statements of NESTMEDIC S.A. for the financial year 2021.
7. Consideration of the consolidated financial statements of the NESTMEDIC S.A. capital group for the financial year 2021.
8. Consideration of the Management Board’s request to cover the loss for the financial year 2021.
9. Consideration of the report on the activities of the Supervisory Board of NESTMEDIC S.A. for the financial year 2021 and the results of the Supervisory Board’s assessment of the financial statements and the Management Board’s report on operations for the financial year 2021.
10. Adoption of a resolution on the approval of the Management Board’s report on the activities of NESTMEDIC S.A. and the capital group NESTMEDIC S.A. for the financial year 2021.
11. Adoption of a resolution on the approval of the individual financial statements of NESTMEDIC S.A. for the financial year 2021.
12. Adoption of a resolution on the approval of the consolidated financial statements of the NESTMEDIC S.A. capital group. for the financial year 2021.
13. Adoption of a resolution on covering the loss of NESTMEDIC S.A. for the financial year 2021.
14. Adoption of resolutions on granting members of the Management Board of NESTMEDIC S.A. discharge for the performance of their duties in 2021.
15. Adoption of resolutions on granting members of the Supervisory Board of NESTMEDIC S.A. discharge for the performance of their duties in 2021.
16. Adoption of a resolution on amending the Articles of Association.
17. Adoption of resolutions on the adoption of the consolidated text of the Articles of Association.
18. Closing of the General Meeting.
The full text of the announcement on convening the Ordinary General Meeting of Shareholders of the Company and the content of draft resolutions to be adopted at the Ordinary General Meeting of Shareholders of the Issuer are included in the appendices to the report. Moreover, pursuant to Art. 4023 of the Code of Commercial Companies on the website https://nestmedic.com/relacje-inwestorskie/walne-zgromadzenie-akcjonarii/, the full text of the announcement on convening the Annual General Meeting with attachments, including forms for exercising voting rights by proxy.
The Issuer draws the Shareholders’ attention to the possibility of granting a power of attorney to participate and vote on behalf of the Shareholders in accordance with the voting instructions. The attorney may be, inter alia, designated employee of the Issuer. If you have any questions regarding proxy voting, please contact us at the following e-mail address:
ir@nestmedic.com.
Legal basis: § 4 sec. 2 points 1 and 3 of Annex 3 to the Regulations of ASO NewConnect
Detailed legal basis: § 4 sec. 2 point 1 and 3 of Annex 3 to the NewConnect ASO Regulations.
a) Announcement on the convening of the Ordinary General Meeting of Shareholders.
b) Draft resolutions with justification.
c) The Management Board’s motion to cover the loss.
d) Template of a power of attorney for a shareholder.
e) Proxy voting form.
f) Information clause on the processing of personal data.
g) Information on the number of shares and votes.
h) List of amendments to the Articles of Association.
i) Draft uniform text of the Articles of Association.
Jacek Gnich – President of the Management Board
Krzysztof Andrijew – Member of the Management Board
Attachments:
Announcement on the convening of the Ordinary General Meeting of Shareholders
Draft resolutions with justification
The Management Board’s motion to cover the loss
Template of a power of attorney for a shareholder
Proxy voting form
Information clause on the processing of personal data
Information on the number of shares and votes
List of amendments to the Articles of Association
Draft unified text of the Articles of Association
