Current report no. 3/2024
Date prepared:
February 9, 2024
Short name of the issuer:
Comperia.pl S.A.
Subject:
Supplementation of the agenda for the Annual General Meeting convenedfor February 29, 2024, in connection with the request made by theCompany's shareholder; draft resolutions
Legal basis:
Art. 56 section 1 item 2 of the Act on Public Offering - periodicinformation
Content of the report:
The Management Board of Comperia.pl S.A. with its seat in Warsaw (the_quot;Company_quot;) informs, in accordance with § 19(1)(3) and (4) of theRegulation of March 29, 2018 on current and periodic informationprovided by issuers of securities and conditions for recognizing asequivalent information required by the laws of a non-member state(Journal of Laws of 2018, Item 757) (the _quot;Ordinance_quot;), on receipt - fromthe Company's shareholder, viz. Talnet Holding Limited, headquartered inLarnaca, Cyprus, holding 744,890 shares in the Company representing21.04% of the Company's share capital and 25.79% of the total number ofvotes at the Company's general meeting (the _quot;Shareholder_quot;) - a requestdated February 8, 2024 to include in the agenda of the Company'sExtraordinary General Meeting, convened for February 29, 2024 inaccordance with the wording of the announcement made in the Company'scurrent report No. 2/2024 (the _quot;EGM_quot;), an additional item reading:
_quot;Adoption of a resolution on determining the remuneration of members ofthe Company's Supervisory Board._quot;.
In justification of the aforementioned request, the Shareholderindicated that the reported initiative to change the amount ofremuneration of the members of the Supervisory Board is essentiallyjustified by the need to make the amounts of these remunerationsrealistic in the context of the effects of inflation, given that theseamounts have remained unchanged since their introduction more than 5years ago.
Considering the above request, the Company's Management Board decided toamend the existing agenda of the EGM in such a way that:
1) item 5 received the following new wording:
_quot;5. Adoption of a resolution on determining the remuneration of membersof the Company's Supervisory Board._quot;;
2) the existing item 5 was renumbered as item 6.
Accordingly, the amended agenda of the EGM to be held on February 29,2024, at 10:00 a.m., in Warsaw, 13 Konstruktorska Street (entrance C),is as follows:
1. Opening of the meeting and election of the Chairman of theExtraordinary General Meeting.
2. Ascertaining that the Extraordinary General Meeting has been dulyconvened and is capable of adopting resolutions, preparing theattendance list.
3. Adoption of the agenda of the Extraordinary General Meeting.
4. Adoption of a resolution on granting consent to the disposal oforganized part of the Company's enterprise intended for the operation ofthe Telepolis.pl portal.
5. Adoption of a resolution on determining the remuneration of membersof the Company's Supervisory Board.
6. Closing of the Extraordinary General Meeting.
In view of the supplementation of the agenda of the EGM, the Companypresents, in the form of an attachment to this report, the draftresolutions of the EGM to the individual items of the amended agenda ofthe EGM, including the draft resolution of the EGM relating to item 5 ofthe EGM agenda (covered by the Shareholder's request above). At the sametime, in the wording of the attached draft EGM resolution covered byitem 4 of the EGM agenda, the Company has made a correction to add § 3regarding the effective date of the resolution.
Information regarding the EGM and materials for shareholders, includinga description of procedures for attending the EGM and exercising votingrights, as well as forms for exercising voting rights by proxy, areavailable at www.relacje.comperia.pl.
Persons representing the Company:
Szymon Fiecek - President of the Management Board
Paweł Szukalski - Member of the Management Board