Current Report No. 8/2018
Date of the report: March 22nd 2018
Subject: Notice of the Annual General Meeting of KRUK S.A. and draftresolutions
Legal basis: Art. 56.1.2 of the Public Offering Act - Current andperiodic information
Text of the report:
Acting on the basis of Art. 399.1 in conjunction with Art. 395.1 and395.2 of the Commercial Companies Code and Art. 15.3 of the Articles ofAssociation, Management Board of Kruk S.A. (the Company) convenes theAnnual General Meeting of KRUK S.A. for 12.00 am on April 18th 2018 inWarsaw, Al. Jerozolimskie 45, the Polonia Palace Hotel, the ChicagoRoom, with the following agenda:
1) Opening of the Annual General Meeting.
2) Appointment of the Chair of the Annual General Meeting.
3) Confirmation that the Annual General Meeting has been duly convenedand has the capacity to adopt resolutions.
4) Adoption of the agenda.
5) Presentation by the Company's Management Board of the financialresults achieved by the Company and other material information presentedin the financial statements.
6) Review of the KRUK Supervisory Board's Report for 2017.
7) Review of the Directors' Report on the operations of KRUK S.A. in2017 and adoption of a resolution to approve the Directors' Report.
8) Review of the separate financial statements of KRUK S.A. for thefinancial year ended December 31st, 2017 and adoption of a resolution toapprove the separate financial statements.
9) Review of the Management Board's proposal concerning the allocationof KRUK S.A.'s net profit for 2017 and the Management Board's dividendrecommendation. Adoption of a resolution on allocation of KRUK S.A.'snet profit for 2017 and dividend distribution.
10) Review of the Directors' Report on the operations of the KRUK Groupin 2017 and adoption of a resolution to approve the Directors' Report.
11) Review of the consolidated financial statements of the KRUK Groupfor the financial year ended December 31st 2017 and adoption of aresolution to approve the consolidated financial statements.
12) Adoption of resolutions concerning:
c) granting discharge to members of the Company's Management Board inrespect of performance of their duties in the financial year 2017,
d) granting discharge to members of the Company's Supervisory Board inrespect of performance of their duties in the financial year 2017.
13) Adoption of a resolution authorising the Management Board to buyback the Company's own shares.
14) Adoption of a resolution on allocation of funds for the financing ofshare buyback.
15) Adoption of a resolution on amending Art. 13 of the Company'sArticles of Association.
16) Adoption of a resolution to approve the consolidated text of theCompany's Articles of Association.
17) Adoption of a resolution on amending the Rules of Procedure of theSupervisory Board of KRUK S.A. and drafting the consolidated text of theRules of Procedure.
18) Closing of the Annual General Meeting
Attached hereto the Company publishes the full text of the notice of theAnnual General Meeting given in accordance with Art. 402[2] of theCommercial Companies Code, along with the draft resolutions withattachments to be debated at the Meeting.
Detailed legal basis: Par. 38.1.1 and 38.1.3 of the Regulation of theMinister of Finance of February 19th 2009 on current and periodicinformation [...]