The Management Board of Cyfrowy Polsat S.A. (Company) hereby informs that it convenes an Extraordinary Shareholders Meeting of Cyfrowy Polsat Spółka Akcyjna to be held on 8 March 2010 at 10.00 am in the Company's headquarters in Warsaw, at 4a Łubinowa Street.
Agenda:
1. Opening of the Extraordinary General Meeting.
2. Election of the Chairman of the Extraordinary General Meeting.
3. Validation of convening the Extraordinary General Meeting and its ability to adopt resolutions.
4. Appointment of the Ballot Committee.
5. Approval of the agenda.
6. Adoption of a resolution amending the Articles of Association.
The wording to date:
Art. 8
Share capital of the Company amounts to 10,733,000 (ten million seven hundred and thirty three thousand) zlotys, and is divided into 268,325,000 (two hundred and sixty eight million three hundred and twenty five thousand) shares of face value of four groszy (0.04 zlotys) each, including:
1. 2,500,000 (two million five hundred thousand) registered shares series A, privileged as to the voting rights. Each A series share gives a right to two (two) votes in a General Meeting.-
2. 2,500,000 (two million five hundred thousand) registered shares series B, privileged as to the voting rights. Each B series share gives a right to two (two) votes in a General Meeting.-
3. 7,500,000 (seven million five hundred thousand) registered shares series C, privileged as to the voting rights. Each C series share gives a right to two (two) votes in a General Meeting.
4. 175,000,000 (one hundred seventy five million) registered shares series D, privileged as to the voting rights. Each D series share gives a right to two (two) votes in a General Meeting.
5. 75,000,000 (seventy five million) bearer shares series E.
6. 5,825,000 (five million eight hundred twenty five thousand) bearer shares series F.-
Proposed wording:
Art. 8
Share capital of the Company amounts to 10,733,000 (ten million seven hundred and thirty three thousand) zlotys, and is divided into 268,325,000 (two hundred and sixty eight million three hundred and twenty five thousand) shares of face value of four groszy (0.04 zlotys) each, including:
1. 2,500,000 (two million five hundred thousand) registered shares series A, privileged as to the voting rights, identified by the numbers A No. 1 - 2,500,000. Each A series share gives a right to two (2) votes in a General Meeting.
2. 2,500,000 (two million five hundred thousand) registered shares series B, privileged as to the voting rights identified by the numbers B No. 1 - 2,500,000. Each B series share gives a right to two (2) votes in a General Meeting.
3. 7,500,000 (seven million five hundred thousand) registered shares series C, privileged as to the voting rights identified by the numbers C No. 1 - 7,500,000. Each C series share gives a right to two (2) votes in a General Meeting.
4. 175,000,000 (one hundred seventy five million) shares series D, identified by the numbers D No. 1 - 175,000,000 including:
a) 166,917,501 (one hundred sixty six million, nine hundred seventeen thousand, five hundred and one) registered shares, privileged as to the voting rights in a manner that each of the shares entitles to two (2) votes in a General Meeting identified by the numbers D No. 1 - 166,917,501,
b) 8,082,499 (eight million, eighty two thousand, four hundred and ninety nine) bearer shares identified by the numbers D No. 166,917,502 - 175,000,000.
5. 75,000,000 (seventy five million) ordinary, bearer shares series E identified by the numbers E No. 1 - 75,000,000.
6. 5,825,000 (five million eight hundred twenty five thousand) ordinary, bearer shares series F identified by the numbers F No. 1 - 5,825,000.
The wording to date:
Art. 27 par. 2
Shareholders participating in a General Meeting have a number of votes equal to the number of shares held, with the proviso that the shares of Series A to D give the right to two (2) votes in a General Meeting.
Proposed wording:
Hereby paragraph 2 of Article 27 of the Articles of Association of the Company has been repealed.
The so far paragraph 3 and 4 of Article 27 of the Articles of Association shall then be paragraph 2 and 3 of Article 27.
7. Adoption of a resolution on the admission of certain shares to trading on a regulated market, carrying out other related operations and their dematerialization.
8. Adoption of a uniform text of the Articles of Association to reflect the changes referred to in point 8 and 9 above.
9. Closure of the meeting.
The Management Board of Cyfrowy Polsat S.A. also publisher in attachment to this current report:
1. The notice convening an Extraordinary Shareholders Meeting dated 8 March 2010, prepared in accordance with Article. 402(2) Commercial Code
2. The content of draft resolutions for the Extraordinary Shareholders Meeting convened on 8 March 2010
The Company publishes all information relating to the Extraordinary Shareholders Meeting on Company's website at: http://www.cyfrowypolsat.pl/inwestor/ tab General Shareholders Meeting - Materials
Draft resolutions for Extraordinary Shareholders Meeting to be held on 8 March 2010 (.pdf)
Legal grounds § 38 sec. 1 point 1 of the Regulation of the Council of Ministers of 19 February 2009 concerning the submission of current periodical information by the securities' issuers and the conditions of recognizing as equal the information demanded by the national lawful regulation of a country which does not hold the membership in European Union
Raport-biezacy-nr-5-2010-pl.pdf 113.72 KB
