Announcement.

ALCHEMIA SA (16/2019) Contents of resolutions adopted by the Extraordinary General Meeting of Alchemia S.A. on February 6, 2019.

Legal basis: Article 56 para. 1 point 2 of the Act on the offer - current and periodic information
The Management Board of Alchemia SA, with its registered office in Warsaw (hereinafter: the "Issuer") makes public the content of resolutions adopted by the Extraordinary General Meeting of the Issuer on February 6, 2019 . (hereinafter also referred to as the NWZ), which constitute an attachment to this report.
At the same time, the Issuer informs that within the framework of the EGM the meeting did not resign from consideration of any items on the planned agenda, and no objections were raised to any resolution, and no draft resolutions were passed that were put to the vote and they were not taken.
Detailed legal basis § 19 para. 1 item 6 - 9 of the Regulation of the Minister of Finance of March 29, 2018 regarding current and periodic information published by issuers of securities [...].

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    - 1 -
    Resolution No. 1/2019
    Of the Extraordinary General Meeting of Alchemia SA
    of February 6, 2019
    regarding: election of the Chairman of the General Meeting
    § 1
    Extraordinary General Meeting of Alchemia SA, acting pursuant to art.
    409 § 1 of the Code of Commercial Companies and Art. 30 para. 1 Statute of Alchemia SA in
    zw. from § 5 of the Regulations of the General Meeting, Alchemia SA decides
    choose Ms. Monika for the Chair of the General Meeting
    Stępkowska-Zbrojewska.
    § 2
    The resolution comes into force on the day of its commencement.
    § 3
    The resolution was taken by secret ballot.
    After secret ballot, Mrs. Karina Wściubiak-Hankó
    it states that, according to the resolution, the resolution was passed in general
    75,606,063 (seventy five thousand million four hundred and sixty thousand
    sixty-three) important voices from 75,446,063 (seventy-five million
    four hundred sixty thousand six hundred three) shares representing the eye
    37.73% of the share capital of the Company, including:
    75,606,063 (seventy five thousand million four hundred and sixty thousand
    sixty-three) gówów,
    0 (zero) votes against,
    0 (zero) stopping sounds,
    in connection with which the resolution number 1/2019 has been taken.

    - 2 -
    Resolution No. 2/2019
    Extraordinary General Meeting
    Alchemia SA
    of February 6, 2019
    regarding: election of the Returning Committee
    § 1
    The Extraordinary General Meeting of Alchemia SA decides to withdraw from
    election of the Returning Committee.
    § 2
    The resolution comes into force on the day of its commencement.

    § 3
    The resolution was taken by open vote.
    After conducting the secret ballot, the Chairperson will state that
    according to the resolution over the resolution, a total of 75,606,063 was given to the resolution
    (seventy five hundred million four hundred seventy thousand sixty
    three) valid votes from 75,606,063 (seventy five million four hundred
    sixty thousand sixty-three) shares, representing an average of 37.73%
    share capital of the Company, including:
    75,445,000 (seventy five million four hundred and forty thousand thousand)
    for,
    0 (zero) votes against,
    15.063 (fifty thousand six thousand) of abstaining voices,
    and therefore the resolution number 2/2019 has been taken.



    - 3 -
    Resolution No. 3/2019
    Extraordinary General Meeting
    Alchemia SA
    of February 6, 2019
    regarding: adoption of the agenda
    § 1
    The Extraordinary General Meeting of Alchemia SA, acting pursuant to art.
    414 of the Code of Commercial Companies and pursuant to art. 28 para. 1 of the Statute
    Alchemia SA approves the following agenda:
    1) Opening the debates of the Extraordinary General Meeting.
    2) Election of the Chairperson of the Extraordinary General Meeting.
    3) Make a list of attendance and verify the correctness of the call
    Extraordinary General Meeting and its capacity to
    making resolutions.
    4) Election of the Returning Committee.
    5) Adoption of the agenda of the Extraordinary General Meeting.
    6) Adopting resolutions regarding the merger of Alchemia SA with its registered office in
    Warsaw with companies: Huta Batory A limited company
    responsibility with headquarters in Chorzów, Walcownia Rur Andrzej
    Limited liability company with headquarters in Zawadzkie,
    Rurexpol Limited Liability Company with registered office at
    Cz ęstochowie.
    7) Adoption of a resolution regarding the redemption of shares and reductions
    share capital.
    8) Adoption of a resolution to change the designation of a series of shares.
    9) Adoption of a resolution to change the Articles of Association of the Company.
    10) Free applications.
    11) Closing the meeting.

    § 2
    The resolution comes into force on the day of its commencement.

    § 3
    The resolution was taken by open vote.

    After conducting the open vote, the Chairperson will determine,
    The total amount of PLN 74,460,063 was returned to the resolution on the abovementioned resolution
    (seventy five hundred million four hundred seventy thousand sixty
    three) valid votes from 75,606,063 (seventy five million four hundred
    sixty thousand sixty-three) shares, representing an average of 37.73%
    share capital of the Company, including:
    75,606,063 (seventy five thousand million four hundred and sixty thousand
    sixty-three) gówów,
    0 (zero) votes against,
    0 (zero) stopping sounds,
    and therefore the resolution number 3/2019 has been taken.

    - 4 -
    Resolution No. 4/2019
    Extraordinary General Meeting
    Alchemia SA
    of February 6, 2019
    regarding: merger of Alchemia SA with its registered office in Warsaw from
    Huta Batory Sp. z oo with limited liability
    headquarters in Chorzów, Walcownia Rur Andrzej Spó ka with limited
    responsibility with the registered office in Zawadzkiem, Rurexpol Spółka z
    limited liability with headquarters in Cz ęstochowa

    § 1
    1. The Extraordinary General Meeting of Alchemia SA on the basis of
    Art. 506 of the Code of Commercial Companies (hereinafter: "CCC"), after the presentation
    by the Management Board of the Company in the mode of art. 505 § 4 of the Code of Commercial Partnerships and major elements of the Plan
    Connection and after getting acquainted with the full procedure documentation
    connection, hereby decides to merge Alchemia
    SA with its registered office in Warsaw, entered in the Register of Entrepreneurs
    National Court Register maintained by District Court for
    Capital City Warsaw in Warsaw, XIII Department of the National Economy
    Of the Court Register, under KRS number: 0000003096, with a NIP:
    7470006096 and REGON: 530544669 (hereinafter referred to as "Prisoner Company") from
    Acquired companies:
    Huta Batory sp. Z oo with registered office in Chorzów entered into the register
    entrepreneurs of the National Court Register kept by the Court
    District Katowice - Wschód in Katowice, VIII Commercial Department
    National Court Register under KRS number: 0000160333,
    with a NIP: 6272471432 and REGON: 278038725 (hereinafter: "S
    Acquired "),
    Walcownia Rur Andrzej sp. Z o. O. With headquarters in Zawadzkiem entered into
    the register of entrepreneurs of the National Court Register kept
    by District Court in Opole, 8th Commercial Department of the National
    Of the Court Register under KRS number: 0000142894, with the following tax identification number:
    7561845129 and REGON: 532335007 (hereinafter referred to as "Retrospective Company"),
    Rurexpol sp. Z oo with registered office in Cz ęstochowa entered in the register
    entrepreneurs of the National Court Register kept by the Court
    District in Cz ęstochów XVII Commercial Department of the National Register ru
    Court of Justice under the KRS number: 0000161707, with a NIP:
    6310022967 and REGON: 271853764 (hereinafter referred to as "Retrospective Company").
    2. The merger is based on art. 492 § 1 point 1 of the Commercial Companies Code, i.e. by
    transfer to the Receiving Company of the entirety of the Companies
    Taken over by universal succession, without capital increase
    of the acquiring company.
    § 2
    The Extraordinary General Meeting of Alchemia SA, acting pursuant to art.
    506 § 4 of the Commercial Companies Code, herewith hereby agrees to the Agreed Plan of the Agreement and
    adopted by the Management Boards of Companies on December 20, 2018, which
    has been made available to the public free of charge on the site
    the Acquiring Company and the websites of the Companies
    Acquired, according to § 500 § 2
    1 of the CCC and constitutes Annex No. 1 to this
    Resolutions.


    - 5 -
    § 3
    1. The connection will be carried out under the so-called procedures
    simplified, i.e. in accordance with art. 516 pairs 6 ksh
    2. The merger of the Companies takes place in accordance with art. 515 § 1 of the Commercial Companies Code without
    increase in the share capital of Alchemia SA, as the Company
    The acquirer holds 100% of shares in the Acquired Companies.

    § 4
    The Extraordinary General Meeting of Alchemia SA authorizes the Management Board of the Company
    Takeover, to take all actions and actual actions, and
    legal provisions necessary for the proper implementation of a lower resolution,
    with the purpose of making the connection referred to above.

    § 5
    The resolution comes into force on the day of its commencement.
    § 6
    The resolution was taken by open vote.

    After conducting the open vote, the Chairperson will determine,
    The total amount of PLN 74,460,063 was returned to the resolution on the abovementioned resolution
    (seventy five hundred million four hundred seventy thousand sixty
    three) valid votes from 75,606,063 (seventy five million four hundred
    sixty thousand sixty-three) shares, representing an average of 37.73%
    share capital of the Company, including:
    75,606,063 (seventy five thousand million four hundred and sixty thousand
    sixty-three) gówów,
    0 (zero) votes against,
    0 (zero) stopping sounds,
    and therefore the resolution number 4/2019 has been taken.

    - 6 -
    Resolution No. 5/2019
    Extraordinary General Meeting
    Alchemia SA
    of February 6, 2019
    regarding: redemption of shares and reductions
    share capital

    The Extraordinary General Meeting of Alchemia SA, acting pursuant to art.
    359 § 1 and 2 of the Code of Commercial Companies and Art. 10 para. 2 of the Statute of the Company, a
    so that pursuant to art. 360 § 1 of the Code of Commercial Companies, hereby
    decides: § 1
    1) Destroy 26,550,000 (twenty-six million five hundred fifty
    thousands) of shares in Alchemia SA with a nominal value of PLN 1.30 (one
    z oo and thirty cents of penny) each share, dematerialized and
    marked by the National Depository for Securities SA with a code
    ISIN PLGRBRN00012, acquired by Alchemia SA in stock
    implemented by her and completed on 4 January 2018.
    share buyback program for redemption or further resale
    in the performance of resolution No. 21/2014 of the Ordinary General Meeting
    Alchemia SA of 26 June 2014 regarding the Management Board's reputation
    The company to acquire shares in Alchemia SA for redemption or in
    for resale, resolution No. 18/2015 of the Ordinary General Meeting
    Of the Assembly of Alchemia SA of June 17, 2015. regarding
    authorization of the Company's Management Board to acquire shares in Alchemia SA
    for redemption or for resale, and resolution No. 9/2018
    Of the Ordinary General Meeting of Alchemia SA from 17 May 2018.
    regarding the change of resolution No. 18/2015 of the Ordinary General
    Of the Assembly of Alchemia SA of June 17, 2015. regarding
    authorization of the Company's Management Board to acquire shares in Alchemia SA
    for redemption or for resale ("Resolution").
    2) All shares in Alchemia SA, referred to in § 1 of the st.
    1 of this resolution, acquired by the Company with the consent of shareholders, for
    remuneration corresponding to the conditions specified in the Resolutions.

    § 2
    1) In connection with the redemption of shares in Alchemia SA, referred to in
    § 1 para. 1 of this resolution, the share capital of the Company is reduced from the amount
    260,000,000 z (two hundred and fifty million of these) to the amount
    225.485,000 (two hundred twenty five million four hundred
    eighty thousand five thousand zlotys), i.e. an amount of 34.515.000 from (thirty
    four million five hundred thousand zlotys).
    2) The reduction of share capital is effected by cancellation of 25,550,000
    (twenty six million five hundred fifty thousand) shares in
    Alchemia SA with a nominal value of PLN 1.30 (one from thirty and thirty
    pennies) each share, dematerialized and marked by the National
    Deposit of Securities SA with the ISIN code PLGRBRN00012 in
    way of amending the Company's Articles of Association.



    - 7 -
    § 3
    The Management Board of Alchemia SA is authorized to perform all activities
    factual and legal related to the redemption of shares and reduction
    share capital. § 4
    The resolution comes into force on the day of its adoption, with the exception that it is for the redemption of shares
    and the decrease in share capital comes after registration in this case
    resolutions in the register of entrepreneurs of the National Court Register.
    § 5
    The resolution was taken by open vote.
    After conducting the open vote, the Chairperson will determine,
    The total amount of PLN 74,460,063 was returned to the resolution on the abovementioned resolution
    (seventy five hundred million four hundred seventy thousand sixty
    three) valid votes from 75,606,063 (seventy five million four hundred
    sixty thousand sixty-three) shares, representing an average of 37.73%
    share capital of the Company, including:
    75,606,063 (seventy five thousand million four hundred and sixty thousand
    sixty-three) gówów,
    0 (zero) stopping sounds,
    in connection with which Resolution No. 5/2019 has been taken.

    - 8 -
    Resolution No. 6/2019
    Extraordinary General Meeting
    Alchemia SA
    of February 6, 2019
    regarding: changing the designation of a series of shares

    Extraordinary General Meeting of Alchemia SA, in connection with the undertaking
    through this Extraordinary General Meeting of Shareholders No. 5/2019 in
    on the redemption of own shares and reduction of share capital,
    hereby decides:
    § 1
    1) Change the designation of all existing Alchemia SA shares to
    bearer series A, B, C, D, E and F, recorded by the National Depository
    Securities SA under ISIN PLGRBRN00012 and
    mark them as series A shares.
    2) As of the date of registration by the Court of exemption of 26,550,000 (twenty years)
    six million five hundred fifty) shares and a decrease in capital
    in accordance with Resolution No. 5/2019 undertaken by this
    Extraordinary General Meeting, number of shares marked with A series
    it will be 173,450,000 (one hundred seventy three million four hundred
    fifty thousand).
    3) A change in the designation of shares takes place without a simultaneous change in value
    nominal share. § 2
    The Management Board of Alchemia SA is authorized to perform all activities
    factual and legal related to the change in the designation of the Alchemia series of shares
    SA referred to in § 1 of this resolution.
    § 3
    Change in the Statute of Alchemia SA, related to the change in the designation of a series of shares,
    it will be based on a separate resolution adopted by the Extraordinary
    The General Meeting. § 4
    The resolution comes into force on the day of its adoption, except that the change of the designation
    all existing shares of Alchemia SA come with a moment
    registration of this resolution and resolution No. 7/2019 of the Extraordinary
    Of the General Meeting regarding the change of the Articles of Association of the Company in the register
    entrepreneurs of the National Court Register.

    § 5
    The resolution was taken by open vote.

    After conducting the open vote, the Chairperson will determine,
    The total amount of PLN 74,460,063 was returned to the resolution on the abovementioned resolution
    (seventy five hundred million four hundred seventy thousand sixty
    three) valid votes from 75,606,063 (seventy five million four hundred
    sixty thousand sixty-three) shares, representing an average of 37.73%
    share capital of the Company, including:


    - 9 - 75.460.063 (seventy five million, four hundred and sixty thousand
    sixty-three) gówów,
    0 (zero) votes against,
    0 (zero) stopping sounds,
    in connection with which the resolution number 6/2019 has been taken.


    - 10 -
    Resolution No. 7/2019
    Extraordinary General Meeting
    Alchemia SA
    of February 6, 2019
    regarding: changes in the Articles of Association of the Company

    The Extraordinary General Meeting of Alchemia SA, acting pursuant to art.
    430 § 5 and art. 455 § 1 of the Code of Commercial Companies, hereby decides
    what follows:

    § 1
    The Company's Articles of Association ("the Articles of Association") are amended in such a way that:

    1. the current content of art. 9 par. 1 of the Statute and gives it
    the following wording:
    "The share capital of the Company is PLN 225.485,000 with twenty five members
    millions and four hundred and eighty thousand of them) and is divided into
    173,450,000 (one hundred and seventy three million four hundred and fifty thousand)
    "A" series shares, with a nominal value of 1.30 (one of thirty and thirty pence) from ote
    everybody ".

    2. amends § 7 of the Statute in such a way that after point 143, points 144 and 145 are added
    the following wording:
    "144) Forging, pressing, stamping and rolling m etals; powder metallurgy
    (25.50.Z)
    145) Production of tools (25.73.Z).

    § 2
    Other provisions of the Articles of Association remain unchanged.

    § 3
    The Supervisory Board is authorized to establish the consolidated text of the Articles of Association
    taking into account changes made in this resolution.

    § 4
    The Management Board of Alchemia SA is authorized to perform all activities
    factual and legal related to the amendment to the Articles of Association referred to in § 1
    of this resolution. § 5
    The resolution comes into force on the day of its adoption, except that the above change
    The Statute is effective at the moment of registering the previous resolution
    the register of entrepreneurs of the National Court Register.

    § 6
    The resolution was taken by open vote.

    After conducting the open vote, the Chairperson will determine,
    The total amount of PLN 74,460,063 was returned to the resolution on the abovementioned resolution
    (seventy five hundred million four hundred seventy thousand sixty
    three) valid votes from 75,606,063 (seventy five million four hundred


    - 11 - sixty thousand sixty-three shares, representing an average of 37.73%
    share capital of the Company, including:
    75,606,063 (seventy five thousand million four hundred and sixty thousand
    sixty-three) gówów,
    0 (zero) votes against,
    0 (zero) stopping sounds,
    as a result, Resolution No. 7/2019 was taken.


    Content was translated automatically.

Source: company website, investor relations, current and periodic reports.

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Company information
Company name:Alchemia SA
ISIN:PLGRBRN00012
NIP:747-000-60-96
Adress: ul. Jagiellońska 76 00-377 Warszawa
Phone:+48 22 6586452
website:www.alchemiasa.pl

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