A shareholder’s request to summon an Extraordinary General Meeting of Shareholders of "Polimex-Mostostal" SA

Current report no. 3/2016

Legal basis: Article 56 (1) (1) of the Act on public offering – confidential information.

The Management Board of "Polimex-Mostostal" SA having its registered office in Warsaw at ul. Jana Pawła II (hereinafter referred to as the ‘Company’ or the ‘Issuer’) hereby informs of a request from SPV Operator Sp. z o.o. (limited liability company) having its registered office in Katowice (hereinafter referred to as ‘SPV’), a shareholder of the Company holding 6,000,001 shares of the Company accounting for 6.92 % of the business capital of the Company and for 6.92 % of the total number of rights of vote at the General Meeting of Shareholders of the Company, to summon an Extraordinary General Meeting of Shareholders of the Issuer (hereinafter referred to as the ‘EGM’) pursuant to Article 400 § 1 of the Polish Code of Commercial Companies, and to include specific issues in the agenda thereof. SPV requested that the EGM be summoned and the following issues in particular be included in the agenda thereof:

·                 Adoption of resolutions on the changes of the composition of the Supervisory Board of the Company.

In the justification of the request, SPV informed that:

'Acting pursuant to the provisions of § 30 (5) and (7) of the Articles of Association of Polimex-Mostostal S.A., and acting pursuant to relevant provisions of the Polish Code of Commercial Companies, acting on behalf of SPV Operator Sp. z o.o. having its registered office in Katowice, a shareholder holding 6,000,001 shares of the Company, accounting for 6.92 % of the total number of rights of vote at the General Meeting, we hereby request that an Extraordinary General Meeting be summoned, and that the following issue of the following wording (…) (provided for hereinabove) be included in the agenda thereof. The request is question is related to the exercise of rights due to SPV Operator Sp. z o.o., a shareholder of the Company.’

The Issuer has attached draft resolutions submitted by SPV along the request to summon an EGM of the Company.

Legal basis:  Article 56 (1) (1) of the Act dated 29 July 2005 on public offer and conditions of organised trade in financial instruments, and on public companies (i.e. Dz.U. [Dziennik Ustaw, Journal of Laws] of 2013, item 1382, as amended).