Current report 13/2021
Pursuant to the printout from the central database of the registration department of the Tartu County Court dated 03 December 2021, and in accordance with the Statute of INVESTMENT FRIENDS SE _hereinafter referred to as the “Company”_, the Company was filed with the registration department of the Tartu County Court on 30.11.2018 under the registry code 14617862, Tallinn, Harju county, Kesklinna district, Tornimäe str 5, 10145, Estonia with the share capital of 900 000 euros, which is divided into 9 000 000 non par value shares.
The circle of shareholders entitled to participate at the general meeting has been established as at 23:59 of 26 November 2021 _the date of fixing the list_. According to the share ledger of the Company as at 23:59 of 26 November 2021, which is kept by NASDAQ CSD SE _Latvian registry code 40003242879_, the holder of ca 89,44% of the shares of the Company is the Polish register of securities _Krajowy Depozyt Papierów Wartościowych S.A. _Polish registry code PL-0000081582, hereinafter the “KDPW”__, which holds 8 050 000 non par value A-series shares/votes on its nominee account for and on behalf of the actual shareholders of the Company and the holder of ca 10,56% of the shares of the Company is Patro Invest OÜ _Estonian registry code 14381342_, which holds 450 000 non par value A-series shares/votes on its account and 500 000 non par value B-series.
KDPW has issued a power of attorney to Damian Patrowicz _Estonian personal identification code 39008050063_ _Annex 2_, according to which the authorised person may exercise on behalf of KDPW the rights of a shareholder _including to vote at the general meeting_ in respect of 5 481 454 shares/votes of the Company.
The list of shareholders of the Company attending the meeting is annexed to these minutes _Annex 1_. This list and the previous section show that 6 431 454 _i.e. 71,46%_ of all the votes represented by the shares were duly represented at the general meeting.
The holding of the general meeting of the Company is subject to § 296 of the Commercial Code, which stipulates that if the requirements of law or of the articles of association for calling a general meeting are violated, the general meeting shall not have the right to adopt resolutions except if all the shareholders participate in or all the shareholders are represented at the general meeting. Resolutions made at such meeting are void unless the shareholders, with respect to whom the procedure for calling the meeting was violated approve of the resolutions.
Therefore, the meeting has a quorum.
Attached are the Minutes of the General Meeting of Shareholders.
Attachments:
- protokol_POL_ENG_EST_2021.12.03_INVESTMENT_FRIENDS_SE_minutes_of_the_AGM
- 2021.12.03_IFSE_AoA__in_Polish_
- 2021.12.03_IFSE_AoA__in_English_
- 2021.12.03_IFSE_AoA__in_Estonian_
Legal basis
Other regulations
A person representing the Company:
Agnieszka Gujgo, President of the Management Board