Warsaw, 1st of June 2012
Current report no. 23/2012
Draft resolutions for the Extraordinary General Meeting
The Management Board of Trakcja – Tiltra Spółka Akcyjna located in Warsaw (hereinafter referred to as the “Company”), due to the current report no 22/2012 of June 1, 2012 makes the draft resolutions public, the text of which is to be subject of the Extraordinary General Meeting convened on June 29, 2012 r. The proposed text of the resolutions is the following:
Point 1. of the agenda:
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on the election of the Chairperson of the Extraordinary General Meeting
„§1
Pursuant to Article 409 § 1 of the Commercial Companies Code, the Extraordinary General Meeting agrees to elect ______________ as Chairperson of the Extraordinary General Meeting.
§2
The Resolution shall be effective on the day of its adoption.”
Point 3 of the agenda:
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on adoption of the agenda of the Extraordinary Meeting
„§1
The Extraordinary General Meeting of the Company adopts the following agenda of the General Meeting of the Company:
1. Opening of the Extraordinary General Meeting and adoption of the resolution on election of the Chairman;
2. Confirmation of the correctness of convening the Extraordinary General Meeting and its power to adopt binding resolutions; checking the attendance list;
3. Adoption of a resolution on the agenda of the meeting;
4. Adoption of resolutions on dismissal of Members of the Supervisory Board of the Company.
5. Adoption of resolutions on appointment of Members of the Supervisory Board of the Company.
6. Adoption of resolution on remuneration of the Members of the Supervisory Board of the Company.
7. Closing the meeting of the Extraordinary General Meeting.
§2
The Resolution shall be effective on the day of its adoption.”
Point 4 of the agenda:
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on dismissal of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 14, paragraph 2 of the Company’s Statutes, the Extraordinary General Meeting hereby dismisses Mr Jorge Miarnau Montserrat, acting as the Chairman of the Supervisory Board of the Company, from the position of a Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on dismissal of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 14, paragraph 2 of the Company’s Statutes, the Extraordinary General Meeting hereby dismisses Mr Miquel Llevat Vallespinosa, acting as the Deputy Chairman of the Supervisory Board of the Company, from the position of a Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on dismissal of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 14, paragraph 2 of the Company’s Statutes, the Extraordinary General Meeting hereby dismisses Mr Rodrigo Pomar López from the position of a Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on dismissal of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 14, paragraph 2 of the Company’s Statutes, the Extraordinary General Meeting hereby dismisses Mr Tomasz Szyszko from the position of a Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on dismissal of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 14, paragraph 2 of the Company’s Statutes, the Extraordinary General Meeting hereby dismisses Mr Paweł Maciej Ziółek from the position of a Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Point 5 of the agenda:
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on appointment of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 13, paragraph 3 of the Company’s Statutes, the Extraordinary General Meeting hereby appoints Mr / Ms ………………………………… as Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on appointment of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 13, paragraph 3 of the Company’s Statutes, the Extraordinary General Meeting hereby appoints Mr / Ms ………………………………… as Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on appointment of a Member of the Supervisory Board of the Company
„§1
Pursuant to Article 13, paragraph 3 of the Company’s Statutes, the Extraordinary General Meeting hereby appoints Mr / Ms ………………………………… as Member of the Supervisory Board of the Company.
§2
The Resolution shall be effective on the day of its adoption.”
Point 6 of the agenda:
Resolution No. [*]
of the Extraordinary General Meeting
of Company operating under the name of TRAKCJA – TILTRA Spółka Akcyjna
with its registered office in Warsaw
of 29 June 2012
on remuneration of the Members of the Supervisory Board of the Company
„§1
1. Pursuant to Article 392 § 1 of the Commercial Companies Code, the Extraordinary General Meeting hereby offers Members of the Supervisory Board of the Company a monthly remuneration i.e.:
Mr / Ms ……………………………… in an amount of PLN ______________ gross,
Mr / Ms ……………………………… in an amount of PLN ______________ gross,
Mr / Ms ……………………………… in an amount of PLN ______________ gross.
2. The remuneration shall be payable in the full amount for each started month in office, beginning from 1 July 2012. The remuneration for each month shall be paid in advance, until the 5th day of each month.
§2
The Resolution shall be effective on the day of its adoption.”