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Legal
Ogłoszenie Zarządu PCF Group Spółka Akcyjna o Zwołaniu Zwyczajnego Walnego Zgromadzenia
The Management Board of PCF Group S.A., a Warsaw-based game development studio, issued a formal notice to convene an Ordinary General Meeting of Shareholders on June 28, 2022. The primary purpose of the meeting is to review and approve the company’s financial performance for the fiscal year ending December 31, 2021, and to address several strategic corporate governance initiatives. The agenda includes the presentation and approval of the standalone and consolidated financial statements for 2021, the distribution of profits, and the granting of discharge to members of the Management and Supervisory Boards. Significant strategic items on the agenda involve authorizing the Management Board to acquire treasury shares, establishing a reserve capital for a share buyback program, and introducing a Long-Term Incentive Plan for key personnel. Furthermore, the meeting will address a conditional share capital increase through the issuance of Series E shares and Series C subscription warrants, involving the exclusion of existing shareholders' pre-emptive rights to facilitate these new issuances on the Warsaw Stock Exchange. The scope of the meeting covers the entirety of the PCF Group capital offshore and domestic operations for the 2021 period. At the time of the announcement, the company’s share capital was 599,004.52 PLN, divided into 29,950,226 ordinary bearer shares, with each share entitling the holder to one vote. The registration date for participation was set for June 12, 2022. While the company confirmed that the proceedings would be broadcast online in Polish and English, it explicitly stated that electronic voting or remote active participation would not be permitted. The document outlines strict procedural requirements for shareholder identification, proxy representation, and the submission of draft resolutions, adhering to the Polish Commercial Companies Code.
PCF GroupJun 2022
Legal
Notice of Extraordinary General Meeting
The Management Board of PCF Group S.A., the Warsaw-based developer known as People Can Fly, issued a formal notice to convene an Extraordinary General Meeting scheduled for November 13, 2024. The primary purpose of this meeting is to address several corporate governance matters, including the approval of a co-opted member of the Supervisory Board, amendments to the company’s Articles of Association, and the adoption of a revised remuneration policy for members of the Management and Supervisory Boards. The company’s share capital is currently valued at 718,805.42 PLN, divided into 35,940,271 ordinary bearer shares across series A, B, D, E, F, and G. Each share entitles the holder to one vote at the meeting. The registration date for participation is set for October 28, 2024, sixteen days prior to the assembly. Shareholders representing at least one-twentieth of the share capital maintain the right to request the inclusion of specific items on the agenda or to submit draft resolutions electronically or in writing. The proceedings will be held at the ADN Conference Center in Warsaw and will be broadcast in real-time via the internet in both Polish and English. While the company does not permit remote participation or correspondence voting, it provides detailed procedures for representation by proxy. The agenda also includes formal administrative requirements such as electing a Scrutiny Committee and adopting a consolidated text of the amended Articles of Association. This announcement serves as a regulatory requirement under the Polish Commercial Companies Code to ensure transparency and shareholder engagement for the publicly traded entity.
PCF GroupOct 2024
Legal
Announcement of the Board: PCF Group Spółka Akcyjna
The Management Board of PCF Group S.A., a Warsaw-based game development studio, issued a formal notice convening an Extraordinary General Meeting (EGM) scheduled for May 24, 2021. The primary purpose of the meeting is to deliberate on significant structural changes to the company’s share capital and corporate statutes. This meeting follows the legal requirements of the Polish Commercial Companies Code and is directed toward all shareholders of record as of May 8, 2021. The central proposal involves increasing the company's share capital through the issuance of 387,714 new Series D ordinary shares. This issuance includes a provision to deprive existing shareholders of their pre-emptive rights, facilitating the admission and introduction of these shares to the regulated market of the Warsaw Stock Exchange. Furthermore, the board seeks authorization for "authorized capital," which would empower the Management Board to increase share capital by up to 29,562.50 PLN through the issuance of up to 1,478,125 new shares over a three-year period. This mechanism allows for greater financial flexibility, enabling the board to issue shares for both cash and non-cash contributions with the approval of the Supervisory Board. The document outlines comprehensive procedural requirements for shareholder participation, including the necessity of obtaining certificates of right to participate from brokerage entities by May 10, 2021. It details the rights of shareholders holding at least 5% of the share capital to propose agenda items or draft resolutions. Additionally, the notice specifies the protocols for proxy voting, electronic communication, and the verification of identity for both individual and institutional investors. At the time of the announcement, the company’s share capital was divided into 27,500,000 Series A shares and 2,062,512 Series B shares, with a total nominal value of 591,250.24 PLN.
PCF GroupMay 2021
Legal
Announcement of the Extraordinary General Meeting: April 2022
The Management Board of PCF Group S.A., a Warsaw-based public company operating in the video game industry, issued a formal announcement to convene an Extraordinary General Meeting (EGM) scheduled for April 13, 2022. The primary purpose of the meeting is to address corporate governance matters, specifically the approval of a co-opted member of the Supervisory Board and the amendment of the Supervisory Board's regulations. Additionally, the board intends to present information regarding the company's compliance with the Best Practice for GPW Listed Companies 2021. The scope of the announcement covers the legal and procedural requirements for shareholder participation in Poland. As of the announcement date, the company’s share capital is 599,004.52 PLN, divided into 29,950,226 ordinary bearer shares across Series A, B, and D. The registration date for participation is set for March 28, 2022, sixteen days prior to the EGM. Shareholders representing at least one-twentieth of the share capital are granted specific rights to propose agenda items or draft resolutions, provided they meet strict identification and documentation deadlines. The methodology for the meeting adheres to the Polish Commercial Companies Code. While the company allows for electronic communication and the appointment of proxies via digital means, the board explicitly decided against enabling remote participation or voting through electronic communication channels or correspondence for this specific session. All proceedings are conducted in a professional, regulated framework to ensure transparency and the proper exercise of voting rights by both individual and institutional investors.
PCF GroupApr 2022