LegalPCF Group
Uchwały Podjęte Przez Nadzwyczajne Walne Zgromadzenie PCF Group S.A. w Dniu 24 Maja 2021 R.
1 Jan 20211 pages~1 min full read
PCF Group S.A. approved a long-term incentive program for 2021–2024 to align management and key personnel interests with shareholders.
The program authorizes the issuance of up to 1,491,335 Series B subscription warrants, granting holders the right to subscribe for an equal number of Series C ordinary bearer shares.
Shareholders approved a conditional share capital increase of up to 29,826.70 PLN to support the incentive program.
The issue price for the new Series C shares is set at 0.02 PLN per share.
The resolution excludes existing shareholders' pre-emptive rights to provide flexibility in the execution of the incentive scheme.
The Management and Supervisory Boards have been granted the legal mandate to determine the specific participants and timing for the acquisition of the warrants.
The Extraordinary General Meeting held on May 24, 2021, in Warsaw concluded with unanimous shareholder consensus on all proposed resolutions.
The Extraordinary General Meeting of PCF Group S.A., held on May 24, 2021, resulted in the formal adoption of several key corporate resolutions essential for the company’s governance and operational framework. This meeting, conducted in Warsaw, primarily focused on the election of leadership for the assembly and the establishment of specific incentive programs designed to align the interests of management and key personnel with those of the shareholders. The proceedings were conducted in accordance with Polish financial regulations regarding current and periodic information provided by issuers of securities.
A central outcome of the assembly was the implementation of a long-term Incentive Program for the years 2021–2024. This program involves the issuance of subscription warrants and a conditional increase in share capital, excluding existing shareholders' pre-emptive rights to ensure flexibility in rewarding performance. Specifically, the resolution authorizes the issuance of up to 1,491,335 Series B subscription warrants, which entitle holders to subscribe for an equivalent number of Series C ordinary bearer shares. This capital increase is capped at a nominal value of 29,826.70 PLN, with the issue price for Series C shares set at 0.02 PLN per share.
The scope of these resolutions covers the internal corporate structure and financial planning of PCF Group S.A. within the Polish gaming industry for the specified four-year period. By approving these measures, the assembly provided the Management Board and Supervisory Board with the legal mandate to execute the incentive scheme, which includes the authority to determine specific participants and the precise timing of warrant acquisitions. The meeting concluded without any objections being raised to the minutes or the rejection of any proposed resolutions, signifying shareholder consensus on the company’s strategic direction regarding executive compensation and capital management.
