LegalPCF Group
PCF Group EGM Convocation Announcement: 7 August 2023
10 Jul 20239 pages~20 min full read
People Can Fly (PCF Group S.A.) has convened an Extraordinary General Meeting for August 7, 2023, to vote on a capital increase via the issuance of Series G ordinary shares.
The proposed share issuance includes the total exclusion of existing shareholders' pre-emptive rights, alongside the dematerialization of the new shares and their admission to the Warsaw Stock Exchange.
As of the announcement, PCF Group’s share capital consists of 33,429,367 ordinary bearer shares across Series A, B, D, E, and F.
The EGM agenda requires amendments to the Company’s Statute to accommodate the new Series G issuance and the associated governance changes.
Shareholders must attend in person or via proxy, as the company has explicitly prohibited electronic participation, correspondence voting, and electronic speech-making.
Shareholders representing at least 1/20 of the share capital retain the right to propose additions to the meeting agenda or submit draft resolutions.
The Management Board of PCF Group S.A., a Warsaw-based game development studio known as People Can Fly, issued a formal notice convening an Extraordinary General Meeting (EGM) scheduled for August 7, 2023. The primary purpose of the meeting is to deliberate and vote on a significant capital increase through the issuance of Series G ordinary shares. This proposal includes the total exclusion of existing shareholders' pre-emptive rights, the dematerialization of the new shares, and their subsequent admission to trading on the Warsaw Stock Exchange.
The agenda covers standard corporate governance procedures, including the election of a Chairman and a Scrutiny Committee, followed by the pivotal resolution regarding the Series G share issuance and corresponding amendments to the Company's Statute. As of the announcement date, the company’s share capital consists of 33,429,367 ordinary bearer shares across Series A, B, D, E, and F, with each share entitling the holder to one vote. The registration date for participation in the EGM was set for July 22, 2023.
The notice outlines strict procedural requirements for shareholder participation and voting. Shareholders representing at least 1/20 of the share capital maintain the right to request additions to the agenda or submit draft resolutions prior to the meeting. While the company will provide a real-time internet broadcast of the proceedings in both Polish and English, the Board explicitly stated that electronic participation, correspondence voting, and electronic speech-making will not be permitted. Shareholders may attend in person or via proxy, provided they follow specific identification and documentation protocols, including the submission of certificates from their respective securities accounts. All communications and documentation are managed through the company’s dedicated investor relations channels in compliance with the Polish Commercial Companies Code.
