Legal

Announcement of the Extraordinary General Meeting: April 2022

1 April 20229 pages4,009 words

Summary

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.

Pages

View all

Citation

Generating citation...

Similar Documents

Legal

Announcement of the Extraordinary General Meeting: February 2023

The Management Board of PCF Group S.A., a Warsaw-based video game developer, has formally convened an Extraordinary General Meeting (EGM) scheduled for February 28, 2023. The primary objective of the meeting is to deliberate on a significant capital increase through the issuance of Series F ordinary shares. This proposal includes the complete exclusion of pre-emptive rights for existing shareholders, alongside plans to seek admission for these new shares on the regulated market of the Warsaw Stock Exchange. The agenda encompasses several critical corporate governance actions, including the formal amendment of the company’s Articles of Association and the adoption of a consolidated text reflecting these changes. At the time of the announcement, the company’s share capital is valued at 599,004.52 PLN, divided into 29,950,226 ordinary bearer shares across Series A, B, and D, with each share carrying one vote. The meeting is governed by the Polish Commercial Companies Code, establishing February 12, 2023, as the record date for participation. Shareholders representing at least one-twentieth of the share capital maintain the right to request additions to the agenda or submit draft resolutions. While the board has not authorized electronic voting or correspondence-based participation, the proceedings will be broadcast in real-time in both Polish and English to ensure transparency for the investor community. The document outlines rigorous identification and proxy procedures to verify the eligibility of participants and their representatives.

investment mergers-acquisitions europe+1

PCF GroupMar 2023

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.

investment game-development poland

PCF GroupOct 2024

Legal

Announcement of the Ordinary General Meeting

The Management Board of PCF Group S.A., a Warsaw-based public company operating in the video game industry under the People Can Fly brand, has formally convened an Ordinary General Meeting of Shareholders scheduled for June 23, 2025. The meeting will address the financial and operational performance of the company and its capital group for the fiscal year ending December 31, 2024. The agenda includes the presentation of financial results, the approval of management and supervisory board reports, and the adoption of a resolution regarding the coverage of a net loss incurred during the 2024 financial year. Key corporate governance matters on the agenda involve granting discharge to members of the Management and Supervisory Boards for their duties in 2024 and conducting a discussion on the remuneration report. Furthermore, the meeting will consider significant amendments to the Company's Articles of Association. These proposed changes include authorizing the Management Board to increase the share capital within the limits of authorized capital and to issue subscription warrants, which may involve the exclusion of pre-emptive rights for existing shareholders subject to Supervisory Board approval. The scope of the meeting covers the entirety of PCF Group S.A.’s operations and its consolidated subsidiaries. As of the announcement date, the company’s share capital is 718,805.42 PLN, divided into 35,940,271 ordinary bearer shares across series A, B, D, E, F, and G, with each share carrying one vote. The record date for participation is June 7, 2025. While the company will provide a real-time internet broadcast of the proceedings in both Polish and English, the Management Board has not authorized electronic voting or remote participation; shareholders must exercise their voting rights in person or via a proxy at the physical venue in Warsaw.

investment mergers-acquisitions europe+1

PCF GroupMay 2025

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.

investment mergers-acquisitions game-publishing+2

PCF GroupJun 2022

Legal

Announcement of the Management Board 11 Bit Studios S.A.

The Management Board of 11 bit studios S.A., headquartered in Warsaw, issued a formal notice on May 25, 2012, convening an Ordinary General Meeting of Shareholders scheduled for June 22, 2012. The primary purpose of the meeting is to conduct standard annual corporate governance tasks and address specific capital restructuring initiatives. As of the announcement date, the company’s share capital consisted of 1,911,699 shares, each corresponding to one vote. The agenda includes the review and approval of the Management Board's report on 2011 activities and the financial statements for the 2011 fiscal year. Shareholders will vote on the distribution of 2011 profits and grant discharge to members of both the Management Board and the Supervisory Board for their performance. Critically, the meeting will address a resolution to increase the company's share capital through the private subscription of Series E shares, involving the exclusion of existing shareholders' pre-emptive rights. Furthermore, the board seeks approval to apply for the introduction of these Series E shares into the Alternative Trading System managed by the Warsaw Stock Exchange and to proceed with their dematerialization. The document outlines strict procedural requirements for participation, noting that the registration date for the meeting is June 6, 2012. Shareholders representing at least one-twentieth of the share capital maintain the right to request additions to the agenda or submit draft resolutions. While the company allows for the electronic notification of proxies and the submission of documents in PDF format, the company’s statutes do not currently permit participation, speech, or voting via electronic communication means during the meeting itself. All proceedings are governed by the Polish Commercial Companies Code.

mergers-acquisitions game-publishing investment+2

11 bit studiosMay 2012

Legal

Board Notice — 11 bit studios S.A. Convening Ordinary General Meeting (2011)

The Board of Directors of 11 bit studios S.A., headquartered in Warsaw, issued a formal notice on May 25, 2011, convening an Ordinary General Shareholders' Meeting scheduled for June 30, 2011. The primary purpose of the meeting is to conduct standard year-end corporate governance activities for the 2010 fiscal year. The agenda includes the review and approval of the Management Board's report on company activities, the validation of financial statements for 2010, and the adoption of a resolution regarding the coverage of losses from previous years. Additionally, shareholders will vote on granting discharge to members of both the Management Board and the Supervisory Board for the performance of their duties during the 2010 period. The meeting is governed by the Polish Commercial Companies Code, with a registration date set for June 14, 2011. Participation is restricted to shareholders who hold shares on this date and obtain a formal certificate of participation from their securities account provider by June 15, 2011. At the time of the announcement, the company’s share capital consisted of 1,870,761 shares across Series A, B, and C, representing an equal number of votes. The documentation outlines specific shareholder rights, including the ability for those holding at least five percent of the share capital to propose agenda items or draft resolutions. While the company allows for electronic communication regarding proxy appointments and document submission in PDF format, the corporate statutes do not currently permit participation, speech, or voting via electronic means during the meeting itself. All proceedings are conducted in Polish, and any foreign-language proxy documents must be accompanied by a sworn translation to be legally valid.

game-publishing europe market-analysis+1

11 bit studiosMay 2011

Announcement of the Extraordinary General Meeting: April 2022

Summary

Tags

Pages

Citation

Citation

Similar Documents

Announcement of the Extraordinary General Meeting: February 2023

Notice of Extraordinary General Meeting

Announcement of the Ordinary General Meeting

Ogłoszenie Zarządu PCF Group Spółka Akcyjna o Zwołaniu Zwyczajnego Walnego Zgromadzenia

Announcement of the Management Board 11 Bit Studios S.A.

Board Notice — 11 bit studios S.A. Convening Ordinary General Meeting (2011)