26 April 2024
The Management Board of Ten Square Games Spółka Akcyjna, based in Wrocław, Poland, (“the Company”), with reference to current report no. 17/2024 concerning the convening of the Company’s Annual General Meeting of Shareholders for May 23, 2024, (the AGM), informs that on April 26, 2024, it received from the Company’s shareholder – AMP Family Foundation (the “Shareholder”) – representing at least one-twentieth of the Company’s share capital and acting pursuant to Article 401 § 1 of the Code of Commercial Companies, a request to place the following item on the agenda of the AGM:
“Adoption of a resolution on granting personal rights and amending the Articles of Association of the Company” together with a draft resolution.”
Accordingly, the Company’s Management Board, acting pursuant to Article 401 § 2 of the Commercial Companies Code, amends the agenda of the AGM by adding a new item to the agenda: “Adoption of a resolution on granting personal rights and amending the Company’s Articles of Association” and also amends the draft resolution of the AGM on adopting the consolidated text of the Company’s Articles of Association by updating the draft consolidated text of the Articles of Association with the amendment to the Articles of Association proposed by a Shareholder.
The new agenda for the AGM is as follows:
1) Opening of the Ordinary General Meeting.
2) Election of the Chair of the Ordinary General Meeting.
3) Deciding that the Ordinary General Meeting has been duly convened and is capable of adopting resolutions.
4) Approval of the agenda of the Ordinary General Meeting.
5) Presentation of the Management Board’s report on the activities of Ten Square Games S.A. and the Ten Square Games S.A. Capital Group for the fiscal year 2023 and the separate and consolidated financial statements for 2023, as well as the Management Board’s proposal regarding the distribution of 2023 profit.
6) Presentation of the report on the activities of the Supervisory Board of Ten Square Games S.A. with its registered office in Wrocław for the fiscal year 2023 and the results of the Supervisory Board’s assessments of the standalone and consolidated financial statements for the year 2023, the Management Board’s report on the activities of the Ten Square Games S.A. Capital Group and Ten Square Games S.A. for the fiscal year 2023 and the Supervisory Board’s recommendation concerning the distribution of profit for the year 2023.
7) Adoption of a resolution on the consideration and approval of the Management Board’s report on the activities of the Ten Square Games S.A. Capital Group and Ten Square Games S.A. for the fiscal year 2023.
8) Adoption of a resolution on the consideration and approval of the Standalone Financial Statement of Ten Square Games S.A. drafted as of December 31, 2023.
9) Adoption of a resolution on the consideration and approval of the Consolidated Financial Statement of the Ten Square Games S.A. Capital Group drafted as of December 31, 2023.
10) Adoption of a resolution on the distribution of profit for 2023.
11) Adopting a resolution concerning the acceptance of the Ten Square Games S.A. Supervisory Board’s activities for the fiscal year 2023.
12) Adoption of a resolution on the Report on Remuneration of the Members of the Management Board and Members of the Supervisory Board of Ten Square Games S.A. for 2023.
13) Granting discharge to the members of the Company’s Management Board for the performance of their duties in 2023.
14) Granting discharge to the members of the Company’s Supervisory Board for the performance of their duties in 2023.
15) Adoption of a resolution on the appointment of Supervisory Board members for the next term. 16) Adoption of a resolution on establishing rules for remuneration of Supervisory Board members. 17) Adoption of the resolution on adoption Diversity Policy in Ten Square Games S.A.
18) Adoption of a resolution on redemption of the Company’s own shares.
19) Adoption of a resolution on reduction of the Company’s share capital in connection with redemption of the Company’s own shares, and on the changes in the Company’s Articles of Association.
20) Adoption of a resolution on granting personal rights and amending the Articles of Association of the Company, together with a draft resolution
21) Adoption of a resolution on unified text of the Company’s Articles of Association.
22) Closing of the Ordinary General Meeting of Shareholders.
The Company’s Management Board submits as an attachment to this report: