(GLOBE TRADE CENTRE S.A.
(Incorporated and registered in Poland with KRS No. 61500)
(Share code on the WSE: GTC.S.A)
(Share code on the JSE:GTCISIN: PLGTC0000037)
(“GTC” or “the Company”)C” lub „Spółka”)
The Management Board of Globe Trade Centre Spółka Akcyjna with its registered seat in Warsaw (the "Company") hereby notifies that on 11 June 2026 the Company received from the shareholder – Allianz Polska Otwarty Fundusz Emerytalny (the "Shareholder"):
- draft resolutions regarding item 13 of the agenda of the Annual General Meeting of the Company convened for 19 June 2026 by current report No. 12/2026 dated 22 May 2026 (“Annual General Meeting”), i.e. a resolution regarding amendments to the Articles of Association of the Company, submitted pursuant to Article 401 § 4 of the Commercial Companies Code; and
- a submission of the candidacy of Mr Scott Dwyer for the position of the Shareholder Meeting Delegate – Independent Member of the Supervisory Board of the Company, in connection with item 11 of the agenda of the Annual General Meeting, providing for the adoption of a resolution on the appointment of the Shareholder Meeting Delegate – Independent Member of the Supervisory Board of the Company, made in accordance with Article 9(7) of the Articles of Association of the Company.
The draft resolutions submitted by the Shareholder provide for amendments to the Articles of Association of the Company regarding:
- Article 5(1) – deleting point (f) and renumbering the existing points (g) through (r) as points (f) through (q), which is intended to reflect a change within the scope of the Polish Classification of Activities (PKD);
- Article 9(7) – replacing, in the last sentence, the reference to the failure to propose candidates for the Shareholder Meeting Delegate "by the Management Board or by the shareholders" with a reference to the failure to propose such candidates "by the Entitled Shareholders";
- Article 10(1)(c) – introducing an additional requirement for a "for" vote of the Shareholder Meeting Delegate (if appointed) and a majority of the Independent Members in respect of transactions exceeding EUR 100,000,000 in value; and
- Article 11(7) and (8) – expanding the substitute mechanisms in the event that the Shareholder Meeting Delegate has not been appointed by enabling the exercise of its powers by at least three Supervisory Board members appointed by different Entitled Shareholders.
The submission of the candidacy of Mr Scott Dwyer for the position of the Shareholder Meeting Delegate – Independent Member of the Supervisory Board of the Company is accompanied by the candidate's curriculum vitae and declaration on satisfying the Independence Criteria together with his consent to being appointed as a member of the Supervisory Board of the Company.
Capitalised terms used but not defined in this report shall have the meanings ascribed thereto in the draft resolutions submitted by the Shareholder or in the Articles of Association of the Company.
The translation of the Shareholder's letter submitting the draft resolutions and the translation of the draft resolutions together with the justification thereof, as well as the translation of the submission of the candidacy made by the Shareholder, the candidate's curriculum vitae and the translation of the declaration on satisfying the Independence Criteria together with the consent to the appointment are attached to this report. The translations from the Polish language were prepared by the Company.
Legal basis: Article 20(1)(2) and Article 20(1)(4) of the Regulation of the Minister of Finance of 6 June 2025 on current and periodic disclosures by issuers of securities and the conditions for recognising as equivalent the information that is required by the laws of a non-member state.
