EFEKT: Oddalenie powództwa o stwierdzenie nieważności uchwały nr 3 Nadzwyczajnego Walnego Zgromadzenia Akcjonariuszy Korporacja Gospodarcza „efekt” S.A. z dnia 2 lipca 2020 roku w sprawie w sprawie podwyższenia kapitału zakładowego Spółki poprzez emisję akcji serii FF z zachowaniem prawa poboru dotychczasowych akcjonariuszy

Dismissal of the action for annulment of the
resolution no. 3 of the Extraordinary General Meeting of Shareholders of
Korporacja Gospodarcza “Efekt” S.A. of July 2, 2020 regarding the
increase of the share capital of the Company by issuing series FF shares
with the subscription rights of the existing shareholders.In
reference to the current report of ESPI No. 35/2020 published by the
Management Board of the Issuer, supplemented in subsequent periodic
reports, as well as in the current report of ESPI No. 5/2022,
information on bringing an action against the Issuer for annulment of
the resolution No. ” ARE. of July 2, 2020 regarding the increase of the
Company’s share capital by issuing series FF shares with the
subscription rights of the existing shareholders, Management Board of
Korporacja Gospodarcza “Efekt” S.A. (hereinafter referred to as the
“Issuer”) announces to the public that on July 20, 2022 he received
information from his attorney that the Court of Appeal in Krakow, 1st
Civil Division issued a judgment of July 1, 2022, which the Court
changed the appealed against by the Issuer, the judgment of the Court of
first instance in such a way that it dismissed the above-mentioned an
action and awarded jointly and severally to the Issuer the costs of
legal representation for both instances. The above-described judgment is
final. From the very beginning, the Issuer questioned the legitimacy of
the claim covered by the lawsuit. However, due to the fact that the
claim in this case was secured by the Court by suspending the
enforcement of this resolution, about which the Issuer informed in the
above-mentioned periodic reports, due to the expiry of the period
provided for in Art. 431 § 4 of the Commercial Companies Code to submit
a resolution to increase the capital to the registry court, the increase
of the Issuer’s share capital by way of the issue of series FF shares
will not take place. This means that due to the final dismissal of the
claim, bearing in mind the significant detriment of the Company and the
interests of the majority of shareholders who voted with a qualified
majority of almost 83% of votes in favor of the resolution from
registered and ordinary bearer shares and 100% of voting for
shareholders of shareholders holding registered privileged shares as to
the voting rights, the Issuer will consider its rights under Art. 746 §
1 of the Code of Civil Procedure, a claim against shareholders who
brought the above-described action for compensation for the damage
caused by the performance of the security granted to them by suspending
the enforcement of resolution no.3 of the Extraordinary General Meeting
of Shareholders of Korporacja Gospodarcza S.A. of July 2, 2020 on the
increase of the Company’s share capital by issuing series FF shares with
the subscription rights of the existing shareholders. The company
intended to allocate the funds obtained from the issue to ensure
diversification and increase the profitability of revenues as well as to
strengthen involvement in the development of areas of operation, in
particular for a fuller use of the property belonging to the group in
Krakow at Opolska 12 “. The planned investments were to include, among
others service, office and retail building and service and hotel
building, modernization of the Rybitwy retail complex, purchase of
investment real estate and acquisitions. It should be noted that the
appeal against the Issue had a negative impact on the negotiations of
the Management Board of the Company with the bank in connection with the
debt restructuring plans. The complainants are members of the existing
oral shareholders’ agreement, the formalization of which was notified to
the Company on October 19, 2020, which was published by the Issuer in
the current ESPI report No. 44 of October 19, 2020. Legal
basis: § 19 sec. 1 point 10) of the Regulation of the Council of
Ministers of March 29, 2018 on current and periodic information provided
by issuers of securities and conditions for recognizing as equivalent
information required by the law of a non-member state.

Zgłoś naruszenie/Błąd