No. 20/2007 | 24-04-2007
Convening of the Ordinary General Meeting of PKN ORLEN shareholders to be held on 31 May 2007
Polski Koncern Naftowy ORLEN Spolka Akcyjna ("PKN ORLEN", “Company”), Central Europe's largest downstream oil company, hereby publishes the Agenda of the Ordinary General Meeting (“Meeting”) of PKN ORLEN, to be held on 31 May 2007. The Meeting will commence at 12.00 CET in Plock (Poland) at the following address:
Dom Technika
ul. Kazimierza Wielkiego 41
The Meeting is convened by the Management Board of PKN ORLEN S.A. in line with Article 399 §1 in connection with Article 395 §1 of the Code of Commercial Companies and in line with §7 item 3 of the Company’s Articles of Association.
Agenda of the Ordinary General Meeting of Shareholders:
1. Opening
2. Election of the Chairman of the Meeting
3. Affirmation of the legality of the Meeting and ability to pass resolutions
4. Approval of the Agenda
5. Election of the Vote Counting Commission
6. Revision of the Management Board's Report on PKN ORLEN's performance and the financial results of PKN ORLEN for the financial year 2006, with a motion concerning profit distribution for the financial year 2006.
7. Revision of the Supervisory Board's Report on the Management Board's Report on PKN ORLEN's performance and financial results of PKN ORLEN for the financial year 2006 regarding conformity with the books and documentation, and with the actual status and the Management Board's motion concerning profit distribution for the financial year 2006.
8. Revision of the Management Board's Report on the PKN ORLEN's Capital Group performance and consolidated financial statements of the PKN ORLEN Capital Group for the financial year 2006.
9. Passing of a resolution concerning approval of the Management Board's Report on PKN ORLEN's performance and financial statements for the financial year 2006.
10. Passing of a resolution concerning approval of the Management Board's Report on PKN ORLEN's Capital Group performance and consolidated financial statements of the PKN ORLEN Capital Group for the financial year 2006.
11. Passing of a resolution concerning the distribution of profit made by PKN ORLEN in 2006.
12. Passing of resolutions concerning approval of the PKN ORLEN Management Board Members' performance in 2006.
13. Passing of resolutions concerning approval of the PKN ORLEN Supervisory Board Members' performance in 2006.
14. Passing of a resolution concerning the transferring of the financial resources gathered within the Poland-wide Charity Fund, CPN-SOS, to the Company’s Social Benefit Fund.
15. Passing of a resolution concerning approval of the Corporate Governance Principles for the issuers of shares, convertible bonds and pre-emptive conversion bonds admitted to public trading.
16. Examination and adoption of the resolutions regarding the divestment (including the sale, exchange, contribution in kind, donation) or lease-out of entities within the structure of the enterprise.
17. Passing of resolutions concerning the appointment of Members of the Supervisory Board.
18. Closure of the General Meeting of Shareholders.
In accordance with Article 406 § 3 of the Code of Commercial Companies, participation in the Ordinary General Meeting is permitted for those holding certificates. The certificates must be issued by a brokerage house or a bank managing a securities account, must state the number of shares owned, and confirm that the shares will have been deposited in the account by the end of the Meeting.
Participation in the Meeting is permitted on condition that the certificates mentioned above will be submitted by 23 May 2007 inclusive at the Legal Office – Building 07, room 510, at the Company’s Headquarters in Plock, 7 Chemikow St., between 8.00 a.m. and 4.00 p.m.
Copies of the Management Board’s Report on PKN ORLEN’s performance and a report on the financial results of PKN ORLEN, together with a copy of the Supervisory Board’s Report and a copy of the Certified Auditor’s report, will be distributed 15 days before the Meeting.
Copies of motions regarding the other issues included in the Agenda will be made available a week before the Meeting at the Company’s Headquarters in Plock, 7 Chemikow St., and in Warsaw, 4 Pankiewicza St. at the reception desk from 8 am till 4 pm.
The list of shareholders entitled to participate in the Meeting will be made available at the Company's Headquarters in Plock, 7 Chemikow St., and in Warsaw, 4 Pankiewicza St. for three working days before the Meeting.
The registration of shareholders and distribution of voting cards will begin on the day of the Meeting at 11:00 p.m. at the front of the Meeting hall. Detailed information regarding the Meeting is available on the Company’s web-side www.orlen.pl.
This announcement has been prepared pursuant to par. 39 section 1 subsection 1 of the Regulation of the Minister of Finance dated 19 October 2005 on current and periodic information to be published by issuers of securities (Journal of Laws No. 209, item 1744).