26th Annual General Meeting - convening



The Board of Directors of the company Železiarne Podbrezová a.s.,
registered office in Podbrezová, Kolkáreň 35, 97681, ID No 31562141,
registered with the Business Registry of Banska Bystrica District Court, Section Sa, Insert No 69/S,
convened 26th ANNUAL GENERAL MEETING
on 25th June 2018 at 9:00 a.m.
in the Community Centre of Železiarne Podbrezová a.s., Kolkáreň 37/49, Podbrezová

Agenda of the Annual General Meeting (AGM):
1. Opening and election of the bodies of AGM (chairman, recorder of the minutes, persons to attest the minutes, persons to count the votes).
2. Annual report by the Board of Directors on the business activities, assets, and financial performance in 2017, and Information on the business plan.
3. Report on the activities of the Supervisory Board.
4. Approval of the separate and consolidated financial statements prepared as at 31 December 2017, the proposal for dividends, royalties, distribution of the profit for 2017, and appointment of auditor for the new accounting term.
5. Amendment of the Articles of the Company.
6. Conclusion.
 
The separate and the consolidated financial statements were sent to the shareholders with the invitation, and they are also available for the shareholders at the seat of the company 30 days prior to the date of the AGM. 

Proposal for the payment of dividends and royalties from Retained earnings:
Retained earnings from years 2004 to 2010
EUR 6 367 121
Use:
- Dividends to shareholders
(EUR 1.00 per share i.e. 2.94% from the face value of the share)
EUR 2 384 135
- Royalties to the members of the Board of Directors
EUR 550 000
- Royalties to the members of the Supervisory Board
EUR 180 000
 
Proposal for 2017 profit distribution:
Net profit for 2017
EUR 4 048 232
Distribution:
- Mandatory allotment to the reserve fund
-
- Transfer to retained earnings from previous years
EUR 4 048 232
 
Amendment of the Articles (item 5 of the Agenda) relates to the change in the lines of business - the lines of business to be deleted: “Emission controls on passenger cars”, and “Official measurement”; the line of business to be added: "Publishing". Proposal of the Articles amendment is available for inspection by the shareholders at the seat of the Company 30 days prior to the date of the AGM. Shareholders are entitled to request to receive or to be sent a copy of the proposed articles amendment to stated address at their own cost and risk.

 
The determining date for a shareholder's entitlement to participate and vote at the AGM is the date of the AGM. Shareholders registration starts at 8:30 a.m. Shareholders - individuals, identify themselves with valid identity card. Shareholders - legal entities, identify itself with the original of business registry certificate or with its notarized copy (dated no earlier than 3 months prior to AGM), with valid identity card of delegate, and with the power of attorney for delegate – member of the statutory body who is not authorized to act and sign on behalf of the company separately (dated no earlier than 3 months prior to AGM). In case of representation the representative is obliged to submit the power of attorney with notarized signature (dated no earlier than 3 months prior to AGM) of the represented shareholder. The representative shall supply their power of attorney upon their entering in the list of the present. All cost related to presence at the AGM are covered by the shareholder.
 

The point of contact for shareholders is Capital Management Department in the registered office of the Company.

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