en

Menu

en

Current reports

28 Jun 2024
Current report No. 48/2024

The Management Board of Budimex S.A. announces that on 28.06.2024. PKP Polskie Linie Kolejowe S.A. informed the Company that its bid had been rated the highest ‎in the tender procedure for the Implementation of the task entitled:‎ Section A – Construction works on railway lines No. 201 section Kościerzyna – Somonino and No. 214 Somonino – Kartuzy implemented as part of the project “Works on the alternative transport route Bydgoszcz – Tricity”.

The above does not mean selecting the bid of Budimex S.A. as the most advantageous one, as the ‎procedure concerning the bid evaluation has not yet been finally completed.
‎ ‎
Offer value: PLN 1,284,235,699.12 net

Basic order part A:
Net price: 1 158 734 402,53 PLN
Gross price: 1 425 243 315,11 PLN

Basic order part B:
Net price: 117 121 919,95 PLN
Gross price: 144 059 961,54 PLN

Option No. 1:
Net price: 5 555 037,24 PLN
Gross price: 6 832 695,81 PLN
Option No. 2:
Net price: 2 824 339,40 PLN
Gross price: 3 473 937,46 PLN

Works commencement date: the day following the date of signing the contract
‎ ‎
Works completion date:‎
1) Implementation period for the Basic Order (Time for Completion): 42 months from the ‎Commencement Date
2) Implementation period for Option 1: 108 months from the date of expiry of the Defect ‎Reporting Period for the Basic Scope‎
3) Implementation period for Option 2: specified by the Ordering Party in the statement on using ‎Option 2, but no later than by the date of expiry of the Defect Reporting Period for the Basic ‎Order, and if the Ordering Party uses Option 1 – until its completion.‎

Warranty period: 72 months

Warranty period: 72 months
‎ ‎
Advance payment: no more than 10% of the Accepted Contract Amount for the Basic Scope
‎ ‎
Payment terms: 30 days from the date of delivery of a correctly issued VAT invoice to the Ordering Party by
Contractor
‎ ‎
Bank performance bond: 5% of the total gross price for the Basic Scope specified in the bid ‎less the gross costs of replacement transport services, subject to the provisions of item 21 of ‎the Instructions for Contractors (IDW). ‎
‎ ‎
The maximum value of the contractual penalty paid by the Contractor:
The total amount of penalties charged in this Sub-Clause shall not exceed 20% of the net value ‎of the Works in respect of Part A of the Basic Scope, with a stipulation that if the contractual ‎penalty referred to in item t) ‎(penalty for withdrawal from the Contract for reasons attributable to the Contractor) has been ‎charged, the total amount of penalties charged shall not exceed 30% of the net value of the ‎Works in respect of Part A of the Basic Scope.‎

Other contractual conditions do not deviate from market standards.
‎ ‎
The value of the offering exceeds the threshold of 196,030 thousand. PLN net.

20 Jun 2024
Current report No. 47/2024

The Management Board of Budimex S.A. announces that on 20 June 2024 an agreement was concluded between the General Directorate for National Roads and Motorways, Szczecin Branch, and Budimex SA for the task: “Construction of the S10 Szczecin – Piła road on the section from the end of the Stargard bypass to the beginning of the Piła bypass (with the “Koszyce” junction) excluding the Wałcz bypass, section 5, the “Cybowo” junction (with the junction) – the Łowicz Wałecki junction (without the junction)”.

The information that Budimex SA’s bid was rated the highest and selected as the most advantageous was provided on 19 February 2024 in current report No. 13/2024 and on 13 March 2024 in current report No. 22/2024.

Contract value: PLN 492,089,901.00 net
‎ ‎
Date of commencement of works: from the date of signing the contract

Date of completion of works: 39 months from the Commencement Date, winter periods are not included.
The winter period lasts from December 16 to March 15, counted as three months
‎ ‎
Warranty period for major works: up to 15 years

Warranty period: 60 months from the date indicated in the Takeover Certificate
‎ ‎
Down payment: up to 10% of the Accepted Gross Contract Amount
‎ ‎
Payment terms: 30 days from the date of delivery of a correctly issued VAT invoice to the Ordering Party by
Artist
‎ ‎
Performance bank guarantee: 10% of the Accepted Gross Contract Amount
‎ ‎
Maximum value of contractual penalty paid by the Contractor: 20% of the Accepted Net Contract Amount

The contracting authority has the right to seek compensation on general terms if the amount of damage exceeds the agreed contractual penalty.

Other contractual conditions do not deviate from market standards.
‎ ‎
The value of the contract exceeds the threshold of PLN 196,030 thousand. PLN net.

31 May 2024
Current report No. 46/2024

The Management Board of Budimex S.A. announces that on 2024-05-31 the Consortium consisting of Budimex S.A. (Consortium Leader, 50% share), Roverpol Sp. z o.o. (Consortium Partner, 25% share) and Rover Maritime S.L. (Consortium Partner, 25% share) was informed by the Port of Gdynia Authority S.A. and the Director of the Maritime Office in Gdynia that its offer had been selected as the most advantageous in the tender procedure entitled “A 25% stake”. “Construction of protective breakwaters, constituting water access infrastructure to the Outer Port in the Port of Gdynia, in the design and build formula”.

The information that the Consortium’s offer was evaluated the highest in the tender procedure was published on 25.03.2024. in current report No. 27/2024.

Value of the offer submitted by the Consortium: PLN 438,699,534.11 net

Contract commencement date: the date of conclusion of the contract by the Parties

The deadline for the performance of the Subject of the Order is set at:

1) Design works along with obtaining a building permit up to 490 days from the date of signing the Agreement,

2) Construction works with obtaining an occupancy permit up to 819 days from the date of obtaining the building permit.

Warranty period: warranty for defects for the Works performed within the Subject of the Order for all defects arising from reasons for which the Contractor is responsible – 10 years

Advance payment: 10% of gross salary

Payment terms: up to 30 days from the date of delivery to the Ordering Party of VAT invoices issued on the basis of the material and financial advancement of the Works carried out

Bank guarantee of good performance: 5% of the gross price

Maximum value of contractual penalties paid by the Contractor: 20% of gross remuneration

The Ordering Party has the right to claim damages, the value of which exceeds the amount of stipulated contractual penalties on general terms.

Other contractual conditions do not deviate from market standards.

The value of the offering exceeds the threshold of 196,030 thousand. PLN net.

24 May 2024
Current report No. 45/2024

The Management Board of Budimex S.A. announces that on 24.05.2024 an agreement was concluded between the General Directorate for National Roads and Motorways, Szczecin Branch, and Budimex S.A. in the tender procedure entitled “Szczecin”. “Construction of the S10 Szczecin – Piła road on the section end of the Stargard bypass – the beginning of the Piła bypass (with the “Koszyce” junction) excluding the Wałcz bypass, section 7, the “Piecnik” junction (with the junction) – the “Wałcz Zachód” junction (without the junction)”.

Information that our offer was rated the highest in the tender procedure
and selected as the most advantageous were published on 19.02.2024. in current report No. 15/2024 and on 13.03.2024. in current report No. 25/2024.

Contract value: PLN 448,960,288.00 net

Date of commencement of works: from the date of conclusion of the contract by both parties

Date of completion of works: 39 months from the date of conclusion of the contract (winter periods are not included in the time of completion of works)

Warranty period for major works: up to 15 years

Warranty period: 60 months from the date indicated in the Takeover Certificate

Down payment: from 1% to 10% of the Accepted Gross Contract Amount

Payment terms: up to 30 days from the date of delivery to the Ordering Party of VAT invoices issued for the amounts certified in the Payment Certificates

Performance bank guarantee: 10% of the Accepted Gross Contract Amount

Maximum value of contractual penalty paid by the Contractor: 20% of the Accepted Net Contract Amount

The Ordering Party reserves the right to demand supplementary compensation transferring the amount of contractual penalties to the amount of the actual damage suffered, arising or likely to arise in connection with non-performance or improper performance of the contract by the Contractor.

Other contractual conditions do not deviate from market standards.

The value of the contract exceeds the threshold of PLN 196,030 thousand. PLN net.

23 May 2024
Current Report No. 44/2024

Shareholders holding at least 5% of votes at the Ordinary General Meeting of Budimex S.A. of 23 May 2024

  1. Shareholder ALLANZ POLSKA OTWARTY FUNDUSZ EMERYTALNY 1 Rodziny Hiszpańskich Street, 02-685 WARSAW. Number of votes 2,085,000. Percentage share in the number of votes at the Annual General Meeting of 23.05.20249.85 %. Percentage share in the total number of votes: 8.17 %
  1. Shareholder NATIONALENEDERLANDEN OTWARTY FUNDUSZ EMERYTALNY 12 Topiel Street, 00-342 WARSAW, PL. Number of votes 2,399,223. Percentage share in the number of votes at the Annual General Meeting of 23.05.202411.33%. Percentage share in the total number of votes: 9.39 %.
  1. Shareholder FERROVIAL CONSTRUCTION INTERNATIONAL SE KINGSFORDWEG 151, 1043 GR AMSTERDAM, THE NETHERLANDS. Number of votes 12,801,654. Percentage share in the number of votes at the Annual General Meeting of 23.05.2024 60.45%. Percentage share in the total number of votes: 50.14%.
23 May 2024
Current report No. 43/2024

The Management Board of Budimex S.A. hereby publishes the resolutions on the agenda of the Ordinary General Meeting of Budimex S.A. held on 23 May 2024:

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: election of the Chairman of the Ordinary General Meeting

The Ordinary General Meeting of Budimex S.A. adopts a resolution with the following wording:

§ 1. The Annual General Meeting appoints Mr. Andrzej Leganowicz as the Chairman of the Annual General Meeting.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman of the Supervisory Board – Mr. Marek Michałowski stated that the above resolution was adopted in a secret ballot, where:

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes “against” – 0 /zero/, votes “abstaining” – 0 /zero/.

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: election of the Ballot Counting Committee

The Ordinary General Meeting of Budimex S.A. adopts a resolution with the following wording:

§ 1. The Ordinary General Meeting appoints the Ballot Counting Committee composed of:

1. Ms. Bogna Kuczyńska-Piech,

2. Mrs. Jadwiga Romańska-Kwinta.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/, votes “against” – 0 /zero/, votes “abstaining” – 0 /zero/.

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024 on: adoption of the agenda

The Ordinary General Meeting of Budimex S.A. adopts a resolution with the following wording:

§1. The Ordinary General Meeting of Budimex S.A. adopts the following agenda:

  1. Opening of the Annual General Meeting.
  2. Election of the Chairman of the Annual General Meeting.
  3. Confirmation of the correctness of convening the Annual General Meeting and its ability to adopt resolutions.
  4. Election of the Ballot Counting Committee.
  5. Adoption of the agenda.
  6. Presentation and consideration of the report on the activities of the Budimex Group and Budimex S.A. for 2023, the financial statements of Budimex S.A. for the year ended 31 December 2023 together with the report on the audit of the annual financial statements of Budimex S.A. for the year ended 31 December 2023 and the consolidated financial statements of the Budimex Group for the year ended 31 December 2023 together with the report on the audit of the annual consolidated financial statements for the year ended December 31, 2023.
  7. Presentation and consideration of the report on non-financial information of Budimex S.A. for 2023 and the report on non-financial information of the Budimex Group for 2023.
  8. Presentation of the Supervisory Board’s report on the remuneration of members of the Management Board and the Supervisory Board for 2023.
  9. Presentation and consideration of the report of the Supervisory Board of Budimex S.A., containing the results of the assessment of the Management Board’s reports on the activities and financial statements for the financial year 2023 and the Management Board’s proposal regarding the distribution of profit, as well as the assessment of the Company’s standing.
  10. Presentation of the draft remuneration policy for members of the Management Board and Supervisory Board of Budimex S.A. together with the recommendation of the Company’s Supervisory Board regarding its adoption by the Ordinary General Meeting.
  11. Adoption of resolutions on:

11.1 consideration and approval of the report on the activities of the Budimex Group and Budimex S.A. for 2023,

11.2 consideration and approval of the report on non-financial information of Budimex S.A. for 2023,

11.3 consideration and approval of the report on non-financial information of the Budimex Group for 2023,

11.4 review and approval of the financial statements of Budimex S.A. for the year ended 31 December 2023,

11.5 review and approval of the consolidated financial statements of the Budimex Group for the year ended 31 December 2023,

11.6. distribution of profit for 2023,

11.7 granting discharge to members of the Management Board of Budimex S.A. for the performance of their duties in 2023,

11.8 consideration and approval of the report on the activities of the Supervisory Board of Budimex S.A. for 2023,

11.9 giving an opinion on the report of the Supervisory Board of Budimex S.A. on the remuneration of members of the Management Board and the Supervisory Board of the Company,

11.10 granting discharge to members of the Supervisory Board for the performance of their duties in 2023,

11.11 adoption of the remuneration policy for members of the Management Board and Supervisory Board of Budimex S.A.

  1. Closing of the General Meeting.
    §2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/, votes “against” – 0 /zero/, votes “abstaining” – 0 /zero/.

Resolution No. 482

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the report on the activities of the Budimex Group and Budimex S.A. for 2023

Pursuant to Art. 395 § 2 point 1 in conjunction with Art. 393 item 1 of the Commercial Companies Code and § 13 letter a) of the Company’s Articles of Association – Ordinary General Meeting of Budimex S.A.resolves as follows:

§ 1. The report on the activities of the Budimex Group and Budimex S.A. for 2023 is approved, after prior consideration.

§ 2. The resolution shall enter into force on the date of its adoption.

Attachments:

Appendix No. 1 – Report on the activities of the Budimex Group and Budimex S.A. for 2023 presented for inspection during the Ordinary General Meeting, published on 10 April 2024 in the annual report for 2023 and on the website of Budimex S.A.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty jedenhttps://inwestor.budimex.pl/wp-content/uploads/2023/03/2022_Grupa-Budimex_Skonsolidowany-raport-roczny.zip million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,172,211 /twenty-one million one hundred seventy-two thousand two hundred eleven/, votes “against” – 0 /zero/, votes “abstaining” – 3,982 /three thousand nine hundred eighty-two/.

Resolution No. 483

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the report on non-financial information of Budimex S.A. for 2023

Pursuant to Art. 395 § 2 point 1 of the Commercial Companies Code in conjunction with Art. 49b sec. 1 and 9 of the Accounting Act and § 13 letter a) of the Company’s Articles of Association The Ordinary General Meeting of Budimex S.A. resolves as follows:

§1. The report on non-financial information of Budimex S.A. for 2023 is approved, subject to prior consideration.

§2. The resolution shall enter into force on the date of its adoption.

Attachments:

Appendix No. 1 – Report on non-financial information of Budimex S.A. for 2023 presented for inspection during the Ordinary General Meeting, published on 10 April 2024 in the annual report for 2023 and on the website of Budimex S.A.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,172,211 /twenty-one million one hundred seventy-two thousand two hundred eleven/, votes “against” – 0 /zero/, votes “abstaining” – 3,982 /three thousand nine hundred eighty-two/.

Resolution No. 484

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the report on non-financial information of the Budimex Group for 2023

Pursuant to Art. 395 § 2 point 1 of the Commercial Companies Code in conjunction with Art. 49b sec. 1 and 9 of the Accounting Act and § 13 letter a) of the Company’s Articles of Association The Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The report on non-financial information of the Budimex Group for 2023 is approved, after prior consideration.

§ 2. The resolution shall enter into force on the date of its adoption.

Attachments:

Appendix No. 1 – Report on non-financial information of the Budimex Group for 2023 presented for inspection during the Ordinary General Meeting, published on 10 April 2024 in the annual report for 2023 and on the website of Budimex S.A.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,172,211 /twenty-one million one hundred seventy-two thousand two hundred eleven/, votes “against” – 0 /zero/, votes “abstaining” – 3,982 /three thousand nine hundred eighty-two/.

Resolution No. 485

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: consideration and approval of the financial statements of Budimex S.A. for the year ended 31 December 2023

Pursuant to Art. 395 § 2 point 1 in conjunction with Art. 393 item 1 of the Commercial Companies Code and Art. 53 sec. 1 of the Act of 29 September 1994. on accounting, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The Company’s financial statements for the year ended December 31, 2023 are hereby approved, subject to prior consideration. The financial statements include:

1. the statement of financial position prepared as at 31 December 2023, which on the assets side, as well as equity and liabilities, shows the amount of PLN 7,349,333 thousand (seven billion three hundred forty-nine million three hundred thirty-three thousand zlotys),

2. profit and loss account for the period from January 1st 2023 to December 31st 2023, showing a net profit of PLN 749,569 thousand (seven hundred and forty-nine million five hundred and sixty-nine thousand zlotys),

3. the statement of comprehensive income for the period from January 1st 2023 to December 31st 2023, showing total comprehensive income of PLN 746,971 thousand (seven hundred forty-six million nine hundred seventy-one thousand zlotys),

4. the statement of changes in equity for the period from January 1st 2023 to December 31st 2023, showing an increase in equity of PLN 287,685 thousand (two hundred eighty-seven million six hundred eighty-five thousand),

5. statement of cash flows for the period from January 1st 2023 to December 31st 2023, showing an increase in cash and cash of PLN 650,242 thousand (six hundred fifty million two hundred and forty-two thousand zlotys),

6. Additional information and explanations.

The financial statements of Budimex SA for the year ended 31 December 2023 have been audited by an independent statutory auditor and positively assessed by the Company’s Supervisory Board.

§ 2. The resolution shall enter into force on the date of its adoption.

Appendices – Financial statements of Budimex S.A. for the year ended 31 December 2023 and Report on the audit of the annual financial statements of Budimex S.A. for the year ended 31 December 2023, presented for inspection during the Ordinary General Meeting, published on 10 April 2024 in the annual report for 2023 and on the website of Budimex S.A.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,171,036 /twenty-one million one hundred seventy-one thousand thirty-six/, votes “against” – 1,175 /one thousand one hundred seventy-five/, “abstentions” – 3,982 /three thousand nine hundred eighty-two/.

Resolution No. 486

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: consideration and approval of the consolidated financial statements for the year ended 31 December 2023

Pursuant to Art. 395 § 5 of the Commercial Companies Code and Art. 63c sec. 4 of the Act of 29 September 1994. on accounting, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The consolidated financial statements of the Budimex Group for the year ended 31 December 2023 are hereby approved. The consolidated financial statements include:

1. consolidated statement of financial position prepared as at December 31st 2023, which on the assets side, as well as equity and liabilities, shows PLN 8,418,241 thousand (eight billion four hundred and eighteen million two hundred and forty-one thousand zlotys),

2. consolidated income statement for the period from 1 January 2023 to 31 December 2023, showing a net profit of PLN 746,065 thousand (seven hundred forty-six million sixty-five thousand zlotys),

3. consolidated statement of comprehensive income for the period from January 1st 2023 to December 31st 2023, showing total comprehensive income of PLN 739,586 thousand (seven hundred thirty-nine million five hundred eighty-six thousand zlotys),

4. consolidated statement of changes in equity for the period from January 1, 2023 to December 31, 2023, showing an increase in equity in the amount of PLN 270,843 thousand (two hundred seventy million eight hundred forty-three thousand zlotys),

5. consolidated statement of cash flows for the period from January 1st 2023 to December 31st 2023, showing an increase in cash and cash of PLN 656,484 thousand (six hundred fifty-six million four hundred eighty-four thousand zlotys),

6. Additional information and explanations.

The consolidated financial statements of the Budimex Group have been audited by an independent statutory auditor and have received a positive opinion from the Supervisory Board of Budimex S.A.

§ 2. The resolution shall enter into force on the date of its adoption.

Appendices Consolidated financial statements of the Budimex Group for the year ended 31 December 2023 and Report on the audit of the annual consolidated financial statements of the Budimex Group for the year ended 31 December 2023 presented for inspection during the Ordinary General Meeting, published on 10 April 2024 in the consolidated annual report for 2023 and on the website of Budimex S.A.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,171,036 /twenty-one million one hundred seventy-one thousand thirty-six/, votes “against” – 1,175 /one thousand one hundred seventy-five/, “abstentions” – 3,982 /three thousand nine hundred eighty-two/.

Resolution No. 487

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: distribution of profit for 2023

Pursuant to Art. 395 § 2 point 2 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. Net profit for the period from January 1, 2023 to December 31, 2023 in the amount of PLN 749,569,174.76 (in words: seven hundred forty-nine million five hundred sixty-nine thousand one hundred seventy-four zlotys and seventy-six groszy) increased by a part of the supplementary capital created from profits from previous years in the amount of PLN 161,600,022.86 (in words: one hundred sixty-one million six hundred thousand twenty-two zlotys and eighty-six groszy), which gives the total amount of PLN 911,169,197.62 (in words: nine hundred eleven million one hundred sixty-nine thousand one hundred ninety-seven zlotys and sixty-two grosze), it is decided to allocate PLN 35.69 gross (in words: thirty-five zlotys and sixty-nine groszy) per share for the payment of dividend.

‎§ 2. 1. The list of shareholders entitled to dividend for 2023 is set at 29 May 2024 (dividend date).

2. The dividend payment date is set for June 6, 2024.

§ 3. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/, votes “against” – 0 /zero/, votes “abstaining” – 0 /zero/.

Resolution No. 488

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to the President of the Management Board of Budimex S.A. – Mr Artur Popko, on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. With a positive assessment of the Company’s operations in 2023, at the request of the Supervisory Board, the President of the Management Board of Budimex S.A., Mr Artur Popko, is granted discharge in respect of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,168,695 /twenty-one million one hundred sixty-eight thousand six hundred ninety-five/, votes “against” – 239 /two hundred thirty-nine/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 489

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to the Member of the Management Board of Budimex S.A. – Mr Jacek Daniewski, on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. With a positive assessment of the Company’s operations in 2023, at the request of the Supervisory Board, a discharge is granted to the Member of the Management Board of Budimex S.A., Mr Jacek Daniewski, on account of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,168,695 /twenty-one million one hundred sixty-eight thousand six hundred ninety-five/, votes “against” – 239 /two hundred thirty-nine/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 490

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to the Member of the Management Board of Budimex S.A. – Mr Marcin Węgłowski, on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. With a positive assessment of the Company’s operations in 2023, at the request of the Supervisory Board, a discharge is granted to the Member of the Management Board of Budimex S.A., Mr Marcin Węgłowski, on account of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,168,695 /twenty-one million one hundred sixty-eight thousand six hundred ninety-five/, votes “against” – 239 /two hundred thirty-nine/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 491

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to the Member of the Management Board of Budimex S.A. – Ms Anna Karyś-Sosińska, on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. With a positive assessment of the Company’s operations in 2023, at the request of the Supervisory Board, a member of the Management Board of Budimex S.A., Ms Anna Karyś-Sosińska, is granted discharge in respect of the performance of her duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,168,695 /twenty-one million one hundred sixty-eight thousand six hundred ninety-five/, votes “against” – 239 /two hundred thirty-nine/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 492

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: granting discharge to the Member of the Management Board of Budimex S.A. – Mr Cezary Łysenko, in respect of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. With a positive assessment of the Company’s operations in 2023, at the request of the Supervisory Board, a discharge is granted to the Member of the Management Board of Budimex S.A., Mr Cezary Łysenko, on account of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,168,695 /twenty-one million one hundred sixty-eight thousand six hundred ninety-five/, votes “against” – 239 /two hundred thirty-nine/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 493

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Maciej Olek, Member of the Management Board of Budimex S.A., on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. With a positive assessment of the Company’s operations in 2023, at the request of the Supervisory Board, a discharge is granted to the Member of the Management Board of Budimex S.A., Mr Maciej Olek, on account of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,168,695 /twenty-one million one hundred sixty-eight thousand six hundred ninety-five/, votes “against” – 239 /two hundred thirty-nine/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 494

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Artur Pielech, Member of the Management Board of Budimex S.A., on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. With a positive assessment of the Company’s operations in 2023, a member of the Management Board of Budimex S.A., Mr Artur Pielech, is granted discharge in respect of the performance of his duties for the period from 1 January 2023 to 30 March 2023 (date of dismissal from the Management Board).————

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was not adopted in a secret ballot, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 7,770,221 /seven million seven hundred seventy thousand two hundred twenty-one/, votes “against” – 239 /two hundred thirty-nine/, “abstentions” – 13,405,733 /thirteen million four hundred five thousand seven hundred thirty-three/.

The Chairman of the Meeting stated that the above Resolution No. 494 did not obtain the required majority and was not adopted.

Resolution No. 495

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the report on the activities of the Supervisory Board of Budimex S.A. for 2023

Pursuant to Art. 395 § 5 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The report of the Supervisory Board of Budimex S.A. for 2023, attached to this resolution, is hereby approved, subject to prior consideration.

§ 2. The resolution shall enter into force on the date of its adoption.

Attachments:

Appendix No. 1 – Report of the Supervisory Board of Budimex S.A. for 2023.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 21,172,211 /twenty-one million one hundred seventy-two thousand two hundred eleven/, votes “against” – 0 /zero/, votes “abstaining” – 3,982 /three thousand nine hundred eighty-two/.

Resolution No. 496

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: giving an opinion on the report of the Supervisory Board of Budimex S.A. on the remuneration of members of the Management Board and the Supervisory Board of the Company

Pursuant to Art. 90g of sec. Article 6 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The Ordinary General Meeting gives a positive opinion on the report of the Supervisory Board of Budimex S.A. on the remuneration of members of the Management Board and the Supervisory Board of the Company, which is attached to this resolution.

§ 2. The resolution shall enter into force on the date of its adoption.

Attachments:

Appendix No. 1 – Report of the Supervisory Board of Budimex S.A. on the remuneration of members of the Management Board and the Supervisory Board of the Company together with the assessment of the statutory auditor.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 18,030,165 /eighteen million thirty thousand one hundred sixty-five/, votes “against” – 3,146,025 /three million one hundred forty-six thousand twenty-five/, “abstentions” – 3 /three/.

Resolution No. 497

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: granting discharge to Ms Danuta Dąbrowska, Member of the Supervisory Board of Budimex S.A., in respect of the performance of her duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. Ms Danuta Dąbrowska – Member of the Supervisory Board of Budimex S.A.discharge in respect of the performance of duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 498

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Marek Michałowski, Member of the Supervisory Board of Budimex S.A., on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. Mr Marek Michałowski, Member of the Supervisory Board of Budimex S.A., is hereby granting discharge to Mr Marek Michałowski, Member of the Supervisory Board of Budimex S.A., on account of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 499

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Juan Ignacio Gaston Najarro – Member of the Supervisory Board of Budimex S.A. in respect of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. Mr Juan Ignacio Gaston Najarro – Member of the Supervisory Board of Budimex S.A., is hereby granting discharge to fulfil his duties in respect of duties from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 500

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Igor Adam Chalupec – Member of the Supervisory Board of Budimex S.A., on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. Mr Igor Adam Chalupec, Member of the Supervisory Board of Budimex S.A., is hereby granting discharge from liability in respect of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 501

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Janusz Dedo – Member of the Supervisory Board of Budimex S.A. in respect of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The Company grants to Mr. Janusz Dedo – Member of the Supervisory Board of Budimex S.A.discharge in respect of the performance of duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, whereby

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),—————————————–

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 502

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Artur Kucharski – Member of the Supervisory Board of Budimex S.A., on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. Mr Artur Kucharski, Member of the Supervisory Board of Budimex S.A., is hereby granting discharge to Mr Artur Kucharski, Member of the Supervisory Board of Budimex S.A., on account of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital)

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 503

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Dariusz Jacek Blocher – Member of the Supervisory Board of Budimex S.A. on account of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. Mr Dariusz Jacek Blocher, Member of the Supervisory Board of Budimex S.A., is hereby granting discharge from discharge in respect of the performance of his duties for the period from 1 January 2023 to 27 April 2023 (date of resignation).

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 504

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Ignacio Aitor Garcia Bilbao, Member of the Supervisory Board of Budimex S.A., in respect of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The General Meeting of Bor S.A. grants discharge to Mr Ignacio Aitor Garcia Bilbao, Member of the Supervisory Board of Budimex S.A., in respect of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 505

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

concerning: granting discharge to Mr Mario Manuel Menendez Montoya, Member of the Supervisory Board of Budimex S.A., in respect of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The General Meeting of Borispo grants discharge to Mr Mario Manuel Menendez Montoya, Member of the Supervisory Board of Budimex S.A., on account of the performance of his duties for the period from 1 January 2023 to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 506

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: granting discharge to Ms. Silvia Rodriguez Hueso – Member of the Supervisory Board of Budimex S.A. in respect of the performance of his duties in 2023

Pursuant to Art. 395 § 2 point 3 of the Commercial Companies Code, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§ 1. The General Meeting of Borispo grants discharge to Ms Silvia Rodriguez Hueso, Member of the Supervisory Board of Budimex S.A., on account of the performance of his duties for the period from 1 April 2023 (date of appointment to the Supervisory Board) to 31 December 2023.

§ 2. The resolution shall enter into force on the date of its adoption.

The Chairman stated that the above resolution was adopted in a secret ballot, where:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes,

– votes “for” – 20,559,883 /twenty million five hundred fifty-nine thousand eight hundred eighty-three/, votes “against” – 609,051 /six hundred nine thousand fifty-one/, “abstentions” – 7,259 /seven thousand two hundred fifty-nine/.

Resolution No. 507

of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: adoption of the remuneration policy for members of the Management Board and Supervisory Board of Budimex S.A.

Pursuant to Art. 90e sec. 4 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, the Ordinary General Meeting of Budimex S.A. resolves as follows:

§1. As a result of the review of the Remuneration Policy for Members of the Governing Bodies of Budimex S.A. adopted by Resolution No. 386 of the Ordinary General Meeting of Budimex S.A. of 18 June 2020, the Remuneration Policy for Members of the Management Board and Supervisory Board of Budimex S.A., included in the appendix to this resolution, is adopted. The attachment is an integral part of this resolution.

§2. The resolution shall enter into force on the date of its adoption.

Attachments:

Appendix No. 1 – Remuneration Policy for Members of the Management Board and Supervisory Board of Budimex S.A.

The Chairman stated that the above resolution was adopted in an open vote, whereby:

– number of shares from which valid votes were cast 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ shares (i.e. 82.95% /eighty-two whole ninety-five hundredths of a percent/ share capital),

– total number of valid votes – 21,176,193 /twenty-one million one hundred seventy-six thousand one hundred ninety-three/ votes

– votes “for” – 15,493,937 /fifteen million four hundred ninety-three thousand nine hundred thirty-seven/, votes “against” – 5,682,256 /five million six hundred eighty-two thousand two hundred fifty-six/, “abstentions” – 0 /zero/.

Remuneration policy for members of the Management Board and Supervisory Board of Budimex S.A. 2024

23 BDX Raport_Ocena_Sprawozdania_o_Wynagrodzeniach.T

Resolution No. 418 – annual report of the Supervisory Board for 2023

Report of the Supervisory Board on remuneration

23 May 2024
Current report No. 42/2024

The Management Board of Budimex S.A. informs that the Ordinary General Meeting of Budimex S.A. on 23 May 2024. adopted Resolution No. 487 on the payment of dividend for 2023 in the amount of PLN 911,169,197.62 covering net profit for the period from January 1, 2023 to December 31, 2023 in the amount of PLN 749,569,174.76 and part of the supplementary capital created from profits from previous years in the amount of PLN 161,600,022.86.

The dividend was paid on all shares of Budimex S.A., i.e. 25,530,098 shares, which gives PLN 35.69 gross per share.

The list of shareholders entitled to dividend for 2023 was set at 29 May 2024 (dividend date).

The dividend payment date is set for June 6, 2024.

22 May 2024
Current report No. 41/2024

The Management Board of Budimex SA informs that on 22.05.2024. an agreement was concluded between Budimex SA and Polskie Sieci Elektroenergetyczne (PSE) for the “Expansion and modernisation of the Piła Krzewina substation along with the switching of the 400 kV Piła Krzewina-Plewiska line track operating at 220 kV to 400 kV” – procedure number 2023/WNP-0223.

Information that our offer has been selected as the most advantageous was published on 14.02.2024. in current report No. 9/2024

The total value of the contract is PLN 188,722,000 net, including

Basic scope PLN 183,031,067.96 net

Value of option no. 1: PLN 3,843,652.43 net

Value of option no. 2: PLN 1,647,279.61 net

Value of the supervision option: PLN 200,000 net.

Date of commencement of works: from the date of conclusion of the Contract

Date of completion of works: 45 months from the date of conclusion of the Contract (47 months if the Ordering Party exercises the Right of Option No. 2)

Warranty period: 5 years

Warranty period: 5 years

Advance payment: 10% of the salary of the basic scope

Payment terms: 21 days from the date of delivery of a correctly issued VAT invoice to the Ordering Party by

Artist

Performance bank guarantee: 5% of the Remuneration including VAT

Maximum value of contractual penalty paid by the Contractor: 20% of the net remuneration.

The Ordering Party has the right to seek compensation on general terms if the amount of damage exceeds the agreed contractual penalty up to 100% of the net Remuneration.

Other contractual conditions do not deviate from market standards.

The value of the offering does not exceed the threshold of PLN 196,030 thousand. PLN net, however, due to the Issuer’s treatment of the information as confidential on 14.02.2024. We inform you about the next stage of the proceedings.

22 May 2024
Current report No. 40/2024

The Management Board of Budimex S.A. announces that on 22 May 2024 an agreement was concluded between the General Directorate for National Roads and Motorways, Łódź Branch and Budimex S.A. for: Design and construction of the S12 expressway, section border of the province. Łódzkie – Radom Południe junction (without the junction) section 1 gr. voivodship. Łódź – Przysucha junction (without the junction).

The information that the bid of Budimex S.A. was rated the highest in the tender procedure and selected as the most advantageous was published on 18.01.2024. in current report No. 4/2024 and on 16.02.2024. in current report No . 10/2024.


Contract value:
PLN 367,554,821.00 net

Contract start date: Date of conclusion of the contract by both parties


Contract completion date:
43 months from the conclusion of the contract

The time of completion of the Works does not include winter periods (i.e. from 16 December to 15 March). Winter periods (i.e. from 16 December to 15 March) are included in the time covered by the design.

Warranty period for major works: up to 15 years

Warranty period: 60 months from the date indicated in the Takeover Certificate

Down payment: from 1% to 10% of the Accepted Gross Contract Amount

Payment terms: up to 30 days from the date of delivery of a correctly issued VAT invoice by the Contractor to the Ordering Party


Bank guarantee of good performance:
10% of the gross price stated in the offer


Maximum value of contractual penalty paid by the Contractor:
20% of the Accepted Net Contract Amount

The Ordering Party reserves the right to demand supplementary compensation transferring the amount of contractual penalties to the amount of the actual damage suffered, arising or likely to arise in connection with non-performance or improper performance of the contract by the Contractor.

Other contractual conditions do not deviate from market standards.

The value of the offering exceeds the threshold of 196,030 thousand. PLN net.

07 May 2024
Current report no. 39/2024

The Management Board of Budimex S.A. announces that on 7 May 2024, the General Directorate for National Roads and Motorways, Branch in Lublin, informed the Company that its bid had been awarded the highest score in the tender procedure for: “DESIGN AND CONSTRUCTION OF THE S17 PIASKI – HREBENNE EXPRESS ROAD, SECTION 3: “KRASNYSTAW PÓŁNOC” JUNCTION (“KRASNYSTAW I”) WITH THE JUNCTION – “IZBICA” JUNCTION (“TARZYMIECHY”) WITH THE JUNCTION”.

The aforementioned information does not mean selecting the bid of Budimex S.A. as the most advantageous one, because the procedure concerning the bid evaluation has not yet been finally completed.

 

 Bid value: PLN 781,745,752.00 net   

                        

Works commencement date: from the date of contract conclusion by both parties

 

Works completion date: 39 months from the date of contract execution (the implementation time does not include winter periods)

 

 Guarantee period for the main works: 15 years

 

 Warranty period: 60 months from the date indicated in the Work Acceptance Certificate

 

 Advance payment: from 1% to 10% of the Accepted Gross Contract Amount

 

Payment terms: within 30 days of the date of delivery of VAT invoices to the Employer, issued for the amounts certified in Payment Certificates

 

Bank performance bond: 10% of the Accepted Gross Contract Amount

 

Maximum amount of contractual penalty paid by the Contractor: 20% of the Accepted Net Contract Amount

 

The Employer reserves the right to demand supplemental damages in excess of contractual penalties up to the amount of actual loss that was incurred or could be incurred due to the non-performance or improper performance of the Contract by the Contractor.

 

Other terms and conditions of the contract do not differ from the market standards.

 

The bid value exceeds the threshold of PLN 196,030 thousand net.

22 Apr 2024
Current report no. 38/2024_K

With reference to report No 37/2024 of 22 April 2024 on convening the Ordinary General Meeting of Budimex SA, the Management Board of Budimex SA hereby communicates the content of draft resolutions for the Ordinary General Meeting convened on 23 May this year:

 

draft

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: election of the Chairperson of the Ordinary General Meeting

The Ordinary General Meeting of Budimex S.A. adopts the following resolution.

§1 The Ordinary General Meeting appoints Ms/Mr ……………………. as Chairperson of the Ordinary General Meeting.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: election of the Ballot Counting Committee

The Ordinary General Meeting of Budimex S.A. adopts the following resolution.

§1 The Annual General Meeting appoints a Ballot Counting Committee composed of:

‎1.Ms/Mr ……………………………………

‎2.Ms/Mr ………………………….‎

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024 on: adoption of the meeting agenda

The Ordinary General Meeting of Budimex S.A. adopts the following resolution.

§1 The Annual General Meeting adopts the following agenda:

  1. Opening of the Annual General Meeting.
  2. Election of the Chairperson of the Ordinary General Meeting
  3. Confirmation that the Annual General Meeting has been duly convened and has the capacity to adopt resolutions.
  4. Election of the Ballot Counting Committee.
  5. Adoption of the agenda.
  6. Presentation and consideration of the report on the activities of the Budimex Group and Budimex S.A. for the year 2023, the financial statements of Budimex S.A. for the year ended 31 December 2023, together with the report on the audit of the annual financial statements of Budimex S.A. for the year ended 31 December 2023 and the consolidated financial statements of the Budimex Group for the year ended 31 December 2023, together with the report on the audit of the annual consolidated financial statements for the year ended 31 December 2023.
  7. Presentation and consideration of the report on non-financial information of Budimex S.A. for 2023 and the report on non-financial information of the Budimex Group for 2023.
  8. Presentation of the report of the Supervisory Board on the remuneration of the members of the Management Board and the Supervisory Board for 2023.
  9. Presentation and consideration of the report of the Supervisory Board of Budimex S.A., including the results of the assessment of the Management Board’s reports on the activities and financial statements for the financial year 2023 and the Management Board’s proposal on the distribution of profit, as well as the assessment of the Company’s situation.
  10. Presentation of the draft remuneration policy for members of the Management and Supervisory Board of Budimex S.A., together with the recommendation of the Company’s Supervisory Board as regards its adoption by the Ordinary General Meeting.
  11. Adopting resolutions on the following issues:
    11.1 consideration and approval of the report on the activities of the Budimex Group and Budimex S.A. for the year 2023.
    11.2 consideration and approval of the report on non-financial information of Budimex S.A. for the year 2023.
    11.3 consideration and approval of the report on non-financial information of the Budimex Group for 2023.
    11.4 consideration and approval of the financial statements of Budimex S.A. for the year ended 31 December 2023.
    11.5 consideration and approval of the consolidated financial statements of Budimex S.A. for the year ended 31 December 2023.
    11.6 distribution of profit for 2023.
    11.7 granting the members of the Management Board of Budimex S.A. a vote of approval for the performance of their duties in 2023.
    11.8 consideration and approval of the report on the activities of the Supervisory Board of Budimex S.A. for 2023.
    11.9 assessment of the report of the Supervisory Board of Budimex S.A. on remuneration of the members of the Management Board and the Supervisory Board of the Company.
    11.10 granting a vote of approval for the performance of their duties to the members of the Supervisory Board for the fulfilment of their duties in 2023.
    11.11 adoption of the remuneration policy for members of the Management and Supervisory Board of Budimex S.
  12.  Closing of the Meeting.

    §2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 482‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the report on the activities of the Budimex Group and Budimex S.A. for the year 2023.

Pursuant to Article 395 § (2) item 1 in conjunction with Article 393 item 1 of the Code of Commercial Companies and § 13(a) of the Company’s Articles of Association, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The report on the activities of the Budimex Group and the Company Budimex S.A. for the year 2023 is approved, after prior review.

§2. The resolution shall enter into force on the date of its adoption.

Appendixes:

Appendix No. 1 – Report on the activities of the Budimex Group and Budimex S.A. for 2023 presented for inspection during the Annual General Meeting, published on 10 April 2024 in the annual report for 2023 and on the Budimex S.A. website.

 

draft

Resolution No. 483‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024.

on: consideration and approval of the report on non-financial information of Budimex S.A. for the year 2023.

Pursuant to Article 395 § (2) item 1 of the Code of Commercial Companies and in connection with Art. 49b (1) and (9) of the Accounting Act and § 13 (a) of the Company’s Articles of Association, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The report on non-financial information of Budimex S.A. for the year 2023 is approved, subject to prior review.

§2 The resolution shall enter into force on the date of its adoption.

Appendixes:

Appendix No. 1 – Report on non-financial information of Budimex S.A.  for 2023 presented for inspection during the Annual General Meeting, published on 10 April 2024in the annual report for 2023 and on the Budimex S.A. website.

 

draft

Resolution No. 484‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the report on non-financial information of Budimex Group for the year 2023.

Pursuant to Article 395 § (2) item 1 of the Code of Commercial Companies and in connection with Art. 49b (1) and (9) of the Accounting Act and § 13 (a) of the Company’s Articles of Association, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The report on non-financial information of Budimex Group for the year 2023 is approved, subject to prior review.

§2. The resolution shall enter into force on the date of its adoption.

Appendixes:

Appendix No. 1 – Report on non-financial information of Budimex Group  for 2023 presented for inspection during the Annual General Meeting, published on 10 April 2024in the annual report for 2023 and on the Budimex S.A. website.

‎ ‎

draft

Resolution No. 485‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the financial statements of Budimex S.A. for the year ended 31 December 2023.

Pursuant to Article 395 § (2) item 1 in conjunction with Article 393 item 1 of the Code of Commercial Companies and Article 53(1) of the Accounting Act, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The financial statements of the Company for the year ended 31 December 2023 are approved, subject to review. The financial statements comprise:

  1. the statement of financial position as at 31 December 2023, which shows on the assets side as well as on the equity and liabilities side the amount 7.349.333 thousand zlotys,
  2. the profit and loss account for the period from 1 January 2023 to 31 December 2023, showing a net profit of 749.569 thousand zlotys,
  3. the statement of comprehensive income for the period from 1 January 2023 to 31 December 2023 showing a total comprehensive income of 746.971 thousand zlotys,
  4. the statement of changes in equity for the period from 1 January 2023 to 31 December 2023, showing a increase in equity in the amount of 287.685 thousand zlotys,
  5. the statement of cash flows for the period from 1 January 2023 to 31 December 2023, showing a increase in cash in the amount of 650.242 thousand zlotys,
  6. additional information and explanations.

The financial statements of Budimex SA for the year ended 31 December 2023 were audited by an independent statutory auditor and positively reviewed by the Company’s Supervisory Board.

§2. The resolution shall enter into force on the date of its adoption.

Appendices – The financial statements of Budimex S.A. for the year ended 31 December 2023 and the Audit Report on the annual financial statements of Budimex S.A. for the year ended 31 December 2023 presented for inspection during the Annual General Meeting, published on 10 April 2024 in the annual report for 2023 and on the Budimex S.A. website.

 

draft

Resolution No. 486‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the consolidated financial statements for the year ended 31 December 2023.

Pursuant to Art.  395 § 5 of the Commercial Companies Code and Art. 63c (4) of the Accounting Act of 29 September 1994, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The consolidated financial statements of the Budimex Group for the year ended 31 December 2023 are approved, subject to review. The consolidated financial statements comprise:

  1. the consolidated statement of financial position as of 31 December 2023, which shows on the assets side as well as on the equity and liabilities side the amount 8.418.241 thousand zlotys,
  2. the consolidated profit and loss account for the period from 1 January 2023 to 31 December 2023, showing a net profit of 746.065 thousand zlotys,
  3. the consolidated statement of comprehensive income for the period from 1 January 2023 to 31 December 2023 showing a total comprehensive income of 739.586 thousand zlotys,
  4. the consolidated statement of changes in equity for the period from 1 January 2023 to 31 December 2023, showing a decrease/increase in equity in the amount of 270.843 thousand zlotys,
  5. the consolidated statement of cash flows for the period from 1 January 2023 to 31 December 2023, showing a decrease/increase in cash in the amount of 656.484 thousand zlotys,
  6. additional information and explanations.

The consolidated financial statements of the Budimex Group were audited by an independent statutory auditor and positively reviewed by the Budimex S.A. Supervisory Board.

§2. The resolution shall enter into force on the date of its adoption.

Appendices – The consolidated financial statements of Budimex Group for the year ended 31 December 2023 and the Audit Report on the annual consolidated financial statements of Budimex Group for the year ended 31 December 2023 presented for inspection during the Annual General Meeting, published on 10 April 2024 in the annual report for 2023 and on the Budimex S.A. website.

 

draft

Resolution No. 487

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: distribution of profit of 2023.

Pursuant to Article 395 § (2) item 2 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1. The net profit for the period from 1 January 2023 to 31 December 2023 in the amount of PLN 749.569.174,76 supplemented with a part of the amount of reserve capital created from profits from previous years in amount of PLN 161.600.022,86, which gives a total amount of PLN 911,169,197.62, it is decided to allocate for the payment of dividend in the amount of PLN 35,69 gross per share.

§2. 1 The list of shareholders entitled to dividends for 2023 is established as at 29.05.2024 (dividend day).

2. The dividend payment date is set at 06.06.2024.

§3. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 488‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for the performance of the duties in year 2023 of the President of the Management Board of Budimex S.A., Mr Artur Popko.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 Upon a positive evaluation of the Company’s activities in 2023, at the request of the Supervisory Board, the vote of approval for the performance of his duties is granted to the President of the Management Board of Budimex S.A. – Mr Artur Popko for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 489‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Management Board – Mr Jacek Daniewski for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 2 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 Upon a positive evaluation of the Company’s activities in 2023, at the request of the Supervisory Board, the vote of approval for the performance of his duties is granted to the Member of the Management Board of Budimex S.A. – Mr Jacek Daniewski for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 490‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Management Board – Mr Marcin Weglowski for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 2 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 Upon a positive evaluation of the Company’s activities in 2023, at the request of the Supervisory Board, the vote of approval for the performance of his duties is granted to the Member of the Management Board of Budimex S.A. – Mr Marcin Węgłowski for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 491‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Management Board – Ms Anna Karyś-Sosińska for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 2 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 Upon a positive evaluation of the Company’s activities in 2023, at the request of the Supervisory Board, the vote of approval for the performance of her duties is granted to the Member of the Management Board of Budimex S.A. – Ms Anna Karyś-Sosińska for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 492‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Management Board – Mr Cezary Łysenko for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 2 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 Upon a positive evaluation of the Company’s activities in 2023, at the request of the Supervisory Board, the vote of approval for the performance of his duties is granted to the Member of the Management Board of Budimex S.A. – Mr Cezary Łysenko for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 493‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Management Board – Mr Maciej Olek for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 2 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 Upon a positive evaluation of the Company’s activities in 2023, at the request of the Supervisory Board, the vote of approval for the performance of his duties is granted to the Member of the Management Board of Budimex S.A. – Mr Maciej Olek for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 494‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Management Board – Mr Artur Pielech for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 2 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 Upon a positive evaluation of the Company’s activities in 2023, the vote of approval for the performance of his duties is granted to the Member of the Management Board of Budimex S.A. – Mr Artur Pielech for the period from 1 January 2023 to 30 Martch 2023 (date of dismissal from the Management Board).

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 495‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: consideration and approval of the report on the activities of the Supervisory Board of Budimex S.A. for the year 2023.

Pursuant to Art.  395 § (5) of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The report of the Supervisory Board of Budimex S.A. for the year 2023, attached as an appendix to this resolution, is approved, subject to prior consideration.

§2. The resolution shall enter into force on the date of its adoption.

Appendixes:

Appendix 1 – Budimex S.A. Supervisory Board Report for 2023.

 

draft

Resolution No. 496‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: assessment of the report of the Supervisory Board of Budimex S.A. on remuneration of the members of the Management Board and the Supervisory Board of the Company.

Pursuant to Article 90g (6) of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The Ordinary General Meeting expresses a positive opinion on the report of the Supervisory Board of Budimex S.A. on remuneration of the members of the Management Board and the Supervisory Board of the Company, which is attached as an appendix to this resolution.

§2. The resolution shall enter into force on the date of its adoption.

Appendixes:

Appendix No. 1 – Report of the Supervisory Board of Budimex S.A. on remuneration of the members of the Management Board and the Supervisory Board of the Company together with the auditor’s assessment.

 

draft

Resolution No. 497‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Ms Danuta Dąbrowska

for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§ 1.The vote of approval for the performance of her duties is granted to the Member of the Supervisory Board of Budimex S.A. – Ms Danuta Dąbrowska for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 498‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Marek Michałowski for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Marek Michałowski for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 499‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Juan Ignacio Gastón Najarro for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Juan Ignacio Gastón Najarro for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 500‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Igor Adam Chalupec for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Igor Adam Chalupec for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 501‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Janusz Dedo for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Janusz Dedo for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 502‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Artur Kucharski for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Artur Kucharski for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 503‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Dariusz Jacek Blocher for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Dariusz Jacek Blocher for the period from 1 January 2023 to 27 April 2023 (date of resignation).

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 504‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Ignacio Aitor García Bilbao for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Ignacio Aitor García Bilbao for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 505‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Mr Mario Manuel Menéndez Montoya for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of his duties is granted to the Member of the Supervisory Board of Budimex S.A. – Mr Mario Manuel Menéndez Montoya for the period from 1 January 2023 to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 506‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

On: a vote of approval for Member of the Supervisory Board of Budimex S.A. – Ms Silvia Rodríguez Hueso for the performance of the duties in year 2023.

Pursuant to Article 395 § (2) item 3 of the Code of Commercial Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 The vote of approval for the performance of her duties is granted to the Member of the Supervisory Board of Budimex S.A. – Ms Silvia Rodríguez Hueso for the period from 1 April 2023 (date of appointment to the Board) to 31 December 2023.

§2. The resolution shall enter into force on the date of its adoption.

 

draft

Resolution No. 507‎

Resolution of the Ordinary General Meeting of Budimex S.A.

of 23 May 2024

on: adoption of the remuneration policy for members of the Management and Supervisory Boards of Budimex S.A.

Pursuant to Article 90e (4) of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, the Ordinary General Meeting of Budimex S.A. decrees as follows:

§1 As a result of the review of the Remuneration Policy for Members of the Management and Supervisory Board of Budimex S.A. adopted by Resolution No. 386 of the Ordinary General Meeting of Budimex S.A. of 18 June 2020, the Remuneration Policy for Members of the Management and Supervisory Board of Budimex S.A. contained in the attachment to this resolution is adopted. The attachment constitutes an integral part of this resolution.

§2 The resolution shall enter into force on the date of its adoption.

Appendixes:
Appendix no. 1 – Remuneration policy for members of the Management and Supervisory Boards of Budimex S.A.

 

ESPI Current Report No. 38/2024 of 22 April 2024, has been corrected to include the missing appendix “Report of the independent auditor on the performance of the service providing reasonable assurance on the evaluation of the remuneration report”. There were no changes in the content of current report No. 38/2024 itself.


Uchwała Nr 418 – roczne sprawozdanie RN za 2023
Sprawozdanie RN o wynagrodzeniach
23 BDX Raport_Ocena_Sprawozdania_o_Wynagrodzeniach.T
Polityka wynagrodzeń członków Zarządu i Rady Nadzorczej Budimex S.A. 2024

22 Apr 2024
Current report no. 37/2024

The Management Board of Budimex S.A. with its registered office in Warsaw (01-204 Warsaw), ul. Siedmiogrodzka 9, a company entered in the register of entrepreneurs kept by the District Court for the capital city of Warsaw in Warsaw, 13th Division of the National Court Register under the number 1764, share capital in the amount of PLN 127,650,490, paid-up in full, NIP (TAX ID No) 526 10 03 187, hereby convenes the Ordinary General Meeting (hereinafter abbreviated as “OGM”) on 23 May 2024 at 10:00 a.m. at the Company’s registered office in Warsaw, at ul. Siedmiogrodzka 9 (3rd floor, room 3.01, part of the building located to the left of the reception desk). The agenda of the meeting shall be as follows:

  1. Opening of the Ordinary General Meeting.
  2. Election of the Chairperson of the Ordinary General Meeting.
  3. Acknowledgement of due convention of the Ordinary General Meeting and its capacity to adopt resolutions.
  4. Election of the Returning Committee.
  5. Adoption of the agenda.
  6. Presentation and review of the report on the operations of the Budimex Group and Budimex S.A. for 2023, the financial statements of Budimex S.A. for the year ended on 31 December 2023 together with a report on the audit of the annual financial statements of Budimex S.A. for the year ended on 31 December 2023, as well as the consolidated financial statements of the Budimex Group for the year ended on 31 December 2023 together with a report on the audit of the annual consolidated financial statements for the year ended on 31 December 2023.
  7. Presentation and review of the report on non-financial information of Budimex S.A. for 2023 and the report on non-financial information of the Budimex Group for 2023.
  8. Presentation of the Supervisory Board’s report on the remuneration of members of the Management Board and the Supervisory Board for 2023.
  9. Presentation and review of the report of the Supervisory Board of Budimex S.A. including the results of the assessment of the Management Board reports on the operations and financial statements for the financial year 2023, motion of the Management Board concerning distribution of profit, as well as the assessment of the Company’s situation.
  10. Presentation of the draft policy for remunerating members of the Management Board and the Supervisory Board of Budimex S.A. together with the recommendation of the Company’s Supervisory Board as regards its adoption by the Ordinary General Meeting.
  11. Adoption of resolutions regarding:

11.1 review and approval of the report on the operations of the Budimex Group and Budimex S.A. for 2023,

11.2 review and approval of the report on non-financial information of Budimex S.A. for 2023

11.3 review and approval of the report on non-financial information of the Budimex Group for 2023,

11.4 review and approval of the financial statements of Budimex S.A. for the year ended on 31 December 2023,

11.5 review and approval of the consolidated financial statements of the Budimex Group for the year ended on 31 December 2023,

11.6 distribution of profit for 2023,

11.7 granting discharge to members of the Management Board of Budimex S.A. for the performance of their duties in 2023,

11.8 review and approval of the report on the operations of the Supervisory Board of Budimex S.A. for 2023,

11.9 giving an opinion on the report of the Supervisory Board of Budimex S.A. on the remuneration of members of the Company’s Management Board and Supervisory Board,

11.10 granting discharge to members of the Supervisory Board for the performance of their duties in 2023,

11.11  adoption of the policy for remunerating members of the Management Board and Supervisory Board of Budimex S.A.

  1. Closing of the Meeting.

Acting pursuant to Article 402 [2] of the Code of Commercial Companies, the Management Board of Budimex S.A. hereby notifies shareholders of the procedures to be applied in respect of the OGM as regards participating in the OGM and exercising voting rights:


1.
A shareholder’s right to demand placing certain matters on the agenda of the OGM:

A shareholder or shareholders representing at least one twentieth of the Company’s share capital are entitled to request particular items to be put on the agenda of the OGM. The request should be submitted to the Management Board of the Company not later than twenty one days prior to the scheduled date of the OGM. The request should contain a justification or a draft resolution concerning the proposed item of the agenda. The request may be submitted in writing to the Company’s registered office (address: Budimex S.A., ul. Siedmiogrodzka 9, 01-204 Warsaw) or in electronic form to the email address: walnezgromadzenie@budimex.pl.

The request should be accompanied by the documents confirming one’s right to its submission. This means that a shareholder or shareholders referred to in the first paragraph of this item should demonstrate that they hold the sufficient number of shares as at the date of submission of the request by attaching, for instance, a registered deposit certificate or a certificate issued by the entity keeping the securities account. In the case of natural persons, it is necessary to attach a copy of a shareholder’s identity document (a copy of ID card, passport or another document allowing to identify a shareholder). In the case of entities other than natural persons, it is necessary to attach a copy of an entry in the relevant register.

The Management Board is obliged to announce the changes introduced to the agenda upon the shareholders’ request immediately, but not later than eighteen days before the scheduled date of the OGM. 

Pursuant to Rule 4.6, second sentence, of the Code of Best Practice for WSE Listed Companies 2021 (“CBPLC 2021”), the Management Board will request the shareholder(s) to provide a justification of the proposed resolution, unless it has been previously presented by them. Pursuant to Rule 4.8 of the CBPLC 2021, the draft resolution and the justification should be submitted by the shareholder(s) no later than 3 days before the date of the OGM, so as to make it easier for shareholders attending the OGM to vote on the resolutions with due discernment.


2.
A shareholder’s right to submit draft resolutions concerning matters placed on the agenda of the OGM or matters that are to be placed on the agenda before the date of the OGM: 

Before the date of the OGM, a shareholder or shareholders representing at least one twentieth of the Company’s share capital are entitled to submit to the Company’s registered office in writing (address: Budimex S.A., ul. Siedmiogrodzka 9, 01-204 Warsaw) or by means of electronic communication (the aforesaid email address walnezgromadzenie@budimex.pl) draft resolutions concerning matters that have been placed or are to be placed on the agenda of the OGM. The Company will immediately publish the draft resolutions on its website.

The draft resolutions should be accompanied by the documents confirming a shareholder or shareholders’ right to the submission of the same. This means that a shareholder or shareholders referred to in the first paragraph of this item should demonstrate that they hold the sufficient number of shares as at the date of submission of the request by attaching, for instance, a registered deposit certificate or a certificate issued by an entity keeping the securities account. In the case of natural persons, it is necessary to attach a copy of a shareholder’s identity document (a copy of ID card, passport or another document allowing to identify the shareholder). In the case of entities other than natural persons, it is necessary to attach a copy of an entry in the relevant register.

Pursuant to Rule 4.6 and 4.8 of the CBPLC 2021, the draft resolution and the justification should be submitted by the shareholder(s) no later than 3 days before the date of the OGM, so as to make it easier for shareholders attending the OGM to vote on the resolutions with due discernment.

3. A shareholder’s right to submit draft resolutions concerning the matters placed on the agenda during the OGM: 

Each shareholder may submit draft resolutions concerning the matters placed on the agenda at the OGM.

4. Manner of exercising voting rights by proxy, including in particular the forms used when voting by proxy and the manner of notifying the Company of the appointment of a proxy by means of electronic communication:

A shareholder may participate in the OGM and vote in person (in such a case, natural persons should present documents confirming their identity, e.g. an ID card, passport; representatives of shareholders other than natural persons should present valid copies of entries in the relevant registers, listing the authorised representatives of such entities who will appear at the OGM as representatives of such shareholders) or by proxy. 

A member of the Management Board, member of the Supervisory Board, employee of Budimex S.A., member of corporate bodies or employee of a subsidiary of Budimex S.A. may be appointed as proxy for the OGM. In such a case, the power of proxy may authorise its holder to represent the principal at one general meeting only and granting of substitute powers of proxy is excluded. The proxy is obliged to disclose to the shareholder any circumstances leading to any actual or potential conflict of interest. Such a proxy shall vote according to the instructions received from the shareholder.

A shareholder may not, either personally or by proxy, vote on adopting resolutions concerning his/her liability towards the Company, however it arises; this includes voting on the grant of discharge for the performance of his/her duties, the release from obligation towards the Company or a dispute between him/her and the Company. The shareholder may vote on resolutions concerning him/her referred to in the previous sentence as a proxy. In such a case, the rules described in the previous paragraph shall apply accordingly. 

A proxy exercises all rights of the shareholder at the OGM, unless the content of the power of proxy provides for otherwise.

A proxy may grant a substitute power of proxy if this is stipulated in the content thereof, which – as indicated above – does not apply to a situation where the proxy is a member of the Management Board, a member of the Supervisory Board, an employee of Budimex S.A. or a member of corporate bodies or an employee of a subsidiary of Budimex S.A.

A proxy may represent more than one shareholder and vote separately from shares held by each of them.

A shareholder holding shares recorded on a collective account may appoint separate proxies for exercising the rights attached to shares recorded on such account. 

A shareholder holding shares recorded on more than one securities account may appoint separate proxies for exercising the rights attached to  shares recorded on each of the accounts.

The power of proxy to participate in the OGM and execute the right to vote must be granted in writing or in electronic form by sending the power of proxy to the email address walnezgromadzenie@budimex.pl. 

In the case of a power of proxy granted in written form, the proxy should present the original document of the power of proxy before the OGM commences, together with documents confirming empowerment of the persons signing the power of proxy to grant it – in the case of a chain of powers of proxy – together with documents confirming empowerment of the persons signing the powers of proxy to grant subsequent powers of proxy (e.g. copies of an entry in the relevant registers, ID documents, subsequent powers of proxy). 

A power of proxy in electronic form need not bear a qualified electronic signature. 

A power of proxy in electronic form should be formulated in a separate document signed by a shareholder or an authorised representative of a shareholder, sent as an attachment in PDF format (not password-protected) to the email address walnezgromadzenie@budimex.pl. A power of proxy in electronic form must be accompanied by the documents confirming the right of a given shareholder to participate in the OGM, as well as appropriate documents (ID card, passport, valid copy of an entry in the relevant register, a chain of powers of proxy – as is the case with a power of proxy granted in writing – rules described above) confirming the right of the person signing the power of proxy to represent the shareholder. The notice of granting a power of proxy in electronic form should include the shareholder’s telephone number and email address, as well as the proxy’s telephone number and email address to be used by Budimex S.A. to communicate with the shareholder and the proxy. 

Pursuant to Article 412[1] § 5 of the Code of Commercial Companies, Budimex S.A. shall take appropriate measures to identify a shareholder and a proxy in order to verify the validity of the power of proxy granted in electronic form. Consequently, before sending a power of proxy in electronic form to the address given above, shareholders of Budimex S.A. should take measures according to item 14 below,  and the power of proxy sent in electronic form must be delivered to the above email address (i.e. be received in the inbox of Budimex S.A.) by 22 May 2024, 3 p.m. at the latest.

The above rules regarding the granting of a power of proxy in writing or in electronic form apply accordingly in the event of the revocation of a power of proxy.

Sending the said documents to the above email address shall not release a proxy from the obligation to present the documents confirming his/her identity when drawing up the list of attendance of the shareholders entitled to participate in the OGM. 

Budimex S.A. stipulates that, in case of any doubts, before the commencement of the OGM, it may require that the originals of such documents or their copies certified by a notary or by another entity entitled to confirm conformity of documents with their originals be presented. If such documents are not presented, a proxy may not be allowed to participate in the OGM. 

The forms referred to in Article 402 [2] item 2(d) of the Code of Commercial Companies are available on the Company’s website, in the General Meetings of Budimex S.A. tab as from the date of convening the OGM. Budimex S.A. is not obliged to control whether proxies exercise voting rights in accordance with the instructions received from their principals (shareholders), including instructions contained in the said forms.

5. Pursuant to Article 402[2] items 2(e)-(g) of the Code of Commercial Companies in conjunction with Article 406[5] § 1 of the Code Commercial Companies and Article 411[1] § 1 of the Code of Commercial Companies, the Management Board of Budimex S.A. announces that it will not be possible to: (i) participate in the OGM by means of electronic communication, in particular, it will not be possible to communicate in real time whereby the participants are able to take the floor during the general meeting, when staying in a place other than the place of the OGM, and it will not be possible to exercise voting rights in person or through a proxy before or during the general meeting by means of electronic communication, (ii) exercise voting rights by correspondence (the Regulations of the General Meeting of Budimex S.A. do not provide for the possibility of casting votes at the General Meeting by correspondence).

 6. A shareholder’s right to ask questions regarding matters placed on the agenda of the general meeting: 

A shareholder has the right to ask questions regarding matters placed on the agenda of the OGM. 

A shareholder’s question including a request for information about the Company may be asked during the OGM, if such request is justified for the assessment of a matter on the agenda. The Company’s Management Board may provide information in writing outside the OGM if there are important reasons for it; the information shall be provided no later than within two weeks from the date of submitting the request during the OGM. 

A response is considered to be given if the relevant information is available on the Company’s website, in a section dedicated to asking questions by shareholders and providing them with answers.

The Management Board refuses to provide information if the information might harm the Company, its related company or a subsidiary, in particular by disclosing technical, commercial or organisational secrets of the enterprise.

A member of the Management Board may refuse to provide information if providing the same might form a basis for his/her criminal, civil or administrative liability.

7. Resolutions adopted at the OGM shall be voted on using wireless remote controllers. Persons authorised to participate in the OGM are requested to register and collect wireless remote controllers for voting directly by the entry to the meeting hall one hour before the start of the meeting.

 

 8. The date of registration of one’s participation in the OGM is 07 May 2024 (“Registration Date”). The right to participate in the OGM shall be vested only in persons who are shareholders of Budimex S.A. as at the Registration Date (Article 406 [1] section 1 of the Code of Commercial Companies). The date of registration of participation in the general meeting is the same for holders of bearer shares and registered shares. Pledgees and users with voting rights shall have the right to participate in the OGM if the establishment of a limited right in rem in their favour is registered in a securities account on the date of registration of participation in the OGM.

 

9At the request of a holder of the rights attached to shares in Budimex S.A. and a pledgee or user with voting rights, submitted not earlier than after the announcement of convening the OGM and not later than on the first weekday after the Registration Date, an entity keeping the securities account shall issue a registered certificate of the right to participate in the OGM. At the request of the holder of the rights attached to shares, the pledgee or the user, the certificate should indicate some or all shares registered on the securities account. The certificate shall contain:

1) (business) name, registered office, address and seal of the issuer and the certificate number;

2) the number of shares;

3) a separate identification of the shares (code) referred to in Article 55 of the Act on trading in financial instruments of 29 July 2005;

4) company (name), registered office and address of Budimex S.A.;

5) the nominal value of the shares;

6) full name or (business) name of the holder of the rights attached to the shares, pledgee or user;

7) registered office (place of residence) and address of the holder of the rights attached to the shares, pledgee or user;

8) the purpose of the certificate being issued;

9) information as to who is entitled to vote from the shares;

10) date and place of issue of the certificate;

11) signature of a person authorised to issue the certificate.

 

10.A list of persons entitled to participate in the OGM will be displayed for shareholders’ view three business days before the OGM, at the registered office of Budimex S.A. in Warsaw at ul. Siedmiogrodzka 9, 8th floor, room 8.08 (Monday – Wednesday, from 9:00 a.m. to 4:00 p.m.). A shareholder may request that the list of shareholders be sent to him/her free of charge, to his/her electronic delivery address or by email, indicating the address to which the list should be sent. Shareholders are advised to collect the certificate of the right to participate in the OGM and to check whether a given shareholder is included in the list of shareholders entitled to participate in the OGM.

 

11.A full text of the documentation to be presented to the OGM, as well as draft resolutions shall be available to persons authorised to participate in the OGM from the date of announcement of convening the OGM at the registered office of Budimex S.A. in Warsaw, at ul. Siedmiogrodzka 9, 8th floor, room 8.08, from Monday to Thursday from 9:00 a.m. to 4:00 p.m., and on Friday from 9:00 a.m. to 2:00 p.m., as well as on the Company’s website (www.budimex.pl, in particular in the Budimex S.A. General Meeting tab). 

Documents corresponding to the content of the Management Board’s report on the Company’s operations, the financial statements, the Supervisory Board’s report and the audit report will be issued to a shareholder upon his/her request, which may be made counting from the OGM convention date. The Company shall make these documents available without delay, but no later than within two business days from the date of the request. At the shareholder’s request, the documents shall be made available in electronic form, including by means of electronic communication.

12. The address of the website where information concerning the OGM is published is www.budimex.pl.

 

13. The OGM session will be transmitted online at a special link provided on the website of Budimex S.A. (www.budimex.pl).

 

14. In all the above-mentioned cases, before a shareholder uses the email address

walnezgromadzenie@budimex.pl

in connection with the OGM, the shareholder shall deliver to the Company’s registered office in Warsaw, ul. Siedmiogrodzka 9, a certificate bearing his/her own signature or the signature of an authorised representative of the shareholder, providing the email address from which messages will be sent to the Company’s email address given above. 

A shareholder must deliver documents confirming that he/she is actually a shareholder of the Company, as well as appropriate documents (valid copy of an entry in the relevant register) confirming the right of the person signing a certificate to represent the shareholder.

In the event of a breach of the obligation referred to in this item 14, messages and statements sent to the above-mentioned email address of Budimex S.A. shall not be taken into account.

Documents sent to the above email address shall be sent in PDF format, in Polish or accompanied by a sworn translation into Polish.

The risk of using the aforesaid electronic form of communication shall be borne by the shareholder.

 

15.Information on the processing of personal data is available on the Budimex S.A. website, at:

https://www.budimex.pl/pl/zrownowazony-rozwoj/bezpieczenstwo_informacji/certyfikaty/1371.html

or as a pdf file at www.budimex.pl, in the General Meeting of Budimex S.A. tab – 23.05.2024 item regarding the Information Obligation of Budimex S.A.

 

                                                                                                                                                                      Management Board of Budimex S.A.

Budimex in numbers

0

Budimex Group’s order backlog at the end of 2023 (PLN billion )

0

Budimex Group’s revenues in 2023 (PLN million )

0

EBIT of the Budimex Group in 2023 (PLN M )

0

completed construction contracts

Contact us!

Contact details of people responsible for communication with investors.

Michał Kielin

Head of Affairs Investor Relations and Analysis

Kamil Sochanek

Head of Affairs investor relations