The drafts of the resolutions for the XI OGSM - 29.06.2004
The Management Board of Stalexport SA informs that it intends to present the following resolutions at the XIth Ordinary General Meeting of Shareholders of STALEXPORT SA in Katowice dated June 29, 2004
Resolution no 1 (draft)
regarding the election of the Scrutinisers
The XIth Ordinary General Meeting of Shareholders decides ? according to the § 10a of the Regulations of the General Meeting of Shareholders ? not to elect Scrutinisers.
Simultaneously the Chairman of the XIth Ordinary General Meeting of Shareholders is authorised to sign the printed results of the voting.
Resolution no. 2 (draft)
on approval of the Management Board's report on the Company's operation for the financial year 2003
According to art. 393 item 1 of the Commercial Companies Code and § 24 passage 1 item 1 of the Company's Charter, the XIth Ordinary General Meeting of Shareholders approves the Management Board's report on the operation of the Company for the financial year 2003.
Resolution no. 3 (draft)
on the approval of the Company's financial statement for the financial year 2003
According to art. 393 item 1 of the Commercial Companies Code and § 24, passage 1, item 1 of the Company's Charter, the XIth Ordinary General Meeting of Shareholders approves the Financial Statement of the Company for the financial year 2003, verified by an auditor; which includes:
a) Introduction,
b) Balance Sheet as per December 31, 2003, showing both in credit and debit side the sum of PLN 559.352.086,23 (say: five hundred fifty nine million three hundred fifty two thousand eighty six 23/100),
c) Profit and Loss Account for the period from January 1 to December 31,2003 showing the net profit of PLN 39.677.777,42 (say: thirty nine million six hundred seventy seven thousand seven hundred seventy seven 42/100),
d) Statement of changes in the Shareholder's Equity, showing the negative Shareholder's Equity in the amount of PLN 56.725.129,11 (say: fifty six million seven hundred twenty five thousand one hundred twenty nine 11/100),
e) cash flow statement for the period from January 1 to December 31, 2003 showing an decrease in cash in the amount of PLN 1.426.652,81 (say: one million four hundred twenty six thousand six hundred fifty two 81/100 ),
f) Explanatory Notes.
Resolution no. 4 (draft)
on approval of the Management Board' report on the operation of STALEXPORT Group for the financial year 2003
According to art. 393 point 1 of the Commercial Companies Code and § 24, passage 1 item 6 of the Company?s Charter, the XIth Ordinary General Meeting of Shareholders approves the Management Board's report on the operation of STALEXPORT Group for the financial year 2003.
Resolution no. 5 (draft)
on approval of the Consolidated Financial Statement of STALEXPORT Capital Group for the financial year 2003
According to art.393 point 1 of the Commercial Companies Code and § 24 passage 1 item 6 of the Company?s Charter, the XIth Ordinary General Meeting of Shareholders approves, verified by an expert auditor, the Consolidated Financial Statement of STALEXPORT SA Capital Group for the financial year 2003 including:
a) introduction,
b) Consolidated Balance Sheet as per December 31, 2003, showing both in the credit and debit side the sum of PLN 839.159.369,51 (say: eight hundred thirty nine million one hundred fifty nine thousand three hundred sixty nine 51/100 ),
c) Consolidated Profit and Loss Account for the period from January 1 to December 31, 2003 showing the net profit of PLN 83.277.925,52 (say: eighty three million two hundred seventy seven thousand nine hundred twenty five 52/100 ),
d) Statement of changes in Consolidated Shareholders? Equity, showing the Equity of STALEXPORT SA Capital Group in the amount of PLN 370.277.393,55 (say: three hundred seventy million two hundred seventy seven three hundred ninety three 55/100)
e) Consolidated cash flow for the period from January 1 to December 31,2003 showing the cash increase by the amount of PLN 20.653.705,29 (say: twenty million six hundred fifty three thousand seven hundred five 29/100 ),
f) Explanatory Notes.
Resolution no. 6 (draft)
on granting the discharge to the Management Board member for the performance of his duties in the year 2003
According to art 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company's Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Emil Wąsacz - the President of the Board for the proper performance of his duties for the period from 01.01.2003 - 31.12. 2003.
Resolution no. 7 (draft)
on granting the discharge to the Management Board member for the performance of his duties in the year 2003
According to art 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company's Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Mieczysław Skołożyński ? the member of the Management Board for the proper performance of his duties for the period from 01.01.2003 to 31.12.2003.
Resolution no. 8(draft)
on granting the discharge to the Supervisory Board member for the performance of his duties in the year 2003
According to art 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company's Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Józef Okolski ? the Chairman of the Supervisory Board for the proper performance of his duties for the period from 01.01.2003 to 31.12.2003.
Resolution no. 9(draft)
on granting the discharge to the Supervisory Board member for the performance of his duties in the year 2003
According to art. 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company?s Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Przemysław Majka ? The vice-chairman Supervisory Board member for the proper performance of his duties for the period from 01.01.2003 till 31.12.2003.
Resolution no. 10(draft)
on granting the discharge to the Supervisory Board member for the performance of his duties in the year 2003
According to art. 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company?s Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Philippe Belot - Supervisory Board member for the proper performance of his duties for the period from 01.01.2003 till 31.12.2003.
Resolution no. 11(draft)
on granting the discharge to the Supervisory Board member for the performance of his duties in the year 2003
According to art. 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company?s Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Stanisław Bębenek ?Supervisory Board member for the proper performance of his duties for the period from 01.01.2003 till 31.12.2003.
Resolution no. 12 (draft)
on granting the discharge to the Supervisory Board member for the performance of his duties in the year 2003
According to art. 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company?s Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Lindsay Forbes ? Supervisory Board member for the proper performance of his duties for the period from 01.01.2003 till 31.12.2003.
Resolution no. 13 (draft)
on granting the discharge to the Supervisory Board member for the performance of his duties in the year 2003
According to art. 395 § 2 item 3 of the Commercial Companies Code and § 24 passage 1 item 3 of the Company?s Charter, the XIth Ordinary General Meeting of Shareholders grants the discharge to Antoni Magdoń ? Supervisory Board member for the proper performance of his duties for the period from 01.01.2003 till 31.12.2003.