Subject: Submission of a request to convene a General Meeting, along with Supervisory Board membership candidatures
Legal basis: Art. 17 section 1 MAR – inside information
The Management Board of CD PROJEKT S.A. with a registered office in Warsaw (the “Company”) hereby discloses information received today from Mr. Marcin Iwiński, the shareholder of the Company, representing more than one twentieth of the share capital of the Company, concerning his request to convene, by the Management Board of the Company, an Extraordinary General Meeting of the Company and to include in the agenda of the said Meeting, in particular:
(i) a vote on the following candidatures for membership of the Supervisory Board:
- Ms. Beata Cichocka-Tylman,
- Mr. David Gardner,
- Mr. Adam Kiciński,
- Professor Agnieszka Słomka-Gołębiowska;
(ii) dismissal of Mr. Marcin Iwiński from his position as incumbent Member of the Supervisory Board, and his reappointment, together with the remaining candidates, for a new joint four-year term of the Supervisory Board, beginning on 1 January 2025.
In connection with the submitted request, Mr. Marcin Iwiński has presented the following candidatures for the positions of Members of the Supervisory Board of the Company: his own and those of the above-mentioned persons and presented the relevant statements submitted by the candidates.
In accordance with statements filed with the Company:
- Ms. Beata Cichocka-Tylman, Professor Agnieszka Słomka-Gołębiowska and Mr. David Gardner meet independence criteria in the sense of Art. 129 section 3 of the Act of 11 May 2017 on licensed auditors, audit firms and public supervision (the “Act”) and Annex II to the Commission Recommendation of 15 February 2005 on the role of non-executive or supervisory directors of listed companies and on the committees of the (supervisory) board (2005/162/EC);
- Ms. Beata Cichocka-Tylman, Professor Agnieszka Słomka-Gołębiowska and Mr. David Gardner meet the criterion indicated in Art. 129 section 1 of the Act concerning possession of knowledge and skills in the scope of accounting or auditing financial statements;
- Ms. Beata Cichocka-Tylman, Mr. Marcin Iwiński, Mr. Adam Kiciński and Mr. David Gardner meet the criterion indicated in Art. 129 section 5 of the Act concerning possession of knowledge and skills in the scope of the Company’s business activity.
A copy of the request submitted by Mr. Marcin Iwiński to convene the Extraordinary General Meeting of the Company covering i.a. drafts of the resolutions together with their justifications, as well as the biographical notes and statements of the candidates are attached to this report.
Disclaimer: This English language translation has been prepared solely for the convenience of English speaking readers. Despite all the efforts devoted to this translation, certain discrepancies, omissions or approximations may exist. In case of any differences between the Polish and the English versions, the Polish version shall prevail. CD PROJEKT, its representatives and employees decline all responsibility in this regard.