The Board of Directors of IMS S.A. (“Company”, “Issuer”) informs that on 14 February 2019 it received information on the registration on 21 January 2019 by the District Court for the Capital City of Warsaw in Warsaw, 13th Commercial Division of the National Court Register (“Court”) of the redemption of Company’s own shares and decreasing its share capital as well as of amendments to the Articles of Association of IMS S.A.
The amount of the share capital of the Company after registering its decrease by the Court is PLN 637,456.62 (say: six hundred thirty-seven thousand, four hundred and fifty-six zloty 62/100).
The share capital is divided into 31.872.831 (thirty-one million, eight hundred and seventy-two thousand, eight hundred and thirty-one) series A bearer shares of a nominal value of PLN 0.02 (two grosz) each.
The registration of the change in the amount of share capital was made in connection with Resolution No. 5 of the Extraordinary Shareholder Meeting of IMS Spółka Akcyjna (joint stock company) of 29 November 2018 under which the share capital was decreased from PLN 669,997.98 (six hundred sixty-nine thousand, nine hundred and ninety-seven 98/100) by the amount of PLN 32,541.36 (thirty-two thousand, five hundred and forty-one 36/100) by means of redemption of 1,627,068 (one million, six hundred and twenty-seven thousand, sixty-eight) Company’s shares giving right to 1,627,068 votes, representing 4.86% of the share capital and giving right to 4.86% votes in the General Meeting.
The redemption of 1,627,068 Company’s shares which the Company obtained against consideration under the authorisation of the Board of the Company to acquire own shares pursuant to:
– resolution No. 19 of the Annual General Meeting of the Company of 9 June 2016,
– resolution No. 19 of the Annual General Meeting of the Company of 25 May 2017 in connection with resolution No. 26 of the Annual General Meeting of the Company of 6 June 2018,
and adopted by the Board of the Directors of the Company Company’s Own Share Buy-back Programmes pursuant to:
– resolution No.1 of the Board of Directors of the Company of 26 September 2016,
– resolution No. 1 of the Board of Directors of the Company of 13 February 2018 revised with resolution No. 1 of the Board of Directors of the Company of 29 June 2018,
was carried out with the consent of the shareholders (voluntary redemption) pursuant to Resolution No. 4 of the Extraordinary Shareholder Meeting of IMS Spółka Akcyjna of 29 November 2018.
At the same time, pursuant to Resolution No.6 of the Extraordinary Shareholder Meeting of IMS Spółka Akcyjna of 29 November 2018 the Court registered the amendments to the Articles of Association of the Company. Attached to this report the Issuer submits the list of all registered amendments to the document.
Detailed basis: section 5 paragraph 1 and section 6 of the Regulation of the Minister of Finance on current and periodic information