The Management Board of IMS SPÓŁKA AKCYJNA with its registered office in Warsaw (address: ul. Puławska 366,
02-819 Warsaw), entered in the Register of Entrepreneurs of the National Court Register kept by the District Court for the Capital City of Warsaw, Poland, entered in the Register of Entrepreneurs of the National Court Register kept by the District Court for the Capital City of Warsaw in Warsaw, XIII Commercial Division of the National Court Register under the number KRS 0000278240, REGON 016452416, NIP 5252201663, with the share capital of PLN 701 881.72, paid in full (hereinafter referred to as: The “Company”), acting pursuant to Article 399 § 1 of the Commercial Companies Code in connection with § 10.3 (first sentence) of the Company’s Articles of Association, convenes for 18 June 2025 the Ordinary General Meeting of the Company to be held at the Company’s registered office in Warsaw at ul. Puławska 366, for 11:00.

 The agenda of the Ordinary General Meeting of the Company is as follows:

 Opening of the Ordinary General Meeting of the Company,

• Election of the Chairperson of the Ordinary General Meeting of the Company,
• Drawing up the attendance list and stating the correctness of convening the Ordinary General Meeting of the Company and its ability to adopt resolutions,
• Election of the Vote Counting Committee,
• Adoption of the agenda of the Ordinary General Meeting of the Company,
• Review of the Company’s financial statements for 2024, including the independent auditor’s report on the audit of the Company’s financial statements for 2024,
• Review of the Management Board’s report on the Company’s activities for 2024,
• Review of the consolidated financial statements of the Company’s Capital Group for 2024, including the independent auditor’s report on the audit of the consolidated financial statements of the Company’s Capital Group for 2024,
• Examination of the report on activities of the Company’s Capital Group for 2024,
• Examination of the report of the Company’s Supervisory Board on the results of the evaluation of the Company’s financial statements and the report of the Management Board on the Company’s activities for 2024, the consolidated financial statements of the Company’s Capital Group and the report on the activities of the Company’s Capital Group for 2024 and the proposal of the Management Board on the distribution of the Company’s net profit for 2024 and the proposal of the Company’s Supervisory Board on granting a vote of acceptance to members of the Company’s Management Board for the discharge of their duties in 2024,
• Consideration of the 2024 Directors’ and Officers’ Compensation Report, including the auditor’s evaluation,
• Adopting a resolution on the approval of the Company’s financial statements for 2024,
• Adoption of a resolution on the approval of the Management Board’s report on the Company’s activities for 2024,
• Adoption of a resolution on the approval of the consolidated financial statements of the Company’s Capital Group for 2024,
• Adoption of a resolution on the approval of the report on the activities of the Company’s Capital Group for 2024,
• Adoption of a resolution on the distribution of the Company’s net profit for 2024 and authorising the Management Board to acquire the Company’s equity shares for redemption,
• Adoption of a resolution on the approval of the appointment of a member of the Company’s Supervisory Board,
• Adoption of resolutions on granting discharge to members of the Supervisory Board of the Company for the performance of their duties in 2024,
• Adopting resolutions on granting discharge to members of the Company’s Management Board for the performance of their duties in 2024,
• Adoption of a resolution on amending the Company’s Articles of Association,
• Adoption of a resolution on establishing and adopting the uniform text of the Articles of Association of the Company,
• Adoption of a resolution on giving an opinion on the selection of an auditor to evaluate the report on remuneration of the members of the Management Board and Supervisory Board for 2024 and to give an opinion on the report on remuneration of the members of the Management Board and Supervisory Board for 2024,
• Free queries and requests,
• Closing of the Ordinary General Meeting of the Company.

With reference to the current report no 6/2025, the Management Board of IMS S.A. (“The Company”) hereby informs that on 22 May 2024 The Supervisory Board of the Company adopted a resolution approving the Management Board’s recommendation to the General Meeting to distribute the profit for 2024 (including retained earnings from previous years) in the total amount of PLN 10.6 million.

The payment to Shareholders for 2024 is to be made in two ways:

1. Buyback of own shares in the form of dividends with the following parameters:

– buyback price of PLN 8 per share;

– buyback value of PLN 5 million;

– buyback volume of 625,000 shares;

– form of buyback – invitation to all Shareholders to submit offers to sell their shares;

– buyback date – by the end of July 2025.

The repurchased shares will be cancelled.

2. Payment of a dividend for 2024 in the amount of PLN 5.6 million, i.e. PLN 0.16 per share. In December 2024, the Company paid an advance dividend for 2024 in the amount of PLN 5.6 million (5,615,053.76 zł), i.e. PLN 0.16 per share, which exhausts the requested dividend amount from the 2024 profit. The dividend covered 35.094.086 shares of the Company.

The final decision on the distribution of profit for the financial year 2024 will be made by the Ordinary General Meeting of IMS S.A., which will be held in June this year.

Management Board of IMS S.A. (‘Company’, ‘Issuer’) announces that it has decided to recommend to the Supervisory Board and the General Meeting of Shareholders the distribution of profits for the year 2024 (including retained earnings from previous years) in the total amount of PLN 10.6 million. This is the highest amount in the Issuer’s history, PLN 1.1 million higher than the payment made to Shareholders for 2023.  The Management Board recommends that the payment for 2024 be made in two ways:

1. Buyback of own shares in the form of dividends with the following parameters:

– buyback price of PLN 8 per share; 

– buyback value of PLN 5 million; 

– buyback volume of 625,000 shares;

– form of buyback – invitation to all Shareholders to submit offers to sell their shares;

 – buyback date – by the end of July 2025.

The repurchased shares will be cancelled.

2. Payment of a dividend for 2024 in the amount of PLN 5.6 million, i.e. PLN 0.16 per share. In December 2024, the Company paid an advance dividend for 2024 in the amount of PLN 5.6 million, i.e. PLN 0.16 per share, which exhausts the requested dividend amount from the 2024 profit.

Pursuant to Article 382 §3 of the Commercial Companies Code, this recommendation will be submitted to the Company’s Supervisory Board for review. The final decision on the distribution of profit for the financial year 2024, including the authorisation of the Issuer’s Management Board to determine the details of the share buyback and to conclude an agreement with a licensed brokerage house for its implementation, will be made by the Ordinary General Meeting of IMS S.A., which will be convened by the Issuer’s Management Board in the coming days, with a date set for June of this year.

Management Board of IMS S.A. (The Company, the Issuer) hereby announces a change in the date of publication of its annual reports for 2024. The reports will be published on 30 April 2025, and not on 16 April 2025 as originally announced by the Company (current report No. 1/2025 of 29 January 2025).

At the same time, the Issuer’s Management Board informs that the final financial results for 2024 will not change in relation to the estimated results for 2024 published on 13 March this year in current report no. 2/2025.

Detailed legal basis: §80(2) of the RMF on current and periodic information provided by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state.

Management Board of IMS S.A. (the ‘Company’, the ‘Issuer’) announces a change in the IMS Group’s dividend policy.

The change concerns the expansion of possible tools for distributing profits directly to Shareholders, i.e. in addition to dividends, the Management Board is considering recommending to the General Meeting that it adopt the buy-back of equity shares, starting from the General Meeting approving the distribution of profit for 2024.

At the same time, the Management Board indicates that on 6 December 2024, in accordance with the assumptions of the dividend policy presented in current report no. 8/2024, an advance payment for the 2024 dividend was made in the amount of PLN 5.6 million (PLN 0.16 per share) [Issuer’s current reports no. 36/2024, 37/2024, 42/ 2024]. The preliminary, estimated financial data of the Issuer for 2024, published in current report no. 2/2025, indicate that the consolidated net profit attributed to the parent company was nearly PLN 11.1 million.

The intention of the Issuer’s Management Board is for the Company to:

• pay a dividend annually, either in one instalment or at half-yearly intervals with an interim dividend

and

• to buy back equity shares, including in the form of an invitation to submit offers to sell the Issuer’s shares (buyback with a dividend character at a price significantly higher than the current stock exchange rate) and/or buy back of equity shares at market price during stock exchange sessions.

The catalogue of tools for transferring funds to the Issuer’s Shareholders is being expanded based on the analysis of the Issuer’s share price by the Management Board, which believes that the shares are undervalued and that their possible buyback would be beneficial for the Shareholders.

The company intends to allocate at least 75% of the consolidated net profit attributable to the parent company to the Shareholders each year, with the total amount allocated to be distributed between dividends and equity share buybacks, as mentioned above.
 The final decision on this matter will be made by the Shareholders at the General Meetings.

Management Board of IMS S.A.  (‘Company’, ‘Issuer’) informs that on 28 March 2025, Mr Wojciech Piwocki resigned from the Company’s Management Board, including the position of Vice-President of the Company’s Management Board, with effect from 31 March 2025. Mr Wojciech Piwocki did not give any reasons for his resignation. Mr Piwocki thanked the Management Board and the Supervisory Board of IMS S.A. for more than five years of cooperation.

                The issuer also informs that Mr Piwocki will continue to cooperate with the Company and the IMS Capital Group in the area of sales of services offered by the Company, increasing advertising coverage and acquisition projects, primarily concerning the broadly understood segment

Detailed legal basis:

• 5 point 4 in connection with §9 of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information to be published by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state.

Estimated results of the IMS Capital Group for 2024 – DOWNLOAD

Management Board of IMS S.A. (the “Issuer”) provides the attached estimated results of the IMS Group for 2024.

The Board of Directors of IMS S.A. (the “Company”, the “Issuer”) hereby announces the dates of publication of periodic reports in the financial year 2025:

1. Consolidated quarterly reports:

– the quarterly report for Q1 2025 – 27.05.2025

– the quarterly report for Q3 2025 – 26.11.2025

2. The consolidated interim report for H1 2025 – 17.09.2025 
3. The annual report – separate – for 2024 – 16.04.2025 
4. The annual report – consolidated – for 2024 – 16.04.2025.

The Board of Directors of the Company informs that pursuant to Article 62 paragraphs 1 and 3 of the Regulations of the Minister of Finance of 29 March 2018 on current and periodic information published by issuers of securities and conditions for recognition as equivalent the information required by laws of non-EU member states (“Regulations”) the consolidated quarterly reports and the consolidated interim report will include the quarterly financial information and the condensed interim financial statements respectively.

At the same time, the Board of Directors of the Company informs that pursuant to Article 79 paragraph 2 of the Regulations the Issuer will not publish quarterly reports for Q4 2024 and Q2 2025.

Detailed legal basis: Article 80 paragraph 1 of the Regulations of the Minister of Finance of 29 March 2018 on current and periodic information published by issuers of securities and conditions for recognition as equivalent the information required by laws of non-EU member states.