Convening of the Ordinary General Meeting of Shareholders of TIM S.A. to be held on 27 June 2023
Date of preparation |
30/05/2023 |
Current report no. |
23/2023 |
The Management Board of TIM S.A. with its registered office in Wrocław at ul. Jaworska 13 (“Company” or “TIM S.A.”), acting pursuant to Article 399 § 1 of the Code of Commercial Companies and § 23(2) of the Company’s Articles of Association, convenes the Ordinary General Meeting of Shareholders of TIM S.A. to be held on 27 June 2023 at 10.00 a.m. at the Company’s registered office in Wrocław at ul. Jaworska 13, CU office building, 7th floor.
The agenda of the Ordinary General Meeting of Shareholders of TIM S.A. is as follows:
- Opening of the General Meeting of TIM S.A.
2. Appointment of the Chairperson of the General Meeting of TIM S.A.
3. Confirmation of the correct convening of the General Meeting of TIM S.A. and its capacity to adopt resolutions.
4. Appointment of the Returning Committee.
5. Adoption of the agenda.
6. Submission of the report on the audit of the financial statements of TIM S.A. for 2022.
7.Presentation of the report on the consolidated financial statements of the TIM Capital Group for 2022.
8.Presentation of the Supervisory Board’s report on the outcome of the evaluation: of the Management Board’s report on the activities of the TIM Capital Group in 2022, including the report on the activities of TIM S.A. in 2022, the financial statements of TIM S.A. for 2022, the consolidated financial statements of the TIM Capital Group for 2022, the Management Board’s proposal on the distribution of profit earned in 2022 and the presentation of the assessment of the Company’s situation.
9. Consideration and adoption of a resolution on the approval of the Management Board’s report on the activities of the TIM Capital Group for 2022, including the report on the activities of TIM SA in 2022.
10. Consideration and adoption of a resolution on the approval of the financial statements of TIM S.A. for 2022.
11. Consideration and adoption of a resolution on the approval of the consolidated financial statements of the TIM Capital Group for 2022.
12. Adoption of a resolution on the distribution of profit earned in 2022.
13. Adoption of a resolution on the approval of the Report on the activities of the Supervisory Board of TIM S.A. in 2022.
14. Adoption of a resolution on granting discharge to the President of the Management Board – Krzysztof Folta – for the performance of his duties in 2022.
15. Adoption of a resolution on granting discharge to the Member of the Management Board – Piotr Nosal – for the performance of his duties in 2022.
16. Adoption of a resolution on granting discharge to the Member of the Management Board – Piotr Tokarczuk – for the performance of his duties in 2022.
17. Adoption of a resolution on granting discharge to the Chairman of the Supervisory Board – Krzysztof Wieczorkowski – for the performance of his duties in 2022.
18. Adoption of a resolution on granting discharge to the Member of the Supervisory Board – Grzegorz Dzik – for the performance of his duties in 2022.
19. Adoption of a resolution on granting discharge to the Member of the Supervisory Board – Krzysztof Kaczmarczyk – for the performance of his duties in 2022.
20. Adoption of a resolution on granting discharge to the Member of the Supervisory Board – Andrzej Kusz – for the performance of his duties in 2022.
21. Adoption of a resolution on granting discharge to the Member of the Supervisory Board – Leszek Mierzwa – for the performance of his duties in 2022.
22. Adoption of a resolution on the length of the term of office of the Chairman of the TIM S.A. Supervisory Board.
23. Adoption of resolutions on the selection and appointment of the Chairman of the Supervisory Board of TIM S.A.
24. Adoption of a resolution on expressing opinion on the report of the Supervisory Board on remuneration of Members of the Management Board and Supervisory Board of TIM S.A. for 2022.
25. Presentation of information on the acquisition of treasury shares by TIM S.A.
26. Closing of the General Meeting of TIM S.A.
The Management Board of TIM S.A. attaches the following to this report:
1. Announcement of the AGM of TIM S.A. prepared in accordance with Article 402(2) of the Code of Commercial Companies.
2. Draft resolutions for the AGM of TIM S.A.
3. Specimens of powers of attorney and a form for voting through a proxy.
4. Documents to be considered by the AGM of TIM S.A. on 27 June 2023.
At the same time, the Management Board of TIM S.A. declares that the Supervisory Board of TIM S.A., acting in accordance with the provisions of the document entitled “Good Practices of Listed Companies in 2021”, gave a positive opinion on the draft resolutions presented by the Management Board of TIM S.A. due to be adopted by the Ordinary General Meeting of Shareholders of TIM S.A. scheduled for 27 June 2023, refraining only from an opinion on granting discharge to Members of the Supervisory Board of TIM S.A.
The Company will make available all information and documents concerning the Ordinary General Meeting of Shareholders on the Company’s website at www.timsa.pl in the Investor Relations tab. The documents referred to above will also be available at the registered office of TIM S.A. in Wrocław at ul. Jaworska 13.
As of the date of the announcement of convening the Ordinary General Meeting of TIM S.A. referred to above, the Company has issued 22,199,200 shares carrying 22,199,200 voting rights at the General Meeting of TIM S.A.
SIGNATURES OF THE COMPANY REPRESENTATIVES
| 2023-05-30, Krzysztof Folta – President of the Management Board 2023-05-30, Piotr Tokarczuk – Member of the Management Board |
