Report 25/2022

The Management Board of Grupa Pracuj Spółka Akcyjna with its registered office in Warsaw (the “Company”) informs about the receipt on November 07, 2022 from Company’s shareholder – Frascati Investments sp. z o.o. holding shares in the Company representing over 1/20 of the Company’s share capital i.e. 34,733,168 shares representing 50.88% of the share capital of the Company (the “Shareholder”) of the request to include on the agenda of the Extraordinary General Meeting, convened for November 30, 2022 in accordance with the contents of the announcement made in current report no. 24/2022 (the “EGM”) of an additional item:

“Adoption of resolution on appointment of member of the Supervisory Board”

In connection with the above, acting pursuant to Art. 401 § 2 of the Commercial Companies Code, the Company’s Management Board hereby announces the change to the agenda of the EGM, entailing the addition of a new item, which is numbered 9. The existing item 9 reading as follows: „Closing of the Extraordinary General Meeting” is being renumbered to 10. 

Changed agenda of the Extraordinary General Meeting:

1. Opening of the Extraordinary General Meeting.
2. Election of the Chairperson of the Extraordinary General Meeting.
3. Preparing and checking the attendance list.
4. The ascertainment of the correctness of convening the Extraordinary General Meeting and its capability of adopting binding resolutions.
5. Adoption of the agenda of the Extraordinary General Meeting.
6. Adoption of resolution on amending Company’s Articles of Association. 
7. Adoption of resolution on adoption of consolidated text of Company’s Articles of Association.
8. Adoption of resolution on amending the Rules of the General Meeting of Shareholders of the Company.
9. Adoption of resolution on appointment of member of the Supervisory Board.
10. Closing of the Extraordinary General Meeting. 

At the same time, the Management Board informs that the Shareholder submitted draft resolution of the EGM on appointment of member of the Supervisory Board and put forward Mrs. Martina van Hettinga as a candidate for member of the Supervisory Board, who will bring to the Company the competences to efficiently build the network of contacts and the position of Grupa Pracuj on German-speaking markets. 

Mrs. Martina van Hettinga is the Managing Partner at i-potentials, the leading executive search consultancy for entrepreneurs in the German-speaking region. As an expert in venture building and digital transformation, she specializes in C-level placements in the SME and startup industry (post series B). She is also an active angel investor as well as a CEO mentor at various leading tech companies. 

The Shareholder is of the opinion that Mrs. Martina van Hettinga has all the experience needed by Grupa Pracuj, while facing the further development in the region of German-speaking Europe.

The candidate granted her consent to perform the function of a member of the Company's Supervisory Board and, according to statements provided, meets the criteria required by law for candidates for members of supervisory boards.

Attachments:

• announcement on changes on the agenda of the EGM;
• updated draft resolutions of the EGM;
• updated form to exercise voting rights by proxy;
• resume of the candidate to the Supervisory Board.

Detailed legal basis: 

§ 19 section 1 point 3) of the Regulation of the Minister of Finance of 29 March 2018 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 (Journal of Laws of 2018, item 757).