Voting rights restrictions
In 2012, neither the Company’s Articles of Association, nor any of its other internal regulations provide for any restrictions on the exercise of voting rights.
On December 31st 2012, the amendments to the Articles of Association of PGNiG, introduced under a resolution of the Company’s Extraordinary General Meeting dated December 6th 2012, were entered in the Register of Entrepreneurs. Under the amended Articles of Association, the voting rights of the Company shareholders are limited so that at the General Meeting no shareholder can exercise more than 10% of the total vote at the Company as at the date of the General Meeting, with the proviso that such a restriction of voting rights is deemed non-existent for the purpose of determining the obligations of buyers of major holdings of shares.
The voting rights restrictions do not apply to shareholders who, as at the date of the General Meeting’s resolution imposing the limitation of voting rights, are holders of shares conferring more than 10% of the total vote at the Company, and shareholders acting together with shareholders holding shares conferring more than 10% of the total vote, pursuant to agreements concerning joint exercise of voting rights.
For the purpose of restricting the voting right, the votes of shareholders bound by a parent-subsidiary relationship will be aggregated and if the aggregated number of votes exceeds 10% of the total vote at the Company, it will be subject to reduction.