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Current report number 1/2024 from the January 5, 2024.
Management Board of the issuer VIGO Photonics S.A. with its registered office in Ożarów Mazowiecki (hereinafter referred to as the "Issuer" or "Company"), informs that on January 5, 2024 it received information about the registration on January 5, 2024 by the District Court for the capital city of Warsaw. Warsaw in Warsaw, 14th Commercial Division of the National Court Register, amending the Company's Articles of Association made by resolution No. 6/20/11/2023 of the Extraordinary General Meeting of the Company of November 20, 2023 on increasing the Company's share capital by issuing series F shares, depriving the existing shareholders of their entire pre-emptive rights to all series F shares, dematerialization of series F shares and rights to series F shares, applying for admission and introduction of series F shares or rights to series F shares to trading on the regulated market and amending the Company's Articles of Association, the decision of which was announced by the Issuer in the current report No. 40/2023 of November 20, 2023.
The changes to the Company's statute registered by the Court concern the increase in the Company's share capital from PLN 729,000.00 to PLN 874,799.00 by issuing 145,799 series F ordinary bearer shares with a nominal value of PLN 1.00 each, made on the basis of the above-mentioned Resolutions of the Extraordinary General Meeting of the Company.
After registration of the amendment to the Company's Articles of Association by the Court, the Company's share capital amounts to PLN 874,799.00 and is divided into 874,799 shares with a nominal value of PLN 1.00 each, including:
1) 547,000 series A ordinary bearer shares with numbers A 0000001 to A 0547000, and
2) 147,000 series C ordinary bearer shares with numbers from C 0000001 to C 0147000, and
3) 35,000 series D ordinary bearer shares with numbers from D 0000001 to D 0035000, and
4) 145,799 series F ordinary bearer shares with numbers from F 0000001 to F 0145799.
The total number of votes in the Company resulting from all issued shares is 874,799.
In accordance with the above, § 7 section 1 of the Company's Articles of Association was amended, which, pursuant to resolution No. 6/20/11/2023 of the Extraordinary General Meeting of the Company of November 20, 2023, regarding the increase in the Company's share capital by issuing series F shares, depriving the shareholders the entire pre-emptive right to all series F shares, dematerialization of series F shares and rights to series F shares, applying for admission and introduction of series F shares or rights to series F shares to trading on the regulated market and amending the Company's Articles of Association and pursuant to resolution no. 1/01/12/2023 of the Company's Management Board of December 1, 2023, received the following wording: “1. The Company's share capital amounts to PLN 874,799.00 (in words: eight hundred and seventy-four thousand, seven hundred and ninety-nine zlotys) and is divided into 874,799 (in words: eight hundred and seventy-four thousand, seven hundred and ninety-nine) shares with a nominal value of PLN 1.00 (one zloty) each, including: 1) 547,000 (five hundred and forty-seven thousand) series A ordinary bearer shares with numbers from A 0000001 to A 0547000, and 2) 147,000 (one hundred forty-seven thousand) series C ordinary bearer shares with numbers from C 0000001 to C 0147000, and 3) 35,000 (thirty-five thousand) series D ordinary bearer shares with numbers from D 0000001 to D 0035000, and 4) 145,799 (in words: one hundred forty-five thousand seven hundred and ninety-nine) series F ordinary bearer shares, numbers from F 0000001 to F 0145799.” The Issuer's Management Board encloses the consolidated text of the Company's Articles of Association, including the amendment to the Articles of Association registered by the Court.
In accordance with the above, § 7 section 1 of the Company's Articles of Association was amended, which, pursuant to resolution No. 6/20/11/2023 of the Extraordinary General Meeting of the Company of November 20, 2023, regarding the increase in the Company's share capital by issuing series F shares, depriving the shareholders the entire pre-emptive right to all series F shares, dematerialization of series F shares and rights to series F shares, applying for admission and introduction of series F shares or rights to series F shares to trading on the regulated market and amending the Company's Articles of Association and pursuant to resolution no. 1/01/12/2023 of the Company's Management Board of December 1, 2023, received the following wording:
“1. The Company's share capital amounts to PLN 874,799.00 (in words: eight hundred and seventy-four thousand, seven hundred and ninety-nine zlotys) and is divided into 874,799 (in words: eight hundred and seventy-four thousand, seven hundred and ninety-nine) shares with a nominal value of PLN 1.00 (one zloty) each, including:
1) 547,000 (five hundred and forty-seven thousand) series A ordinary bearer shares with numbers from A 0000001 to A 0547000, and
2) 147,000 (one hundred forty-seven thousand) series C ordinary bearer shares with numbers from C 0000001 to C 0147000, and
3) 35,000 (thirty-five thousand) series D ordinary bearer shares with numbers from D 0000001 to D 0035000, and
4) 145,799 (in words: one hundred forty-five thousand seven hundred and ninety-nine) series F ordinary bearer shares, numbers from F 0000001 to F 0145799.”
The Issuer's Management Board encloses the consolidated text of the Company's Articles of Association, including the amendment to the Articles of Association registered by the Court.
Legal basis: art. 56 section 1 point 2 of the Act on public offering and conditions for introducing financial instruments to organized trading and on public companies of July 29, 2005 (i.e. of October 28, 2022, Journal of Laws of 2022, item 2554) and § 5 point 1) and § 6 of the Regulation of the Minister of Finance of March 29, 2018 on current and periodic information provided by issuers of securities and the conditions for recognizing as equivalent information required by the laws of a non-member state (Journal of Laws of 2018 r. item 757).
