Legal basis: Other regulations.
Subject: Candidature of Mr. Wacław Szary and Mr. Marcin Gomoła to the Supervisory Board of VRG S.A.
VRG S.A. with its registered office in Kraków (the "Company") announces that on June 22, 2021, the Company's shareholder, i.e. Open Pension Fund PZU "Złota Jesień", represented by Powszechne Towarzystwo Emerytalne PZU SA, in connection with the item on the agenda of the Ordinary General Meeting The Company convened on June 28, 2021 to elect the Supervisory Board of the Company for a new term of office, submitted the following candidates:
- Mr. Wacław Szary;
- Mr. Marcin Gomoła.
In the opinion of the Universal Pension Society PZU S.A. the professional career of the candidates ensures proper performance of the functions of independent members of the Supervisory Board of the Company.
According to the information provided to the Company, Mr. Wacław Szary gave his consent to stand for and appointment to the Supervisory Board of the Company, and also declared that he meets the independence criteria under Art. 129 sec. 3 of the Act on Statutory Auditors, Audit Firms and Public Oversight, as well as the criteria for independent members of the Supervisory Board from Annex II to the Recommendation of the European Commission 2005/162 / EC of February 15, 2005 on the role of non-executive or supervisory directors of listed companies and committees of the (supervisory) board as well as additional requirements set out in the Best Practices of WSE Listed Companies, attached to Resolution No. 27/1414/2015 of the Stock Exchange Supervisory Board of October 13, 2015.
According to the submitted statement, towards Mr. Wacław Szary:
1) there are no legal obstacles preventing the candidate from performing the function of a Supervisory Board member, and in particular there are no obstacles referred to in Art. 18 § 1 and § 2 or 387 of the Commercial Companies Code,
2) the candidate does not perform and does not intend to perform any competitive activity against VRG S.A. with its registered office in Kraków, does not participate and does not intend to participate in a company competitive to the Company as a partner in a civil partnership, partnership or as a member of the body of a capital company or participate in another competitive legal person as a member of its body,
3) the candidate has not been convicted by a final judgment for the crime of acting to the detriment of the company and no proceedings are pending against him for acting to the detriment of the company in which he participated as a member of its governing body,
4) the candidate is not listed in the Register of Insolvent Debtors kept pursuant to the Act of August 20, 1997 in the National Court Register,
5) the candidate does not perform the functions and does not hold the positions specified in art. 1-2 of the Act of August 21, 1997. on restrictions on conducting business activity by public figures (Journal of Laws of 2017, item 1393).
According to the information provided to the Company, Mr. Marcin Gomoła gave his consent to stand for and appointment to the Supervisory Board of the Company, and also declared that he meets the independence criteria under Art. 129 sec. 3 of the Act on Statutory Auditors, Audit Firms and Public Oversight, as well as the criteria for independent members of the Supervisory Board from Annex II to the Recommendation of the European Commission 2005/162 / EC of February 15, 2005 on the role of non-executive or supervisory directors of listed companies and committees of the (supervisory) board as well as additional requirements set out in the Best Practices of WSE Listed Companies, attached to Resolution No. 27/1414/2015 of the Stock Exchange Supervisory Board of October 13, 2015.
According to the submitted statement, towards Mr. Marcin Gomoła:
1) there are no legal obstacles preventing the candidate from performing the function of a Supervisory Board member, and in particular there are no obstacles referred to in Art. 18 § 1 and § 2 or 387 of the Commercial Companies Code,
2) the candidate does not perform and does not intend to perform any competitive activity against VRG S.A. with its registered office in Kraków, does not participate and does not intend to participate in a company competitive to the Company as a partner in a civil partnership, partnership or as a member of the body of a capital company or participate in another competitive legal person as a member of its body,
3) the candidate has not been convicted by a final judgment for the crime of acting to the detriment of the company and no proceedings are pending against him for acting to the detriment of the company in which he participated as a member of its governing body.
4) the candidate is not listed in the Register of Insolvent Debtors kept pursuant to the Act of August 20, 1997 in the National Court Register,
5) the candidate does not perform the functions and does not hold the positions specified in art. 1-2 of the Act of August 21, 1997. on restrictions on conducting business activity by public figures (Journal of Laws of 2017, item 1393).
At the same time, the Company provides the biographical notes received as an attachment.