Invitation to the Annual General Meeting
The Chairman of the Board of Directors of IBA Group a.s., ID No. 273 65 824, with registered office at Petržílkova 2583/13, Prague 5, convenes the Annual General Meeting of IBA Group a.s. on 30 May 2023 at 11.00 a.m.
The Annual General Meeting will be held at the company’s registered office in Prague 5, Petržílkova 2583/13 with the following agenda:
Agenda
- Opening, determination of quorum, election of Annual General Meeting bodies.
- Presentation of the Annual Report for the year 2022, including the report of the Chairman of the Board of Directors on the business activities for the past financial year and the outlook for 2023.
- Presentation of the financial statements for 2022 and proposal for profit distribution.
- Opinion of the Board of Directors on the financial statements for 2022 and on the proposed distribution of profit for 2022.
- Approval of the 2022 financial statements and decision on the distribution of 2022 profits. Presentation of the Report on Relations between Affiliated parties.
- Conclusion of the Annual General Meeting.
Proposed resolutions on the particular points of the agenda of the Annual General Meeting and their justification:
On point 1)
Proposed resolution: the Annual General Meeting elects the Chairman of the General Meeting, the Recording Secretary, the Verifier of the Minutes and the person responsible for counting the votes.
Rationale: The proposal for the composition of the company’s bodies is based on the legal requirements and the company’s Articles of Association and follows the company’s previous practice. The Chairman of the Board of Directors considers the proposed candidates to be suitable candidates for the above-mentioned positions in view of their qualifications and experience.
On point 2)
Proposed resolution: the Annual General Meeting will be presented with the annual report on the company’s business activities and assets, including a report by the Chairman of the Board on the business activities for the financial year 2022 and an outline of the outlook for 2023.
Rationale: This point is based on the legal requirements and the Company’s Articles of Association and follows the Company’s previous practice.
On point 3)
Proposed resolution: the Annual General Meeting notes the report on the 2022 annual accounts and the proposal for the distribution of profits.
Rationale: This point is based on the legal requirements and the company’s Articles of Association and follows the company’s previous practice. The Chairman’s report on the annual accounts is attached to this invitation.
On point 4)
Proposed resolution: the Annual General Meeting notes the Board of Directors’ report on the annual accounts and the proposal for the distribution of profits for 2022.
Rationale: This point is based on the legal requirements and the company’s articles of association and follows the company’s previous practice. The opinion of the Board of Directors is attached to this invitation.
On point 5)
Proposed resolution: the Annual General Meeting approves the Company’s financial statements for 2022 with the proviso that the profit will be charged to retained earnings from previous years.
Rationale: This point is based on the legal requirements and the Company’s Articles of Association and follows the Company’s previous practice.
On point 6)
Proposed resolution: the Annual General Meeting is informed by the Chairman of the Board of Directors of the Report on Relations between Affiliated Parties dated 22 March 2023, which concludes that the Company has not suffered any damage.
Rationale: This point is based on the company’s current practice.
The annual accounts and all other annexes to this invitation may be inspected by shareholders at the company’s registered office on working days between 28th of April 2023 and 30th of May 2023 between 9.00 a.m. and 12.30 p.m.
In Prague 28.04.2023
Sergei Vadimovich Levteev
The Chairman of the Board of Directors