The Management Board of Prima Moda S.A. informs that today it received a signed copy of the annex to the registered pledge agreement on working capital of July 4, 2006, which is a security for the limit of prima Moda S.A.'s receivables against the bank. The annex reduced the amount of the registered pledge on warehouse stocks to PLN 10,000,000. The other terms of the contract do not contain any changes. The criterion for considering the agreement to be significant is exceeding the value of 10% of the Company's equity.
The Management Board of Prima Moda S.A. informs that on September 21, 2012, it was signed with Bank Polska Kasa Opieki S.A with its registered office in Warsaw (ul. Grzybowska 53/57) an agreement on a multi-purpose credit limit of PLN 5,000,000, and an agreement on the establishment of a registered pledge on working capital up to PLN 6,000,000. The interest rate on the loan is based on the WIBOR base rate increased by the bank's margin. The loan is secured by a pledge on working capital. The agreement on a multi-purpose credit limit was concluded for a period of one year. The agreement on the establishment of a registered pledge on working capital was concluded in order to secure the loan. The detailed terms of both agreements do not differ from the standards in contracts of this type. The criterion for considering the agreements as significant is exceeding the value of 10% of the Company's equity.
More on: biznes.pap.pl and biznes.pap.pl/espi
CURRENT REPORT 11/2012
In accordance with Paragraph 103(103) 2 of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities (…), the Management Board of Prima Moda S.A. informs about the change in the date of publication of the half-year report for 2012.
The report will be submitted on 14 August 2012 (the previous date was: 31 August 2012 RB 2/2012).
CURRENT REPORT NO. 10/2012
The Management Board of Prima Moda S.A. with its registered office in Wrocław hereby provides the public with a supplemented Current Report 7/2012 of 05.06.2012. In the annex to RB 7/2012 "Content of the adopted resolutions of the AGM 2012", no information was provided on the number of shares from which valid votes were cast and the percentage share of these shares in the share capital, the total number of valid votes, including the number of votes "for", "against" and "abstaining". A completed document is attached.
Tresc_podjetych_uchwal_04.06.2012.pdf
The Management Board of Prima Moda S.A. informs that the Supervisory Board of Prima Moda S.A. with its registered office in Wrocław, at its meeting on 05.06.2012, has chosen an entity authorized to conduct a half-year review and audit the financial statements for 2012. PKF Audyt Sp z o.o. with its registered office in Warsaw at ul. Elblaskiej 15/17; entity authorized to audit reports under No. 548.
The Management Board of Prima Moda S.A. provides attached a list of shareholders holding at least 5% of the total number of votes at the Ordinary General Meeting of Shareholders of the Company on June 4, 2012
The Management Board of Prima Moda S.A. with its registered office in Wrocław, hereby provides in attachment the content taken on June 4, 2012, at the Ordinary General Meeting of Shareholders of prima Moda Spółka Akcyjna
Tresc_podjetych_uchwal_WZA_2012.pdf
The Management Board of Prima Moda S.A. with its registered office in Wrocław announces that today it received information about the approval on 24.05.2012 by the Supervisory Board of the Company, the Supervisory Board's report on activities in 2011 and the approval of draft resolutions for the Ordinary General Meeting of Shareholders of the Company, convened for 04.06.2012 published in CR 5/2012 and on the corporate website of the company www.primamoda.com.pl in the Investor Relations / AGM tab.
SUPERVISORY BOARD REPORT 2011.pdf
Announcement on convening the Ordinary General Meeting of Shareholders on 04.06.2012
- Announcement of the AGM 2012
- Draft resolutions at the AgM 2012
- Form for the exercise of voting rights
In accordance with Paragraph 103(103) 2 of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities (…), the Management Board of Prima Moda S.A. informs about the change of the date of publication of the annual report for 2011. The report will be submitted on 26 April 2012 (the previous date was: 30 April 2012 RB 2/2012).
The Management Board of Prima Moda S.A. announces that on 12 April 2012, an annex to the debt limit agreement of 12 June 2006 and an annex to the registered pledge agreement on working capital of 4 July 2006 were signed with Raiffeisen Bank Polska S.A., on the basis of which the loan agreement was extended until 15 May 2013. The financial terms of the contracts remain unchanged. The criterion for considering the agreements as significant is exceeding the value of 10% of the Issuer's equity.
The Management Board of Prima Moda S.A. hereby announces the dates of publication of periodic reports in 2012:
Report for the fourth quarter of 2011 – 29 February 2012Report
for the first quarter of 2012 – 15 May 2012The
report for the second quarter of 2012 will not be published, in accordance with paragraph 101 section 2 of the Regulation of the Minister of Finance of 19 February 2009, on current and periodic information published by issuers of securities;
Report for the third quarter of 2012 – 14 November 2012Report
for the first half of 2012 – 31 August 2012Annual
report for 2011 – 30 April 2012
List of information made public in 2011:
Legal basis: Article 65(1). Act on Offering – list of information published to the public:
Current reports:
1/2011 Change of the company's address (05.01.2011)
2/2011 List of information published in 2010 (28.01.2011)
3/2011 Dates of publication of periodic reports in 2011 (28.01.2011)
4/2011 Announcement on convening the Ordinary General Meeting of Shareholders on 06.06.2011 (11.05.2011)
5/2011 Reduction of the share below 5% in the total number of votes at the General Meeting of Shareholders of a public company (25.05.2011)
6/2011 Report of the Supervisory Board of Prima Moda S.A on activities in 2010 (30.05.2011)
7/2011 Refund of VAT and CIT for expenses related to the stock exchange debut of Prima Moda S.A. in 2007 (02.06.2011)
8/2011 Ordinary General Meeting of Shareholders 06.06.2011 – content of adopted resolutions (06.06.2011)
9/2011 List of shareholders holding at least 5% of votes at the Ordinary General Meeting of Shareholders on 06.06.2011 (06.06.2011)
10/2011 Election of the entity authorized to audit the financial statements for 2011 (09.06.2011)
11/2011 Significant agreements with Raiffeisen Bank Polska S.A. – annex to the agreement increasing the limit of receivables and annex to the registered pledge agreement on working capital (13.06.2011)
12/2011 Reduction of the share below 5% in the total number of votes at the General Meeting of Shareholders of the company (12.07.2011)
13/2011 Exceeding 5% of the total number of votes in a public company (20.12.2011)
Periodic reports:
Quarterly report Q4/2010 (01.03.2011)
Quarterly report Q1/2011 (16.05.2011)
Quarterly report Q3/2011 (14.11.2011)
Half-year report P for 2011 (31.08.2011)
Annual report R for 2010 (02.05.2011)
The Management Board of the Company informs that all reports published are available on the company's website www.primamoda.com.pl
The Management Board of Prima Moda S.A. informs that today it received a notification from Noble Funds Towarzystwo Funduszy Inwestycyjnych S.A. with its registered office in Warsaw, ul. Domaniewska 39 (NOBLE FUNDS TFI), and as a result of the acquisition on 13.12.2011 of shares in Prima Moda S.A (the Company), the combined share of Noble Funds Open Investment Fund, Noble Fund 2DB Closed Investment Fund and Noble Fund Opportunity closed investment fund managed by NOBLE FUNDS TFI, exceeded 5% of the total number of votes in the Company. Prior to the acquisition of the shares, these funds held 198817 shares of the Company, constituting 6.21% of the Company's share capital, giving 198817 votes from these shares, which constituted 4.14% of the total number of votes. Currently, these funds hold 332550 shares of the Company, constituting 10.39% of the Company's share capital, giving 332550 votes from these shares, which constitutes 6.93% of the total number of votes (according to the operating stock account as at 13.12.2011).
The Management Board of Prima Moda S.A. informs that today it received a notification from IPOPEMA Towarzystwo Funduszy Inwestycyjnych S.A. with its registered office in Warsaw, ul. Waliców 11 (IPOPEMA TFI), that as a result of the sale in a transaction carried out on the regulated market on 7.07.2011 of shares of the company under the name Prima Moda Spółka Akcyjna (Company) with its registered office in Wrocław, the share of investment funds managed by IPOPEMA TFI in the total number of votes at the General Meeting of the Company decreased below the threshold of 5%. Prior to the above-mentioned sale of shares, investment funds managed by IPOPEMA TFI held a total of 263,321 shares of the Company, constituting 8.23% of the Company's share capital, giving 263,321 votes, which constituted 5.49% of the total number of votes at the General Meeting of the Company. Currently, investment funds managed by IPOPEMA TFI hold a total of 222,921 shares of the Company, which constitutes 6.97% of the Company's share capital and gives 222,921 votes constituting 4.64% of the total number of votes at the AGM. Company
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. informs that on June 13, 2011, an annex to the debt limit agreement of June 12, 2006 was signed with Raiffeisen Bank Polska S.A. On the basis of this annex, the general limit of receivables for Prima Moda S.A. has been increased to PLN 10,000,000. To secure the increased limit of receivables, the amount of the registered pledge on warehouse stocks was changed by an annex to the value of PLN 15,000,000. The other financial terms of the contracts remain unchanged. The criterion for considering the agreements as significant is exceeding the value of 10% of the Issuer's equity.
Selection of the entity authorized to audit the financial statements for 2011
The Management Board of Prima Moda S.A. informs that the Supervisory Board of Prima Moda S.A. with its registered office in Wrocław, at its meeting today, has chosen an entity authorized to make a half-year review and audit the financial statements for 2011. PKF Audyt Sp. z o.o. with its registered office in Warsaw at ul. Elbląska 15/17; entity authorized to audit reports under No. 548.
Legal basis:
Art. 70 point 3 of the Act on Offering – AGM list above 5 %
The Management Board of Prima Moda S.A. provides attached a list of shareholders holding at least 5% of the total number of votes at the AGM on June 6, 2011.
Attachments:
List of shareholders holding at least 5% of the total number of votes at the AGM
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. with its registered office in Wrocław, hereby provides attached the content of resolutions adopted on June 6, 2011, at the Ordinary General Meeting of Shareholders of Prima Moda Spółka Akcyjna
Attachments:
Content of adopted resolutions
The Management Board of Prima Moda S.A. announces that as a result of the completed proceedings from the application of Prima Moda S.A. before the Lower Silesian Tax Office (hereinafter: DUS), on 31.05.2011 Prima Moda S.A. received from DUS a refund of funds for overpayments in VAT and CIT taxes for the total amount of PLN 241,604. These overpayments related to expenses incurred in connection with the preparation of the IPO in 2007, previously classified by DUS as non-tax deductible expenses. The statement by the Head of DUS of overpayments means that Prima Moda S.A. has become the owner of the above-mentioned amount, and the Decision of the Head is definitive in this respect.
Legal
basisOther regulations
The Management Board of Prima Moda S.A. with its registered office in Wrocław informs that today it received information about the approval on 26.05.2011 by the Supervisory Board of the Company of the Supervisory Board's report on activities in 2010 and the approval of draft resolutions for the Ordinary General Meeting of Shareholders of the Company, convened for 06.06.2011, published in RB 4/2011 and on the corporate website of the company www.primamoda.com.pl in the Investor Relations /AGM tab.
Attachments:
REPORT OF THE SUPERVISORY BOARD 2010
Legal
basisArt. 70 point 1 of the Act on Offering – acquisition or sale of a significant block of shares
The Management Board of Prima Moda S.a. informs that today it received a notification from IPOPEMA Towarzystwo Funduszy Inwestycyjnych S.A. with its registered office in Warsaw, ul. Waliców 11 that as a result of the sale in a transaction carried out on the regulated market on May 20, 2011, of shares of Prima Moda S.A. (the "Company"), the share of ALIOR Specialist Open Investment Fund ("Fund"), managed by IPOPEMA TFI in the total number of votes at the general meeting of the Company, decreased below the threshold of 5%. Prior to the above sale of shares, the Fund held 247,246 shares of the Company, constituting 7.73% of the Company's share capital, giving 247,246 votes, which constituted 5.15% of the total number of votes at the general meeting of the Company. Currently, the Fund holds 198,246 shares of the Company, which constitutes 6.20% of the Company's share capital and gives 198,246 votes, constituting 4.13% of the total number of votes at the general meeting of the Company.
Legal
basisArt. Article 56(a) 1 point 2 of the Act on Offering – current and periodic
informationThe Management Board of Prima Moda S.A. with its registered office in Wrocław (the "Company"), acting pursuant to Article 1.2 of the Act on Offering. 398, Art. 399 §1 in conjunction with Article 399(1) 402¹ and 402² of the Commercial Companies Code ("CCC"), convenes for: June 6, 2011 at 8.30 a.m. The Ordinary General Meeting of the Company ("AGM"), which will be held in Wrocław at the company's registered office at ul. Auschwitz Victims 36Order
of Deliberations1
. Opening of the Assembly,2
. Election of the President of the Assembly,3
. Confirmation of the correctness of convening the General Meeting and its ability to adopt resolutions,4
. Adoption of the agenda,5
. Consideration and approval of the Management Board's report on the Company's activities for 2010.6
. Consideration and approval of the report on the activities of the Supervisory Board of the company for 2010.7
. Consideration and approval of the financial statements of Prima Moda S.A. for 2010,8
. Consideration of the motion of the Management Board of the Company regarding the distribution of profit for 20109
. Adoption of resolutions granting a vote of approval to the members of the Company's Management Board for the performance of their duties in the financial year 201010
. Adoption of resolutions granting a vote of approval to the members of the Supervisory Board for the performance of their duties in the financial year 201011
. Closing of the General Meeting.
Information for Shareholders:
1. The right to participate in the General Meeting
of Shareholders is granted only to persons who are shareholders of the Company sixteen days before the date of the General Meeting (the date of registration of participation in the General Meeting), i.e. on May 21, 2011. The list of persons entitled to participate in the General Meeting of the Company is determined by the Company on the basis of the list prepared by the entity operating the securities depository in accordance with the regulations on trading in financial instruments. The list of persons entitled to participate in the General Meeting of the Company will be presented in the premises of the Company's Management Board in Wrocław at ul. 36 Auschwitz Victims, for three weekdays before the date of the General Assembly, i.e. on June 01-03, 2011 from 10.00 a.m. to 4.00 p.m. A shareholder may view the list of shareholders at the Management Board's premises and request a copy of the list for reimbursement of the costs of its preparation. In the period of three working days before the date of the AGM, a shareholder of the Company may request that the list of shareholders be sent to him free of charge by e-mail, providing the address to which the list should be sent. The request should be made in writing, signed by the shareholder or by persons authorized to represent the shareholder and delivered to the Company's address or e-mail address – relacje.inwestorskie@primamoda.com.pl in "pdf" format or other format allowing it to be read by the Company or sent by fax to (71) 342 13 25.
The request should be accompanied by copies of documents confirming the identity of the shareholder or persons acting on behalf of the shareholder:
1. in the case of a shareholder who is a natural person, a copy of the shareholder's identity card, passport or other official identity document;
2. in the case of a shareholder other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the shareholder at the AGM3
. in the case of a request by a proxy – a copy of the power of attorney document signed by the shareholder, or by persons authorized to represent the shareholder, and a copy of the identity card, passport or other official identity document of the proxy or in in the case of a representative other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the representative at the AGM and the identity card, passport or other official identity document of the natural person(s) authorized to represent the representative at the AGM.
2. The selected right of shareholdersThe
shareholder or shareholders representing at least one twentieth of the Company's share capital are entitled to:
1. request to place specific matters on the agenda of the AGM; such a request should be submitted to the Management Board of the Company no later than twenty-one days before the date of the AGM, i.e. by: 16 May 2011; the request should contain a justification or a draft resolution regarding the proposed item on the agenda; the request may be submitted via e-mail to the address relacje.inwestorskie@primamoda.com.pl
2. report to the Company before the date of the AGM in writing or via electronic means of communication to the address of relacje.inwestorskie@primamoda.com.pl draft resolutions regarding matters included in the agenda of the AGM or matters to be introduced to the agenda.
The request should be accompanied by copies of documents confirming the identity of the shareholder or persons acting on behalf of the shareholder:
1. in the case of a shareholder who is a natural person, a copy of the shareholder's identity card, passport or other official identity document;
2. in the case of a shareholder other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the shareholder at the AGM3
. in the case of a request by a proxy – a copy of the power of attorney document signed by the shareholder, or by persons authorized to represent the shareholder, and a copy of the identity card, passport or other official identity document of the proxy or in in the case of a representative other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the representative at the AGM and the identity card, passport or other official identity document of the natural person(s) authorized to represent the representative at the AGM.
Each shareholder may, during the general meeting, submit draft resolutions on matters included in the agenda. A shareholder may participate in the General Meeting and exercise the right to vote in person or by proxy. The power of attorney should be drawn up in writing or granted in electronic form. A power of attorney granted in electronic form does not require a secure electronic signature verified by means of a valid qualified certificate. Notification of granting a power of attorney in electronic form is considered effective if:
1. information about this fact reaches the e-mail box relacje.inwestorskie@primamoda.com.pl, and 2. information about this fact reaches the Chairman of the General Meeting before drawing up the attendance list containing the list of participants of the General Meeting, in a form enabling the Chairman of the General Meeting to read the content of the power of attorney and assess the effectiveness of the appointment of a representative. In order to identify the shareholder granting the power of attorney, the notification of granting the power of attorney in electronic form should contain (as an attachment in "pdf" format or other format allowing it to be read by the Company):
1. in the case of a shareholder who is a natural person – a copy of the shareholder's ID card, passport or other official identity document of the shareholder;
2. in the case of a shareholder other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of a natural person(s) to represent a shareholder at the AGM In the event of doubts as to the veracity of copies of the above-mentioned documents, the right to request the proxy to present when drawing up the attendance list:
1. in the case of a shareholder who is a natural person, a copy certified as being in conformity with the original by a notary or other entity authorized to confirm for compliance with the original the identity card, passport or other official identity document of the shareholder; or 2. in the case of a shareholder other than a natural person – the original or a copy certified as being in conformity with the original by a notary or other entity authorized to confirm for compliance with the original a copy from the relevant register or other document confirming the authorization of the natural person(s) to represent the shareholder at the AGM
in order to identify the proxy, the right is reserved to require the proxy to present when drawing up the attendance list:
1. in the case of a representative who is a natural person, the original of the identity card, passport or other official identity document of the representative; or 2. in the case of a representative other than a natural person, the original or a copy certified as being in conformity with the original by a notary or other entity authorized to confirm for compliance with the original a copy from the relevant register or other document confirming the authorization of the natural person(s) to represent the representative at the AGM and the identity card, passport or other official identity document of the natural person(s) authorized to representing a representative at the AGM.
Forms referred to in Article 402 3 § 1 point 5 of the CCC, allowing the exercise of voting rights by proxy, are available on the Company's website www.primamoda.com.pl/relacjeinwestorskie/WZA
The Company does not impose the obligation to grant a power of attorney on the above form. 3. Participation and manner of speaking in the General Meeting using electronic means of communication The Company's Articles of Association do not allow participation in the General Meeting using electronic means of communication, and thus do not allow the possibility of speaking using electronic means of
communication4. Exercise of voting rights by correspondence or by means of electronic communication The Regulations of the General Meeting of the Company do not provide for the possibility of casting a vote by correspondence or using electronic means of
communication5. Materials concerning the General Meeting A person entitled to participate in the GENERAL MEETING may obtain the full text of the documentation to be presented to the AGM, including draft resolutions or, if no resolutions are expected to be adopted, comments of the Management Board or the Supervisory Board of the Company regarding matters introduced to the agenda of the AGM or matters to be introduced into the agenda before the date of the AGM on the Company's website www.primamoda.com.pl/relacjeinwestorskie/WZA and at the company's address: Wroclaw ul. 36 Auschwitz victims from May 30 to June 3, 2010 from 10:00 a.m. to 4,006
p.m. Other information Information regarding the AGM will be made available on the Company's website www.primamoda.com.pl/relacjeinwestorskie/WZA At the same time, the Management Board of the Company informs that in matters not covered by this announcement, the provisions of the Commercial Companies Code and the Company's Articles of Association apply. If you have any questions or concerns related to participation in the General Meeting, please contact the company's office at (71) 344-84-81.
Legal
basisArt. Article 56(a) 1 point 2 of the Act on Offering – current and periodic informationThe Management Board of Prima Moda S.A. announces
the dates of publication of periodic reports in 2011:
Report for the fourth quarter of 2010 – 1 March 2011Report
for the first quarter of 2011 – 16 May 2011Report
for the second quarter of 2011 will not be published, in accordance with paragraph 101 section 101 section. 2 of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities;
Report for the third quarter of 2011 – 14 November 2011Report
for the first half of 2011 – 31 August 2011Annual
report for 2010 – 2 May 2011
Current Report No. 2/2011Legal
basisArt. Article 65(a) 1 of the Offering Act – list of information published to the publicList
of information published in 2010: Legal basis: Article 65(1). Act on Offering – list of information published to the public:
Current reports:
1/2010 List of information published in 2009 (27.01.2010)
2/2010 Dates of publication of periodic reports in 2010 (27.01.2010)
3/2010 Notification of exceeding 5% of votes in the public company Prima Moda S.A (10.02.2010)
4/2010 Correction of the Q report for the fourth quarter of 2009 (09.03.2010)
5/2010 Announcement on convening the Ordinary General Meeting of Shareholders for 31.05.2010 (05.05.2010)
6/2010 Report of the Supervisory Board of Prima Moda S.A on its activities in 2009 (07.05.2010)
7/2010 Election of members of the Management Board for the next term (07.05.2010)
8/2010 Correction of the periodic report for the first quarter of 2010 (16.05.2010)
9/2010 Ordinary General Meeting of Shareholders 31.05.2010 content of adopted resolutions (31.05.2010)
10/2010 List of shareholders holding at least 5% of votes at the Ordinary General Meeting of Shareholders on 31.05.2010 (o1.06.2010)
11/2010 Appointment of the Supervisory Board for the next term of office (02.06.2010)
12/2010 Election of the entity authorized to audit the financial statements for 2010 (29.06.2010)
13/2010 Significant agreements with Raiffeisen Bank Polska S.A. – annex to the debt limit agreement and annex to the registered pledge agreement on working capital (02.08.2010)
14/2010 Notification of exceeding 5% of votes in the public company Prima Moda S.A(16.08.2010)
15/2010 Significant agreements with Raiffeisen Bank Polska S.A. – annex to the receivables limit agreement and annex to the registered pledge agreement on working capital (27.12.2010)
Periodic reports:
Quarterly report Q4/2009 (01.03.2010)
Correction of quarterly report Q4/2009 (09.03.2010)
Quarterly report Q1/2010 (17.05.2010)
Correction of quarterly report Q1/2010 (18.05.2010)
Quarterly report Q3/2010 (15.11.2010)
Annual report R 2009 (30.04.2010)
Half-year report P 2010 (31.08.2010)
The Management Board of the Company informs that all reports submitted to the public are available on the company's website www.primamoda.com.pl
Current report no. 1/2011Legal
basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic informationThe Management Board of Prima Moda S.A. with its registered office in Wrocław informs
that pursuant to the resolution of the Management Board of the Company No. 1/01/2011 of January 5, 2011, as of January 5, 2011, the address of the Company's registered office in Wrocław is changed. The new address of the Company's registered office at Prima Moda S.A. is:
Ul. Victims of Auschwitz 3650-059
WrocławThe
Management Board of the company informs that e-mail addresses and telephones do not change
Current report 15/2010The
Management Board of Prima Moda S.A. informs that on 27 December 2010, an annex to the debt limit agreement of 12 June 2006 was signed with Raiffeisen Bank Polska S.A. On the basis of this annex, the general limit of receivables for Prima Moda S.A. has been increased to PLN 6,600,000. To secure the increased limit of receivables, the amount of the registered pledge on warehouse stocks was changed by an annex to the value of PLN 9,900,000. The other financial terms of the contracts remain unchanged. The criterion for considering the agreements as significant is exceeding the value of 10% of the Issuer's equity.
Current report no. 14/2010Legal
basis:
Art. 70 point 1 of the Act on Offering – acquisition or sale of a significant block of sharesThe
Management Board of Prima Moda S.A. informs that today it received a notification from IPOPEMA Towarzystwo Funduszy Inwestycyjnych S.A. with its registered office in Warsaw, ul. Waliców 11 that as a result of the acquisition on 11 August 2010 of shares in Prima Moda S.A. with its registered office in Wrocław, the share of ALIOR Specjalistyczny Fundusz Inwestycyjny Otwarty managed by IPOPEMA TFI, in the total number of votes at the general meeting of the Company, exceeded the threshold of 5%. Prior to the acquisition of shares in Prima Moda S.A., ALIOR SFIO held 223,916 shares, i.e. 4.67% of the total number of votes at the AGM, constituting 7% of the company's share capital. As at the date of this notification, ALIOR SFIO holds 247 246 shares of Prima Moda S.A., i.e. 5.15% of votes at the AGM, which constitutes 7.73% of the Company's share capital.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current report no. 13/2010Legal
basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic informationThe Management Board of Prima Moda S.A. informs
that on 2 August 2010 an annex to the debt limit agreement of 12 June 2006 and an annex to the registered pledge agreement on working capital of 4 July 2006 with Raiffeisen Bank Polska S.A. was signed. On the basis of the annexes, the general debt limit for Prima Moda S.A. was increased to PLN 5,000,000 and the amount of the registered pledge on warehouse stocks was changed to PLN 7,500,000. The other terms of the contracts remain unchanged. The criterion for considering the agreements as significant is exceeding the value of 10% of the Issuer's equity.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current report no. 12/2010Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. informs that the Supervisory Board of Prima Moda S.A. at its meeting on 28 June 2010 selected the entity authorized to carry out a half-yearly review and audit of the financial statements for 2010. PKF Audyt Sp z o.o. with its registered office in Warsaw at ul. Elbląska 15/17; entity authorized to audit reports under No. 548.
Dariusz Plesiak – President of the Management Board
Legal basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. informs that the Ordinary General Meeting of Shareholders of the Company adopted on 31 May 2010 resolutions regarding the appointment of members of the Supervisory Board for the next term of office. The composition of the Supervisory Board of Prima Moda S.A. has not changed. Functions in the Supervisory Board of Prima Moda S.A. are performed by:
- Mr. Krzysztof Kmieciak – Chairman of the Supervisory Board
- Mr. Arkadiusz Pasak – Vice-Chairman of the Supervisory Board
- Mr. Maciej Magnowski – Member of the Supervisory Board
- Mr. Andrzej Borla – Secretary of the Supervisory Board
- Mr. Pasquale Lupoli – Member of the Supervisory Board
The attachment presents the CVs of the members of the Supervisory Board of the company. CVs and other data are also available on the website of the www.primamoda.com.pl
Attachments:
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Legal basis:
Joke. 70 point 3 of the Act on Offering – AGM list above 5 %
The Management Board of Prima Moda Spółka Akcyjna hereby provides attached a list of shareholders holding at least 5% of the total number of votes at the Ordinary General Meeting of Shareholders held on 31 May 2010
Attachments:
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Legal basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. with its registered office in Wrocław encloses the content of resolutions adopted on 31 May 2010 at the Ordinary General Meeting of Shareholders of Prima Moda Spółka Akcyjna.
Attachments:
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Election of members of the Management Board for the next term of office
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
On 6 May 2010, the Supervisory Board of the company adopted resolutions concerning the appointment of the President and members of the Management Board for a new three-year term, starting from 7 May 2010.
Mr. Dariusz Plesiak, the current President of the Management Board of Prima Moda S.A., was appointed President of the Management Board. Mr. Dariusz Plesiak began his professional activity in 1991, starting a business under the name "Idea", in the field of import and trade of footwear, and then cooperating with "Prima" Trading Company, dealing with the import of footwear and its sale in the Polish in the chain of stores – Italian Shoes. In 2000. Mr. Dariusz Plesiak founded the company Prima Moda sp z o.o. dealing with the trade and retail sale of footwear in the network of company stores under the brand "Prima Moda". The company in question was transformed in January 2007 into Prima Moda Spółka Akcyjna. In the years 2000 – 2003 he was the President of the Management Board in "Prima Moda" Sp. z o.o. and from 2003 to 2006 he was a proxy of the company. Since 2006, he has again been the President of the Management Board of Prima Moda S.A. Mr. Dariusz Plesiak is a significant shareholder of the company. According to the submitted statement, Mr. Dariusz Plesiak does not participate in a company or other legal entity that conducts activities competitive to Prima Moda S.A., as a partner or member of the authorities, and is not listed in the Register of Debtors kept on the basis of the Act on the National Court Register.
Ms. Renata Jankieiwcz-Plesiak was elected a member of the Management Board. Ms. Renata Jankiewicz-Plesiak in 1995 started a business under the name "Prima". In 2000, as a co-owner, she started her activity at Prima Moda Spółka z o.o., where until December 2006 she was the Commercial Director. After the transformation of the company into Prima Moda S.A., from January to May 2007 she was the Chairman of the Supervisory Board of Prima Moda S.A., and since May 2007 she has been the Vice-President of the Management Board of the company. Ms. Renata Jankiewicz-Plesiak is a significant shareholder of the company. Ms. Renata Jankiewicz-Plesiak, according to the submitted statement, does not participate in a company or other legal person that conducts activities competitive to Prima Moda S.A., as a partner or member of the authorities, and is not listed in the Register of Debtors kept on the basis of the Act on the National Court Register.
Ms. Katarzyna Butwicka was elected a member of the Management Board. Ms. Katarzyna Butwicka started her professional activity in 1995, working in the real estate sector and then in a consulting company. She has been associated with the company since 2001, initially working as a legal advisor in "Prima Moda" Sp. z o.o. and in the Customer Service Department. In the years: 2003 – 2006 she was the President of the Management Board of this company, and since May 2007 she has been the Vice-President of the Management Board of Prima Moda S.A. Ms. Katarzyna Butwicka is a lawyer by education. She obtained her master's degree in law at the Faculty of Law and Administration of the University of Wrocław; she also completed postgraduate studies "European Union Funds" at the University of Lodz and postgraduate studies "Accounting and Tax Control" at the University of Economics in Wrocław. Ms. Katarzyna Butwicka, according to the submitted statement, does not participate in a company or other legal entity that conducts activities competitive to Prima Moda S.A., as a partner or member of the authorities, and is not listed in the Register of Debtors kept on the basis of the Act on the National Court Register.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Announcement on convening the Ordinary General Meeting of Shareholders for 31.05.2010
Legal basis:
Other regulations
The Management Board of Prima Moda S.A. with its registered office in Wrocław informs that on 6 May 2010, the Supervisory Board of Prima Moda S.A. adopted the report of the Supervisory Board of Prima Moda S.A on its activities for 2009, which also contains a concise assessment of the Company's situation. The Supervisory Board approved draft resolutions for the Ordinary General Meeting of Shareholders convened for 31 May 2010.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Announcement on convening the Ordinary General Meeting of Shareholders for 31.05.2010
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. with its registered office in Wrocław (the "Company"), acting on the basis of art. 398, Art. 399 §1 in conjunction with Article 399(1) 402š and 402 ̨ of the Commercial Companies Code ("CCC"), convenes for 31 May 2010 at 8.30 a.m., the Ordinary General Meeting of Shareholders of the Company ("AGM"), which will be held in Wrocław at the company's registered office at ul. St. Anthony 24c
Proposed agenda:
-
- 1. Opening of the Meeting,
-
- 2. Election of the Chairman of the Meeting,
-
- 3. Confirmation of the correctness of convening the Meeting and its ability to adopt resolutions,
-
- 4.Adoption of the agenda,
-
- 5.Consideration and approval of the Management Board's report on the Company's activities for 2009
-
- 6. Consideration and approval of the report on the activities of the Supervisory Board of the company for 2009,
-
- 7. Consideration and approval of the financial statements of Prima Moda S.A. for 2009,
-
- 8.Consideration of the motion of the Management Board of the Company regarding the coverage of the loss for 2009
-
- 9.Adoption of resolutions granting a vote of approval to the members of the Management Board of the Company for the performance of their duties in the financial year 2009
-
- 10. Adoption of resolutions granting a vote of approval to the members of the Supervisory Board for the performance of their duties in the financial year 2009
-
- 11. Adoption of resolutions concerning the appointment of members of the Supervisory Board for the next term of office
-
- 12. Adoption of a resolution regarding remuneration for members of the Supervisory Board
- 13. Closing of the General Meeting.
Information for Shareholders:
1. The right to participate in the AGM.
The right to participate in the General Meeting of Shareholders is granted only to persons who are shareholders of the Company sixteen days before the date of the General Meeting (the date of registration of participation in the General Meeting), i.e. on 15 May 2010. The list of persons entitled to participate in the General Meeting of the Company is determined by the Company on the basis of the list prepared by the entity operating the securities depository in accordance with the regulations on trading in financial instruments.
The list of persons entitled to participate in the General Meeting of the Company will be presented in the premises of the Company's Management Board in Wrocław at ul. St. Antoniego 24c for three weekdays before the date of the General Meeting, i.e. on May 26-28, 2010 from 10.00 a.m. to 4.00 p.m.
A shareholder may view the list of shareholders at the Management Board's premises and request a copy of the list for reimbursement of the costs of its preparation. In the period of three working days before the date of the AGM, a shareholder of the Company may request that the list of shareholders be sent to him free of charge by e-mail, providing the address to which the list should be sent. The request should be made in writing, signed by the shareholder or by persons authorized to represent the shareholder and delivered to the Company's address or e-mail address – relacjeinwestorskie@primamoda.com.pl in "pdf" format or other format allowing it to be read by the Company or sent by fax to (71) 342 13 25. The request should be accompanied by copies of documents confirming the identity of the shareholder or persons acting on behalf of the shareholder: in the case of a shareholder who is a natural person, a copy of the shareholder's identity card, passport or other official identity document; in the case of a shareholder other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the shareholder at the AGM, in the case of a request by a proxy – a copy of the power of attorney document signed by the shareholder, or by persons authorized to represent the shareholder, and a copy of the identity card, passport or other official identity document of the proxy or in the in the case of a representative other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the representative at the AGM and the identity card, passport or other official identity document of the natural person(s) authorized to represent the representative at the AGM.
2. Selected entitlement of shareholders.
A shareholder or shareholders representing at least one twentieth of the Company's share capital are entitled to: request that certain matters be placed on the agenda of the AGM; such a request should be submitted to the Management Board of the Company no later than twenty-one days before the date of the AGM, i.e. by 10 May 2010; the request should contain a justification or a draft resolution regarding the proposed item on the agenda; the request may be submitted via e-mail to the address of the relacjeinwestorskie@primamoda.com.pl, notification to the Company before the date of the AGM in writing or by means of electronic communication to the address of the relacjeinwestorskie@primamoda.com.pl draft resolutions regarding matters included in the agenda of the AGM or matters to be introduced into the agenda. The request should be accompanied by copies of documents confirming the identity of the shareholder or persons acting on behalf of the shareholder: in the case of a shareholder who is a natural person, a copy of the shareholder's identity card, passport or other official identity document; in the case of a shareholder other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the shareholder at the AGM, in the case of a request by a proxy – a copy of the power of attorney document signed by the shareholder, or by persons authorized to represent the shareholder, and a copy of the identity card, passport or other official identity document of the proxy or in the in the case of a representative other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of the natural person(s) to represent the representative at the AGM and the identity card, passport or other official identity document of the natural person(s) authorized to represent the representative at the AGM. Each shareholder may, during the general meeting, submit draft resolutions on matters included in the agenda.
A shareholder may participate in the general meeting and exercise the right to vote in person or by proxy. The power of attorney should be drawn up in writing or granted in electronic form. A power of attorney granted in electronic form does not require a secure electronic signature verified by means of a valid qualified certificate. Notification of the granting of a power of attorney in electronic form shall be deemed to be effective provided that:
-
- 1. information about this fact will affect the e-mail box relacjeinwestorskie@primamoda.com.pl , and
- 2. information about this fact will reach the Chairman of the General Meeting before drawing up the attendance list containing the list of participants of the General Meeting, in a form enabling the Chairman of the General Meeting to familiarize himself with the content of the power of attorney and assess the effectiveness of appointing a proxy.
In order to identify the shareholder granting the power of attorney, the notification of granting the power of attorney in electronic form should contain (as an attachment in "pdf" format, or another format that allows it to be read by the Company): in the case of a shareholder who is a natural person – a copy of the shareholder's ID card, passport or other official identity document; in the case of a shareholder other than a natural person – a copy of an extract from the relevant register or other document confirming the authorization of a natural person(s) to represent a shareholder at the AGM
, in the event of doubts as to the veracity of copies of the above-mentioned documents, the right is reserved to require the proxy to present when drawing up the attendance list: in the case of a shareholder who is a natural person – a copy confirmed for compliance with the original by a notary or other entity authorized to certify for compliance with the original an identity card, passport or other official identity document of a shareholder; or, in the case of a shareholder other than a natural person, the original or a copy certified as being in conformity with the original by a notary or other entity authorized to confirm for compliance with the original a copy from the relevant register or other document confirming the authorization of the natural person(s) to represent the shareholder at the AGM
In order to identify the representative, the right is reserved to require the representative to present when drawing up the attendance list: in the case of a representative who is a natural person – the original of the identity card, passport or other official identity document of the representative; or, in the case of a representative other than a natural person, the original or a copy certified as being in conformity with the original by a notary or other entity authorized to confirm for compliance with the original a copy from the relevant register or other document confirming the authorization of the natural person(s) to represent the representative at the AGM and the identity card, passport or other official identity document of the natural person(s) authorized to represent a representative at the AGM.
Forms referred to in Article 402 3 § 1 point 5 of the CCC, allowing the exercise of voting rights by proxy, are available on the Company's website www.primamoda.com.pl/relacje-inwestorskie/wza.html
The company does not impose the obligation to grant a power of attorney on the above form.
3. Participation and manner of speaking in the General Meeting using electronic means of communication,
the Company's Articles of Association do not allow participation in the General Meeting using electronic means of communication, and thus do not allow the possibility of speaking using electronic means of
communication4. Exercise of voting rights by correspondence or by means of electronic communication,
the Regulations of the General Meeting of the Company do not provide for the possibility of casting a vote by correspondence or using electronic means of
communication5. Materials concerning the General MeetingA
person entitled to participate in the AGM may obtain the full text of the documentation to be presented to the AGM, including draft resolutions or, if no resolutions are expected, comments of the Management Board or the Supervisory Board of the Company regarding matters introduced to the agenda of the AGM or matters to be introduced into the agenda before the date of the AGM on the Company's website www.primamoda.com.pl/relacje-inwestorskie/wza.html and at companies: Wrocław Św.Antoniego 24c street on 24-28 May 2010 from 10.00 to 16.006
. Other informationInformation
regarding the AGM will be made available on the Company's website www.primamoda.com.pl/relacje-inwestorskie/wza.html At the same time, the Management Board of the Company informs that in matters not covered by this announcement, the provisions of the Commercial Companies Code and the Company's Articles of Association apply. If you have any questions or concerns related to participation in the General Meeting, please contact the company's office at (71) 344-84-81.
Attachments: Draft resolutions of the AgM 2010
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
CURRENT REPORT NO. 4/2010 – CORRECTION OF QUARTERLY REPORT Q4/2009
Current report no. 4/2010Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. informs that the Company has corrected the report for the 4th quarter of 2009, which was submitted to the public on March 1, 2010. The reason for the correction is to supplement the data on the position of the company's management board in relation to previously published forecasts. The content of the corrected fragment of the report is attached.
Attachments:
Quarterly Report Q4/2009 – correction
Notification of exceeding 5% of total votes in the public company Prima Moda S.A.
Legal basis:
Art. 70 point 1 of the Act on Offering – acquisition or sale of a significant block of shares
The Management Board of PRIMA MODA S.A. informs that today it received a notification from IPOPEMA Towarzystwo Funduszy Inwestycyjnych S.A. with its registered office in Warsaw, ul. Waliców 11, with a share exceeding 5% of the total number of votes in PRIMA MODA S.A. As a result of the acquisition by investment funds managed by IPOPEMA TFI on 2 February 2010 of shares in PRIMA MODA S.A., the share of investment funds managed by IPOPEMA TFI in the total number of votes at the general meeting of the company exceeded the threshold of 5%. Prior to the above-mentioned acquisition of the Company's shares, investment funds managed by IPOPEMA TFI held a total of 237833 shares, i.e. 4.95% of the total number of votes at the AGM, constituting 7.43% of the company's share capital. As at the date of this notification, investment funds managed by IPOPEMA TFI hold a total of 269098 shares in the company, which gives 5.61% of votes at the AGM and constitutes 8.41 of the company's share capital.
Dariusz PlesiakPresident
of the Board
Dates of publication of periodic reports in 2010.
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic informationThe Management Board of Prima Moda S.A. announces
the dates of publication of periodic reports in 2010:
Report for the fourth quarter of 2009 – 1 March 2010Report
for the first quarter of 2010 – 17 May 2010Report
for the second quarter of 2010 will not be published, in accordance with § 101 section. 2 Regulation of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities,Report
for the third quarter – 15 November 2010,Report
for the first half of 2010 – 31 August 2010Annual
report for 2009 – 30 April 2010Dariusz
Plesiak – President of the Management Board
List of information made public in 2009.
Legal basis:
Art. Article 65(a) 1 of the Offering Act – list of information published to the publicList
of all information published in 2009.
Legal basis:
Art. Article 65(a) 1 of the Act on Offering – list of information published to the publicCurrent
reports:
1/2009 Information on a partial derogation from the application of the principle of "Code of Best Practice for WSE Listed Companies" (05.01.2009),
2/2009 List of information published in 2008 (26.01.2009),
2/2009 Correction of RB 2/2009 List of information published in 2008 (26.01.2009),
3/2009 Dates of publication of periodic reports in 2009 (26.01.2009),
4/2009 Change of the entity authorized to audit the financial statements for 2008 (23.02.2009),
5/2009 Conclusion of a significant agreement (12.03.2009),
6/2009 Conclusion of a significant agreement (20.03.2009),
7/2009 Notification of exceeding 5% in total votes in the public company Prima Moda S.A (26.03.2009),
8/2009 Change of the dates of publication of periodic reports (27.03.2009),
9/2009 Convening of the Ordinary General Meeting of Shareholders (07.05.2009),
10/2009 Content of draft resolutions for the Ordinary General Meeting of Shareholders on May 29, 2009 (15.05.2009),
11/2009 Significant agreement with Raiffeisen Bank Polska S.A (22.05.2009),
12/2009 Report of the Supervisory Board of Prima Moda S.A. on activities in 2008 (22.05.2009),
10/2009 Correction of current report No. 10/2009 (29.05.2009),
13/2009 Ordinary General Meeting of Shareholders 29.05.2009 – content of adopted resolutions (29.05.2009),
14/2009 List of shareholders holding at least 5% of votes at the AGM on 29 May 2009 (29.05.2009),
15/2009 Selection of the entity authorized to audit the financial statements for 2009 (05.06.2009),
16/2009 Notification of exceeding the threshold in total votes in the public company Prima Moda S.A (30.09.2009),
17/2009 Significant agreement with Raiffeisen Bank Polska S.A.- annex to the debt limit agreement and annex to the deposit agreement (17.12.2009),
18/2009 Verification of the forecast (31.12.2009),
Periodic reports:
Quarterly report Q 4/2008 (14.02.2009),
Quarterly report Q 1/2009 (15.05.2009),
Quarterly report Q 3/2009 (16.11.2009),
Annual report R 2008 (30.04.2009),
Half-year report P 2009 (31.09.2009),
The Management Board of the Company informs that all reports published are available on the Company's website www.primamoda.com.pl
Dariusz Plesiak – President of the Management Board
Current Report No. 18/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A., after preliminary financial analyses for the last quarter of 2009, informs that the forecast of the Company's financial results (available at the www.primamoda.com.pl) has been implemented in terms of sales revenues at the level exceeding PLN 43 million. Operating profit is estimated at around minus PLN 1.9 million. A significant impact on the financial result of Prima Moda S.A. was the increase in the EURO exchange rate, which resulted in an increase in the cost of renting premises and a lower than assumed gross margin on sales. These factors had a direct impact on extending the period of achieving profitability of stores opened in 2009. In addition, the financial result was influenced by investments, marketing activities, promoting and positioning the Prima Moda brand on the consumer market. The effect of these activities is to strengthen brand recognition, a 60% increase in sales compared to 2008 and the acquisition of regular customers in the expanded target group.
In the opinion of the Management Board, measurable financial benefits from the actions taken and consistently carried out will be visible in subsequent settlement periods.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Significant agreements with Raiffeisen Bank Polska S.A. – an annex to the debt limit agreement and an annex to the deposit agreement.
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information.
The Management Board of Prima Moda S.A. informs that on 17 December 2009 an annex to the debt limit agreement of 12 June 2006 and an annex to the deposit agreement of 16 February 2009 with Raiffeisen Bank Polska S.A. were signed. On the basis of the annexes, the agreement between the parties was extended until 31 January 2011 and a new general limit of receivables was set to PLN 3,900,000 and the amount of the deposit securing the receivables in Raiffeisen Bank Polska S.A. was changed to PLN 2,000,000. The specific terms of the contracts do not differ from the market standards applicable to similar contracts of this kind. The interest rate on the loan is based on the WIBOR base rate increased by the bank's margin. The criterion for considering the agreements as significant is exceeding the value of 10% of the Issuer's equity.
Dariusz Plesiak – President of the Management Board
Legal basis:
Art. 70 point 1 of the Act on Offering – acquisition or sale of a significant block of shares
The Management Board of PRIMA MODA S.A. informs that today it received a notification from Inwest Consulting S.A. with its registered office in Poznań, ul. Krasińskiego 16, with a share exceeding 5% in the total number of votes in PRIMA MODA S.A. The acquisition of shares took place as a result of an event other than a legal transaction, i.e. as a result of merging with Inwest Connect S.A. through the acquisition of this company. Inwest Consulting S.A. obtained a decision of the registry court registering the connection on 24.09.2009. As a result of the merger, Inwest Consulting S.A. holds directly 260,363 shares of Prima Moda S.A., entitling to 260,363 votes at the AGM. These shares constitute 8.14% of the share capital of Prima Moda S.A. and 5.42% of the total number of votes. The subsidiaries of Inwest Consulting S.A. do not hold shares in the company. There shall be no persons referred to in Article 1. Article 87(1)(3)(c) of the Public Offering Act. Prior to the merger, Inwest Consulting S.A. held directly 239,990 shares, entitling to 230,990 votes, which constituted 7.5% in the capital and 4.99% in the total number of votes in Prima Moda S.A.
Dariusz Plesiak – President of the Management Board
Current report 15/2009
Today, the Management Board of Prima Moda Spółka Akcyjna received information that the Supervisory Board of Prima Moda S.A. on 4.06.2009 selected the entity authorized to review and audit the financial statements for 2009. PKF Audyt Sp z o.o. with its registered office in Warsaw at ul. Elbląska 15/17, entity authorized to audit reports under No. 548.
Current report no. 14/2009Legal
basis:
Joke. 70 point 3 of the Act on Offering – AGM list above 5 %
The Management Board of Prima Moda Spółka Akcyjna hereby provides attached a list of shareholders holding shareholders holding at least 5% of the total number of votes at the Ordinary General Meeting of Shareholders held on 29 May 2009
Attachments:
Dariusz Plesiak – President of the Management Board
Current report No. 13/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. in Wrocław encloses the content of resolutions adopted on 29 May 2009 at the Ordinary General Meeting of Shareholders of Prima Moda Spółka Akcyjna.
Attachments:
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
CURRENT REPORT 10/2009 – CORRECTION
Current Report No. 10/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. in Wrocław encloses the corrected content of draft resolutions discussed at the Ordinary General Meeting of Shareholders of Prima Moda S.A. on 29 May 2009:
The corrected content concerns dates in draft resolutions No. 8,9,10,11,12 and results from an obvious mistake.
WAS: granting discharge (…) in the financial year 2008, i.e. for the period from 01.01.2008 to 29.11.2008
IS: granting discharge (…) in the financial year 2008, i.e. for the period from 01.01.2008 to 31.12.2008
Attachments:
Dariusz Plesiak – President of the Management Board
Current report No. 12/2009Legal
basis:
Other regulations
The Management Board of Prima Moda S.A. with its registered office in Wrocław informs that on 21 May 2009 the Supervisory Board of Prima Moda S.A. assessed the company and adopted a report on the activities of the Supervisory Board of Prima Moda S.A. on its activities for 2008, including a concise assessment of the Company's situation and resolutions of the Supervisory Board regarding the AGM convened for 29 May 2009, adopted at the Council meeting of 21 May 2009.
Dariusz Plesiak – President of the Management Board
Attachments:
Report of the Supervisory Board for 2008
Resolutions on AGM 2008
Current report no. 11/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. announces that on 22 May 2009 an annex to the debt limit agreement of 12 June 2006 was signed with Raiffeisen Bank Polska S.A., on the basis of which the agreement between the parties was extended until 31 December 2009 and a new general limit of receivables of up to PLN 4,000,000 was established. The specific terms of the contract do not deviate from the market standards used in similar contracts of this type. The interest rate on the loan is based on the WIBOR base rate increased by the Bank's margin. The criterion for considering the agreement as significant is exceeding the value of 10% of the Issuer's equity.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current Report No. 10/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. with its registered office in Wrocław encloses the content of draft resolutions that will be discussed at the Ordinary General Meeting of Shareholders of the Company on May 29, 2009.
Attachments:
Projekty_uchwal_na_WZA_2009_10.pdf
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current Report No. 9/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of PRIMA MODA Spółka Akcyjna in Wrocław, ul. Saint. Antoniego 24c, acting on the basis of art. 399 CCC in conjunction with Art. 402 of the Commercial Companies Code and §9 points. 1 of the Company's Articles of Association, convenes for May 29, 2009, at 8.30 a.m., the Ordinary General Meeting of Shareholders of the Company, which will be held at the Company's registered office, i.e. in Wrocław at ul. Saint. Anthony 24c."
Agenda:
- Opening of the Assembly.
- Election of the Chairman of the Assembly
- Confirmation of the correctness of convening the Meeting and its ability to adopt resolutions.
- Adoption of the agenda.
- Adoption of a resolution on the consideration and approval of the report on the activities of the Management Board in the financial year 2008.
- Adoption of a resolution on the consideration and approval of the report on the activities of the Supervisory Board in the financial year 2008.
- Adoption of a resolution on the consideration and approval of the Company's financial statements for the financial year 2008
- Adoption of a resolution on the distribution of profit or covering the loss for the financial year 2008.
- Adoption of resolutions granting a vote of approval to the Members of the Management Board of the Company for the performance of their duties in the financial year 2008.
- Adoption of resolutions granting a vote of approval to the Members of the Supervisory Board of the Company for the performance of their duties in the financial year 2008.
- Adoption of a resolution on the change of remuneration for members of the Supervisory Board.
- Adoption of a resolution on authorizing the Management Board of the Company to acquire the Company's own shares for their subsequent redemption.
- Any other business.
- Closing of the General Meeting.
Additional information:
The General Meeting is open to participate in bearer shares, holders of registered shares and temporary certificates. Participation may be personal or by proxy (not a member of the Management Board or an employee of the Company). The power of attorney to participate in the General Meeting should be drawn up – under pain of nullity – in writing. Shareholders entitled to registered shares have the right to participate in the General Meeting if they have been entered in the share register at least one week before the General Meeting, i.e. until 22 May 2009, until 15.00.
Shareholders entitled to bearer shares admitted to public trading have the right to participate in the General Meeting if they deposit at the Company's registered office (Wrocław, ul. Saint. Antoniego 24c), at the latest one week before the date of the General Meeting, i.e. by 22 May 2009, by 15.00, registered certificates of deposit issued by the entity maintaining the securities account, confirming the legitimacy of the rights arising from the shares. The list of shareholders entitled to participate in the General Meeting and materials related to the agenda will be made available to shareholders on the dates and on the terms provided for by the Commercial Companies Code.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current Report No. 8/2009
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
In connection with the entry into force of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities and the conditions for recognizing as equivalent information required by the laws of a non-member state and in reference to current report No. 3/2009 of 26 January 2009, the Management Board of Prima Moda S.A. hereby publishes the amended dates of publication of periodic reports in 2009:
- Report for the first quarter of 2009 – 15 May 2009,
- Report for the second quarter of 2009 – in accordance with § 101. 2 will not be published
- Report for the third quarter of 2009 – 16 November 2009,
- Report for the first half of 2009 – 31 August 2009,
- Annual report for 2008 – 30 April 2009.
Dariusz Plesiak – President of the Management Board
Current Report No. 7/2009
Legal basis:
Joke. 70 point 1 of the Act on Offering – acquisition or sale of a significant block of shares
The Management Board of PRIMA MODA S.A. informs that today it received a notification from Inwest Consulting S.A. with its registered office in Poznań, ul. Krasińskiego 16, with a share exceeding 5% in the total number of votes in PRIMA MODA S.A. As a result of the acquisition on 25 March 2009 of shares in PRIMA MODA S.A. in ordinary session transactions, Inwest Consulting S.A. holds directly and indirectly (together with its subsidiary, Inwest Connect S.A.) 243,450 (two hundred forty-three thousand four hundred and fifty) shares of PRIMA MODA S.A., entitling to 243,450 (two hundred forty-three thousand four hundred and fifty) votes at the AGM. These shares constitute 7.61% of the share capital of PRIMA MODA S.A. and 5.07% of the total number of votes. Before exceeding the threshold, Inwest Consulting S.A. held directly and indirectly (together with its subsidiary, Inwest Connect S.A.) 239,950 shares, entitling to 239,950 votes, which constituted 7.50% of the capital and 4.998% of the total number of votes in PRIMA MODA S.A.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current Report No. 6/2009
Legal basis:
Art. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of PRIMA MODA S.A. informs about the receipt on 20 March 2009 of copies of the agreement signed by both parties regarding the takeover of rights from the lease agreement for a commercial premises for Prima Moda in Galeria Krakowska. The agreement was concluded between PRIMA MODA S.A. and Kraków Nowe Miasto Sp. z o.o. with its registered office in Warsaw. The agreement is valid until 2016. The estimated value of the agreement is PLN 2,490,300 gross, which is more than 10% of the issuer's equity, and therefore this agreement meets the conditions for considering it a significant agreement. The terms of the contract do not differ from the terms commonly used for contracts of this type.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current report no. 5/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of PRIMA MODA S.A. informs that on March 11, 2009 it became aware of the receipt of copies of the assignment of rights signed by both parties from the lease agreement for the lease of a new premises for the Prima Moda showroom in the Renoma shopping center in Wrocław. The agreement was concluded for a period of 5 years, between PRIMA MODA S.A. and DTC Renoma Sp z o.o. with its registered office in Warsaw. The estimated value of the contract is PLN 1,547,000 gross, which is more than 10% of the issuer's equity, therefore this agreement meets the conditions for considering it a significant contract, The terms of the agreement do not differ from the terms commonly used for contracts of this type. The opening date of the gallery is planned for April 2009
Dariusz Plesiak – President of the Management Board
Current Report No. 4/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda Spółka Akcyjna informs that by resolution of the Supervisory Board No. 1/02/2009 of 23 February 2009, PKF Audyt Sp. z o.o., an entity authorized to audit No. 548, was appointed to audit the Company's financial statements for 2008. The change of auditor is formal, because PKF Audyt Sp. z o.o. is a company specializing in audit services within the PKF Consult capital group and is a 100% subsidiary of PKF Consult Sp. z o.o., the entity previously selected to audit the financial statements for 2008. (Resolution of the Supervisory Board 1/07/2008 of 29 July 2009, current report 22/2008)
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current report no. 3/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. announces the dates of publication of periodic reports in 2009:
Quarterly report for the fourth quarter of 2008 – 14 February 2009
Quarterly report for the first quarter of 2009 – 05 May 2009
Quarterly report for the second quarter of 2009 – 4 August 2009
Quarterly report for the third quarter of 2009 – 4 November 2009
Half-year report for the first half of 2009 – 30 September 2009
Annual Report for 2008 – 30 June 2009
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
CORRECTION OF CURRENT REPORT 2/2009
Correction of current report No. 2/2009Legal
basis:
Joke. Article 65(a) 1 of the Public Offering Act – list of information published to the public
In the current report 2/2009 of 26.01.2009, the legal basis was incorrectly stated:
is: Article 56 section 1 point 2 of the Act on Offering – current and periodic information,
should be: Article 65(1) of the Public Offering Act – list of information published to the public
Dariusz Plesiak – President of the Management Board
Current Report No. 2/2009Legal
basis:
Joke. Article 56(a) 1 point 2 of the Act on Offering – current and periodic information
The Management Board of Prima Moda S.A. informs that in 2008 it published the following information pursuant to Article 56 of the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies.
Current reports:
1/2008 Significant agreement with Raiffeisen Bank Polska S.A . – annex to the debt limit agreement (11.01.2008),
2/2008 Significant agreement with Raiffeisen Bank Polska S.A. – annex to the registered pledge agreement (11.01.2008),
3/2008 List of information published in 2008 (25.01.2008),
4/2008 Dates of publication of periodic reports in 2008 (25.01.2008),
5/2008 Conclusion of the contract – confidential information (28.01.2008),
6/2008 Conclusion of the contract – confidential information (04.02.2008),
5/2008 correction of RB 5/2008 – conclusion of the contract – confidential information (18.03.2008),
7/2008 correction of the quarterly report Q IV/2007 (18.03.2008),
8/2008 Conclusion of a confidential information agreement (18.03.2008),
9/2008 Conclusion of a significant agreement (21.03.2008)
10/2008 Convening the Ordinary General Meeting of Shareholders (19.05.2008),
11/2008 Change of the date of publication of the annual report for 2007 (21.05.2008),
12/2008 Report of the Supervisory Board of Prima Moda S.A. on activities in 2007 (26.05.2008)
13/2008 Content of draft resolutions to be discussed at the AGM on 10 June 2008 (02.06.2008), 13/2008 Correction of current report 13/2008 (04.06.2008),
14/2008 Significant agreement with Raiffeisen Bank Polska S.A. – annex to the debt limit agreement (06.06.2008), 15/2008 Ordinary General Meeting of Shareholders 10.06.2008 – content of adopted resolutions (10.06.2008), 16/2008 List of shareholders holding at least 5% of votes at the Ordinary General Meeting of Shareholders on 10.06.2008 (12.06.2008), 17/2008 Dividend for 2007 (12.06.2008),
18/2008 Conclusion of a significant agreement (23.06.2008),
19/2008 Report on the application of the Principles of Corporate Governance in 2007 (01.07.2008),
20/2008 Conclusion of the contract – confidential information (01.07.2008),
21/2008 Conclusion of the contract – confidential information (21.07.2008),
22/2008 Selection of an entity to audit financial statements (30.07.2008)
23/2008 Conclusion of the contract – confidential information (30.07.2008),
24/2008 Correction of the quarterly report QII/2008 (07.08.2008),
25/2008 Conclusion of significant agreements (22.09.2008)
26/2008 Conclusion of the contract – confidential information (25.09.2008),
27/2008 Conclusion of the contract – confidential information (01.10.2008),
28/2008 Conclusion of the contract – confidential information (09.10.2008)
29/2008 Revision of forecast (31.12.2008),
Periodic reports:
Quarterly report Q 4/2007 (14.02.2008),
Quarterly report – correction Q 4/2007 (20.03.2008),
Quarterly report Q 1/2008 (05.05.2008),
Annual Report R 2007 (26.05.2008),
Quarterly report Q 2/2008 (04.08.2008)
Quarterly report – correction Q2/2008 ( 07.08.2008),
Half-year report P 2008 (30.09.2008)
Quarterly report Q 3/2008 (04.11.2008),
As required by Art. 27 of Commission Regulation (EC) No 809/2004 The Issuer indicates that some of the information contained in the following summary and reports may be outdated.
The Management Board of the Company informs that all reports submitted to the public are available on the Company's website www.primamoda.com.pl
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board
Current Report No. 1/2009Legal
basis:
Other regulations
In accordance with paragraph 29(29) 3 of the Regulations of the Warsaw Stock Exchange The Management Board of Prima Moda S.A. informs that it does not fully apply the principle set out in Part II point 2. "Code of Best Practice for WSE Listed Companies", according to which "The Company ensures the functioning of its website in English, at least to the extent indicated in Part II.point 1. This rule should apply from 1 January 2009 at the latest.' The Company has prepared a new Investor Relations website in accordance with the WSE's recommendations and since 1 January 2009 it has also launched part of the website in English. The English section contains all the basic data about the company. Due to high costs, the company will not provide translations of periodic and current reports for previous years, and will not provide translations of reports for 2009. The Management Board does not exclude the decision to publish translations of current and periodic reports in the future.
Dariusz Plesiak – President of the
Management BoardKatarzyna Butwicka – Vice President of the Management Board