Annual report 2019
As at 31 December 2019, FFIL ŚNIEŻKA SA’s share capital was comprised of 12,617,778 shares of nominal value of PLN 1.00 each.
In 2019 the Company’s share capital was not subject to change.
The Company’s share capital consists of the following series of shares:
Series A and B registered shares are preferential for vote so that one share corresponds to 5 votes at the general meeting.
In addition, pursuant to Resolution No. 8/2019 of the General Meeting of April 26, 2019 introducing an amendment to the Company's Articles of Association - which was registered by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Department of the National Court Register on June 6, 2019 - series A shares give entitlement to elect three members of the supervisory board, including the chairman of the supervisory board, in such a manner that for every 30,000 shares entitle to appoint one member of the supervisory board, including the chairman of the supervisory board. If that preference expires over some series A registered shares, each remaining 20 000 series A shares give entitlement to indicate one supervisory board member, including the chairman of the supervisory board.
Table 35.
On March 27, 2020, the holders of series A and B shares were:
Shares of all series are equally preferred as to dividends and return on equity.
No restrictions on the exercise of voting rights prevail at FFiL Śnieżka SA.
Restrictions regarding the transfer of ownership of the Company's securities concern holders of preferred registered shares of FFiL Śnieżka SA. The transfer of preferred registered shares under any legal title or their conversion into bearer shares requires prior submission of purchase offer to all shareholders holding series A shares by a shareholder interested in transfering or converting into a bearer share.
The general meeting of the Company must express its consent on the decision on issuing or purchasing shares.
The Company did not have employee share schemes in 2019.
Company’s shares held by managing and supervising persons
Table 36.
As at March 27, 2020, the Company's shares held by the managing and supervising persons were as follows:
In the period from the date of publication of the last periodical report (for III quarter of 2019), i.e. on November 28, 2019, no changes in the ownership of the Company's shares by the managing and supervising persons occurred.
Ownership structure of significant blocks of shares of the Company
Table 37.
As at the date of publication of the Report, significant shareholders of FFiL Śnieżka SA, holding at least 5% of the total number of votes at the General Meeting of the Company were the following persons and entities:
In the period from the date of publication the report for III quarter of 2019, i.e. on November 28, 2019, based on information available to the Company, no changes in the significant block of shares issued by the Company occurred.
The detailed information on the shareholding issue can be found in PDF report in item 5.7
| Holders of series A shares | The number of shares held (items) |
|---|---|
| Stanisław Cymbor | 33 334 |
| Jerzy Pater | 33 333 |
| Piotr Mikrut | 16 667 |
| Rafał Mikrut | 16 666 |
| Holders of series B shares | The number of shares held (items) |
| Stanisław Cymbor | 133 333 |
| Jerzy Pater | 133 334 |
| Piotr Mikrut | 133 333 |
| Members of the management board | The number of shares held (items) |
|---|---|
| Stanisław Cymbor | 1 270 833 |
| Witold Waśko | 198 |
| Members of the supervisory board | The number of shares held (items) |
| Stanisław Cymbor | 2 541 667 |
| Jerzy Pater | 2 541 667 |
| Rafał Mikrut | 1 270 833 |
|
The number of shares held (items) |
Share in the share capital (in %) |
Number of votes |
Share in the total number of votes at GMS (in %) |
|
|---|---|---|---|---|
| Jerzy Pater* |
2 541 667 including directly 166 667 |
20,14 1,32 |
3 208 335 833 335 |
21,95 5,7 |
| Stanisław Cymbor** |
2 541 667 including directly 166 667 |
20,14 1,32 |
3 208 335 833 335 |
21,95 5,7 |
| Piotr Mikrut | 1 270 833 | 10,07 | 1 870 833 | 12,8 |
| Rafał Mikrut | 1 270 833 | 10,07 | 1 337 497 | 9,15 |
| Aviva OFE Aviva Santander | 1 461 000 | 11,58 | 1 461 000 | 9,99 |
|
Nationale-Nederlanden Open Pension Fund |
897 829 | 7,12 | 897 829 | 6,14 |
* Jerzy Pater holds the Company’s shares indirectly by PPHU Elżbieta i Jerzy Pater Sp. z o.o. (PPHU Elżbieta i Jerzy Pater Sp. z o.o. holds 2,375,000 shares, i.e. 18.82% share in the share capital and 16.25% in the total votes at the General Meeting of Shareholders).
** Stanisław Cymbor holds the Company’s shares indirectly by PPHU Iwona i Stanisław Cymbor Sp. z o.o. (PPETU Iwona i Stanisław Cymbor Sp. z o.o. holds 2,375,000 shares, i.e. 18.82% share in the share capital and 16.25% in the total votes at the General Meeting of Shareholders).