Report no. 69/2013

The Management Board of EMC Instytut Medyczny S.A. with its registered office in Wrocław  ( the Company”) announces that on 16 July 2013 it received  from Soporto Invest B. V.  with its registered office in Amsterdam, the Netherlands a written request to convene an Extraordinary General Meeting  of the Company on 20 August 2013 at 3 p.m.
 

Pursuant to Art. 400§ 1 of the Code of Commercial Companies and in connection with  Art. 91 (5) and (6) of the Act of 29 July 2005 on Public Offering  and Conditions Governing the Introduction of  Financial Instruments to Organized Trading, and on Public Companies (“an Act on Public Offering”),and  § 11 (1) of the Articles of Association of EMC Instytut Medyczny S. A. ( “EMC”  or “the Company”),Soporto Invert B. V. ,through proxy holders acting on the basis of duly granted power of attorney (the copy of the power of attorney included in the application), deposited a written request to convene an Extraordinary General Meeting  of the Company on 20 August 2013 at 3 p.m. with the following agenda: 
 

1. Opening the Extraordinary General Meeting.

2. Election of the Chairperson of the Extraordinary General Meeting.

3. Determination of  whether the Extraordinary General Meeting has been duly convened and is able to adopt binding resolutions.

4. Election of  the Scrutiny Commission.

5. Approval of the agenda.

6. Adoption of a resolution on waiving the dematerialisation of shares of  EMC Instytut Medyczny S.A. and withdrawing the shares of EMC Instytut Medyczny S.A. from exchange trading on the regulated market operated  by the Warsaw Stock Exchange.

7. Adoption of  a resolution on EMC Instytut Medyczny S.A. bearing the costs of convening and holding the Extraordinary General Meeting of EMC Instytut Medyczny S.A.

8. Closing of the Extraordinary General Meeting.

 

Soporto Invest B. V.  informed that  on the date of the request it is a shareholder of the company that indirectly holds 1,215,779 (one million two hundred fifteen thousand seven hundred and seventy-nine) shares of the Company that carry 2,013,522 ( two million thirteen thousand five hundred twenty-two) voting rights at the General Meeting of the Company ,which constitute 14.60% of the share capital of the Company and, represent 20,49% of the total number of  votes at the General Meeting of the Company. Considering the above Soporto Invest B. V. is entitled to request that an Extraordinary General Meeting  of the Company be convened and  that certain matters be placed on the agenda  pursuant to Art. 400§ 1 of the Code of Commercial Companies.
 

Furthermore, on May 28,2013, Soporto Invest B. V. with its parent company Care Up BV announced a tender offer to subscribe for the sale of shares of EMC for all other shareholders of the Company, which, pursuant to art. 91 (6) of the Act on Public Offering, indicates that Soporto Invest B. V. is entitled to request that  a draft resolution on waiving the dematerialisation of shares of  the Company be placed on the agenda of the Extraordinary General Meeting  of the Company.
 

Here enclosed you will find the said draft resolutions.

The Company shall announce the date of the Extraordinary General Meeting of Shareholders in an individual current report.