Aktueller Bericht Nr. 39 / 2011

Resolutions adopted by the Ordinary General Meeting of Shareholders of Budimex SA

The Management Board of Budimex SA makes public the text of the resolutions adopted by the Ordinary General Meeting of Shareholders of Budimex SA held on 19 May 2011:

Resolution of the Ordinary General Meeting of Shareholders in Budimex SA
of May 19, 2011
on: appointing the Chairperson for the Ordinary General Meeting.
The Ordinary General Meeting of Shareholders in Budimex SA adopts the following resolution:
§ 1.
The Ordinary General Meeting of Shareholders appoints Andrzej Leganowicz to act as the Chairperson of the Ordinary General Meeting.
§ 2.
The resolution becomes effective on the date of its adoption.
Number of shares with valid votes – 18,092,348 shares (70.87% of share capital).
Overall number of valid votes – 18,092,348 votes.
There were 18,092,348 votes for the choice, none of the Shareholders opposed the resolution, none abstained.

Resolution of the Ordinary General Meeting of Shareholders in Budimex SA
of May 19, 2011
on election of the Ballot Counting Committee.
The Ordinary General Meeting of Shareholders in Budimex SA adopts the following resolution:
§ 1.
The Ordinary General Meeting of Shareholders appoints the following persons as members of the Ballot Counting Committee:
1. Bogna Kuczyńska-Piech,
2. Jadwiga Romańska-Kwinta,
3. Agnieszka Wietrzykowska.
§ 2.
The resolution becomes effective on the date of its adoption.
Number of shares with valid votes – 18,092,348 shares (70.87% of share capital).
Overall number of valid votes – 18,092,348 votes.
There were 18,092,348 votes for the resolution on the choice of Ballot Counting Committee, none of the Shareholders opposed the resolution, none abstained.

Resolution of the Ordinary General Meeting of Shareholders in Budimex SA
of May 19, 2011
on: adoption of the agenda.
The Ordinary General Meeting of Shareholders in Budimex SA adopts the following resolution:
§ 1.
The Ordinary General Meeting of Shareholders adopts the following agenda:
1. Opening the Ordinary General Meeting.
2. Appointing the Chairperson of the Ordinary General Meeting.
3. Declaring that the Ordinary General Meeting has been correctly convened and that it has the capacity to adopt binding resolutions.
4. Appointing the Ballot Counting Committee.
5. Adopting the agenda.
6. Presenting the Report on the Company's Operations of Budimex SA for 2010 as well as the Financial Statement for the financial year 2010 along with the Auditor's Opinion and the Audit Report.
7. Presenting the Report on the Operations of the Budimex Group for 2010 as well as the consolidated Financial Statement for the financial year 2010 along with the Auditor's Opinion and the Audit Report.
8. Presenting the Report of the Supervisory Board of Budimex SA including results of evaluations of the Management Board Reports on Operations and Financial Statements for the Financial Year 2010, the Management Board’s motion concerning profit distribution and also the assessment of the Company’s situation meeting other requirements following from “The Code of Best Practice for WSE-Listed Companies”.
9. Adoption of resolutions on:
9.1. considering and approving the Report on the Company's Operations as well as the Financial Statement of Budimex SA for the financial year 2010,
9.2. considering and approving the Report on the Operations of the Budimex Group for 2010 as well as the consolidated Financial Statement for the financial year 2010,
9.3. distributing the profit for 2010,
9.4. acknowledgement of the fulfilment of duties by members of the Management Board of Budimex SA in 2010,
9.5. acknowledgment of the fulfilment of duties by members of the Supervisory Board of Budimex SA in 2010,
9.6. approval of supplementation of the composition of the Supervisory Board in its seventh term, onto which a new member was co-opted on 23 March 2011 pursuant to paragraph 16 section 3 of the Company's Articles of Association - Alejandro de la Joya Ruiz de Velasco, following the resignation of Carmelo Rodrigo López.
10. Information of the Management Board on changes in "The Code of Best Practice for WSE-Listed Companies" -DSP 2010, in the Company Budimex SA, with particular emphasis on Rules from Chapter IV - Best practices applied by the shareholders, as well as on resolutions adopted by the Management Board and the Supervisory Board in this regard.
11. Adopting a resolution on observing "The Code of Best Practice for WSE-Listed Companies" in the Company Budimex SA, including changes introduced by the Resolution No 17/1249/2010 of the Exchange Council of 19 May, 2010.
12. Closing of the Ordinary General Meeting.
§ 2.
The resolution becomes effective on the date of its adoption.
Number of shares with valid votes – 18,092,348 shares (70.87% of share capital).
Overall number of valid votes – 18,092,348 votes.
There were 18,092,348 votes for acceptance of the agenda, none of the Shareholders opposed the resolution, none abstained.

Resolution No.159
of the Ordinary General Meeting of Shareholders in Budimex S.A.
of May 19, 2011
on: considering and approving the Financial Statement of Budimex S.A. for the Financial Year 2010 and the Report of the Management Board of Budimex S.A. on the Company’s Operations for the year 2010.
In accordance with Article 395 section 2.1 in conjunction with Article 393 Article 1 of the Commercial Companies Code and Article 53 section 1 of the act of 29 September 1994 on accounting (i.e. Journal of Laws of 2009, No. 152, item 1223 as amended) the Ordinary General Meeting of Shareholders of Budimex S.A. has adopted the following:
§ 1.
Upon prior examination, the Financial Statement of the Company for the financial year 2010 as well as the Report on the Company's Operations is approved. The Financial Statement includes:
1. Introduction to the Financial Statement,
2. balance sheet as at December 31, 2010, presenting total assets and liabilities equalling PLN 3,858,951,000 /three billion eight hundred fifty eight million nine hundred fifty one thousand Polish zloty/
3. Profit and loss account for the period between January 1 and December 31, 2010, showing a net profit amounting to PLN 226,283,000 /two hundred twenty six million two hundred eighty three thousand Polish zloty/
4. Statement of changes in equity for the period from 1 January 2010 to 31 December 2010, showing an increase in equity of PLN 52,423,000 /fifty two million four hundred twenty three thousand Polish zloty/,
5. Cash flow statement for the period between January 1, 2010 and December 31, 2010, showing an increase in cash of PLN 747,196,000 / seven hundred forty seven million one hundred ninety six thousand Polish zloty/,
6. Additional information and explanations.
The Financial Statement of Budimex SA for the financial year 2010 has been audited by an independent certified auditor and received a positive opinion of the Company's Supervisory Board.