Current report no 32 / 2011

Draft resolutions for the OGM of Budimex S.A. convened on May 19, 2011

In reference to report No 31/2010 for 19 April 2011 on the invitation to the Ordinary General Meeting of Budimex SA, the Management Board of Budimex SA informs on draft resolutions for the Ordinary General Meeting convened on 19 May of the current year.
Resolution of the Ordinary General Meeting of Shareholders in Budimex S.A.
of May 19, 2011
on: appointing the Chairperson for the Ordinary General Meeting.
The Ordinary General Meeting of Shareholders in Budimex S.A. adopts the following resolution:
§ 1.
The Ordinary General Meeting of Shareholders appoints …………………………………… to act as the Chairperson of the Ordinary General Meeting.
§ 2.
The resolution becomes effective on the date of its adoption.

Resolution of the Ordinary General Meeting of Shareholders in Budimex S.A.
of May 19, 2011
on the election of the Ballot Counting Committee.
The Ordinary General Meeting of Shareholders in Budimex S.A. adopts the following resolution:
§ 1.
The Ordinary General Meeting of Shareholders appoints the following persons as members of the Ballot Counting Committee:
1. ………………………
2. ………………………
3. ………………………
§ 2.
The resolution becomes effective on the date of its adoption.

Resolution of the Ordinary General Meeting of Shareholders in Budimex S.A.
of May 19, 2011
On: Adoption of the agenda.
The Ordinary General Meeting of Shareholders in Budimex S.A. 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 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 S.A. 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 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. acknowledging the fulfilment of duties of the Management Board members of Budimex S.A. in 2010,
9.5. acknowledging the fulfilment of duties of the Supervisory Board members of Budimex S.A. in 2010,
9.6. approval of the new composition of the Supervisory Board in its 7th term, onto which a new Member has been co-opted on 23 March 2011 under the paragraph 16 section 3 of the Articles of Association - Mr.Alejandro de la Joya Ruiz de Velasco, in relation to the renouncement of Mr.Carmelo Rodrigo López.
10. Information of the Management Board on changes in "The Code of Best Practice for WSE-Listed Companies" 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 as of the day of adoption.

Resolution No.159
of the Ordinary General Meeting of Shareholders in Budimex S.A.
of May 19, 2011
on considering and approval of Financial Statement of Budimex SA for
the financial year 2010 and Report on the Company's Operations for 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 Report on the Company's Operations are approved. The Financial Statement includes:
1. introduction to the financial statement,
2. balance sheet as at 31 December 2010, showing total balance of assets and liabilities equalling PLN 3,858,951,000 (three billion eight hundred fifty-eight million nine hundred fifty-one thousand Polish zlotys),
3. profit and loss account for the period from 1 January to 31 December 2010, showing net profit equalling PLN 226,283,000 (two hundred twenty six million two hundred eighty-three thousand Polish zlotys).
4. statement of changes in equity for the period from 1 January 2010 to 31 December 2010, showing an increase in equity of PLN 52,423,00 (fifty two million four hundred twenty three thousand Polish zlotys),
5. cash flow statement for the period from 1 January 2010 to 31 December 2010, showing an increase in cash of PLN 747,196,000 (seven hundred forty-seven million one hundred ninety-six thousand Polish zlotys),
6. additional information and explanations.
The Financial Statement of Budimex S.A. for the financial year 2010 has been audited by an independent certified auditor and received a positive opinion of the Company's Supervisory Board.
§ 2.
The resolution becomes effective as of the day of adoption.
Enclosures - 3 pieces:
Annex 1 - Financial Statement of Budimex S.A. for the Financial Year 2010.
Annex 2 - Report on the Company's Operations for 2010.
Annex 3 - Auditor’s Opinion and supplementary report to the opinion on the audit of the Financial Statement of Budimex S.A. for the Financial Year 2010.

Resolution No.160
of the Ordinary General Meeting of Shareholders in Budimex S.A.
of May 19, 2011
on considering and approving the consolidated Financial Statement for the financial year 2010 and Report on the Operations of the Budimex Group for 2010.
In accordance with Article 395 section 5 in conjunction with Article 393 paragraph 1 of the Commercial Companies Code and Article 63 c section 4 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: