Current report no 29 / 2013

Resolutions adopted by the OGM of Budimex SA

The Management Board of Budimex SA makes public the text of the resolutions adopted by the Ordinary General Meeting of Budimex SA held on 24 April 2013:

Resolution of the Ordinary General Meeting of Budimex SA
of 24 April 2013
on: appointing the Chairperson for the Ordinary General Meeting.
The Ordinary General Meeting of Budimex SA adopts the following resolution:
§ 1. The Ordinary General Meeting appoints Andrzej Leganowicz to act as the Chairperson of the Ordinary General Meeting.
§ 2. The resolution becomes effective on the date of its adoption.
The resolution was adopted by secret ballot.

Number of shares with valid votes – 18,832,303 shares (73.77% of the share capital).
Overall number of valid votes – 18,832,303 votes.
18,832,303 votes were cast in favour of adopting the Resolution on appointing the Chairperson of the Ordinary General Meeting, none of the Shareholders opposed the Resolution, none abstained.

Resolution of the Ordinary General Meeting of Budimex SA
of 24 April 2013
on: electing the Ballot Counting Committee.
The Ordinary General Meeting of Budimex SA adopts the following resolution:
§ 1. The Ordinary General Meeting 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.
The resolution was adopted by secret ballot.

Number of shares with valid votes – 18,832,304 shares (73.77% of the share capital).
Overall number of valid votes – 18,832,304 votes.
Votes for – 18,832,304, votes against – 0, votes abstained – 0.

Resolution of the Ordinary General Meeting of Budimex SA
of 24 April 2013
on: adoption of the agenda.
The Ordinary General Meeting of Budimex SA adopts the following resolution:
§ 1. The Ordinary General Meeting adopts the following agenda:
1. Opening the Ordinary General Meeting.
2. Appointing the Chairperson for 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 Financial Statements for the financial year ending 31 December 2012 and the Report on the Operations of Budimex SA for 2012 along with the Auditor's Opinion and the Audit Report.
7. Presenting the Consolidated Financial Statements for the financial year ending 31 December 2012 and the Report on the Budimex Group's Operations for 2012 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 Managing Board's Reports on Operations and Financial Statements for the financial year 2012, the Managing Board’s motion as regards covering the loss from the previous years and profit distribution, and also the assessment of the Company’s situation meeting other requirements arising from “The Code of Best Practice for WSE-Listed Companies.”
9. Adopting resolutions on:
9.1. considering and approving the Financial Statements of Budimex SA for the financial year ending 31 December 2012 and the Report on the Company's Operations for 2012,
9.2. considering and approving the Consolidated Financial Statements for the financial year ending 31 December 2012 and the Report on the Group's Operations for 2012,
9.3. covering the loss from previous years,
9.4. distributing the profit for 2012,
9.5. acknowledging the fulfilment of duties by the Members of the Management Board of Budimex SA in 2012,
9.6. acknowledging the fulfilment of duties by the Members of the Supervisory Board of Budimex SA in 2012,
9.7. appointing Members of the Supervisory Board for the eighth term.
10. Information from the Managing Board on changes in "The Code of Best Practice for WSE-Listed Companies" – DSP 2012 and on the resolutions adopted by the Managing Board and the Supervisory Board of Budimex SA in this respect.
11. Adopting a resolution on observing "The Code of Best Practice for WSE-Listed Companies" in Budimex SA in the wording as introduced by Resolution No. 19/1307/2012 of the Supervisory Board of the Warsaw Stock Exchange of 21 November 2012 – DPS 2012.
12. Closing the Ordinary General Meeting.
§ 2. The resolution becomes effective on the date of its adoption.
The resolution was adopted by open ballot.

Number of shares with valid votes – 18,832,304 shares (73.77% of the share capital).
Overall number of valid votes – 18,832,304 votes.
Votes for – 18,832,304, votes against – 0, votes abstained – 0.

Resolution No. 172
of the Ordinary General Meeting of Budimex SA
of 24 April 2013
on: considering and approving the Financial Statements of Budimex SA for the financial year ending 31 December 2012 and the Report on the Company's Operations for 2012
In accordance with Article 395 § 2(1) and in conjunction with Article 393(1) of the Code of Commercial Companies and Article 53(1) of the Accounting Act of 29 September 1994 (i.e. Journal of Laws of 2009, No. 152, item 1223 as amended), the Ordinary General Meeting of Budimex SA resolves as follows:
§ 1. To approve, upon prior examination, the Financial Statements of the Company for the financial year ending 31 December 2012 and the Report on the Company's Operations for 2012. The Financial Statements include:
1. introduction to the Financial Statements,
2. balance sheet as of 31 December 2012, showing the total assets and liabilities of PLN 3,076,719 thousand (three billion seventy-six million seven hundred and nineteen thousand zloty),
3. the profit and loss account for the period between 1 January 2012 and 31 December 2012, showing a net profit of PLN 112,249 thousand (one hundred and twelve million two hundred and forty-nine thousand zloty),
4. the statement of changes in equity for the period from 1 January 2012 to 31 December 2012, showing a decrease in equity of PLN 164,555 thousand (one hundred and sixty-four million five hundred and fifty-five thousand zloty),
5. the cash flow statement for the period between 1 January 2012 and 31 December 2012, showing a decrease in cash of PLN 528,581 thousand (five hundred and twenty-eight million five hundred and eighty-one thousand zloty),
6. additional notes and explanations.
The Financial Statements for the financial year ending 31 December 2012 have been audited by an independent certified auditor and received a positive opinion from the Company's Supervisory Board.
§ 2. The resolution becomes effective on the date of its adoption.
This Resolution has the following annexes:
Annex 1 – Financial Statements of Budimex SA for the financial year ending 31 December 2012.
Annex 2 – Report on the Company's Operations for 2012.
Annex 3 – Auditor’s Opinion and the Audit Report for the Financial Statements for the year ending 31 December 2012.
The resolution was adopted by open ballot.

Number of shares with valid votes – 18,832,304 shares (73.77% of the share capital).
Overall number of valid votes – 18,832,304 votes.
Votes for – 18,830,836, votes against – 0, votes abstained – 1,468.