Current Report 37/2021 – Registration of share capital increase and amendments to the Company’s Articles of Association
Management Board of Celon Pharma S.A. ("Company") informs that on September 9, 2021 the Regional Court for the Capital City of Warsaw in Warsaw, 14th Commercial Division of the National Court Register (the "Court") registered the increase of the Company's share capital as a result of the issuance of D-series shares within the authorized capital, conducted on the basis of the Resolution No. 4/2021 of the Extraordinary General Meeting of the Company of February 16, 2021 and the resolution of the Management Board of the Company of June 25, 2021. (current reports 9/2021 and 29/2021).
The aforementioned resolution of the General Meeting in question, registered by the Court on April 12, 2021 (current report 20/2021), authorized the Company's Management Board to make one or more subsequent increases in the Company's share capital within the authorized capital, within 3 years from the registration of this resolution by the Court, through the issuance of new ordinary bearer shares in a number not exceeding 15,000,000 shares. As at the date of publication of this current report, the authorization has been used in respect of 6,000,000 shares.
After the registration, the Company's share capital is PLN 5,100,000.00 and is divided into 51,000,000 shares with a nominal value of PLN 0.10 each, including
- 15.000.000 A1-series registered shares,
- 15.000.000 ordinary A2-series bearer shares,
- 15.000.000 ordinary B-series bearer shares,
- 6.000.000 ordinary D-series bearer shares,
The total number of votes in the Company arising from all issued shares is 66,000,000.
Pursuant to the above, § 8 subs. 1 of the Company's Articles of Association was amended to read as follows:
“1. The share capital of the Company is PLN 5.100.000,00 (say: five million one hundred thousand) and is divided into 51.000.000 (say: fifty one million) shares with a nominal value of PLN 0.10 (say: ten groszy) each, including:
a) 15,000,000 (fifteen million) A1-series registered shares, numbered from 000,000,01 to 15,000,000, privileged as to voting in such a way that each share carries two votes at the General Meeting of the Company,
b) 15,000,000 (fifteen million) ordinary A2-series bearer shares numbered from 000,000.01 to 15,000,000,
c) 15,000,000 (fifteen million) ordinary B-series bearer shares numbered from B1 to B15,000,000,
d) 6,000,000 (six million) ordinary D-series bearer shares numbered from D1 to D6,000,000.” The Company encloses the consolidated text of the Company's Articles of Association reflecting the above amendment.