Current report no. 12/2024

Legal basis: Article 17 par. 1 MAR - confidential information.

Subject: Proposal of the Board of Directors of VRG S.A. to the Annual General Meeting on the manner of distribution of the Company's net profit for the financial year 2023 and payment of dividends.

The Board of Directors of VRG S.A., based in Kraków (the "Company"), announces that on 17 May 2024 a resolution was adopted to approve the proposal of the Board of Directors of VRG S.A. in Kraków to the Annual General Meeting of the Company on the manner of distribution of the Company's net profit for the financial year 2023 and payment of dividends.
The above motion contains the following proposals:
1) a proposal to allocate the net profit shown in the Company's financial statements for the financial year 2023 in the amount of PLN 28,193,220.51 in its entirety to the supplementary capital;
2) a proposal to pay a dividend of PLN 0.09 per share, i.e. in the total amount of PLN 21,101,025.60 from the reserve capital (in the part created from profits - Article 348 § 1 of the Commercial Companies Code).
At the same time, in this proposal, the Board of Directors requests the Annual General Meeting of the Company to determine that the shareholders of the Company as at 20 September 2024 (dividend date) will be entitled to the dividend and that the dividend will be paid on 16 December 2024. 234,455,840 shares of the Company will be covered by the dividend.
The proposal to distribute the net profit shown in the Company's financial statements for 2023, referred to in para. 1) above fulfils the requirements of Article 395 § 2 para. 2) in connection with Article 396 of the Code of Commercial Companies.
The proposal to pay dividends to the Company's Shareholders referred to in item. 2) above represents the implementation of the assumptions adopted by the Board of Directors on 18 May 2022. Company's Dividend Policy, which the Company informed about in current report No. 18/2022.
At the same time, the Management Board informs that the Supervisory Board of the Company, at its meeting on 17 May 2024, adopted a resolution based on which it positively assessed the above proposal of the Management Board.