Report no. 42/2014

Dear Sir/Madam,

 

In response to the letter no GPW/DE/W/72/2014 of 6 March 2014, we wish to inform you that Principle IV (10) of the Code of Best Practice for WSE Listed Companies, i.e.:

“IV. Best Practices of Shareholders:

10.  A  company  should  enable  its  shareholders  to  participate  in  a  General  Meeting using electronic communication means through:

1)  real-life broadcast of General Meetings;

2)  real-time  bilateral  communication  where  shareholders  may  take  the  floor during a General Meeting from a location other than the General Meeting.”

 

has not been and shall not be applied due to the very little interest in remote shareholder participation at General Meetings.

 

Prior to calling a General Meeting of Shareholders, the  Issuer shall inform the shareholders that it is not possible:

 

to participate in the General  Meeting of Shareholders by means of electronic communication,

to  speak at the General  Meeting  of Shareholders by means of electronic communication,

to  exercise the voting right by correspondence or by means of electronic communication. 

 

However, the  Issuer  ensures that a complete content of the documentation that shall be presented to the General Meeting and draft resolutions as well as the remarks of the Management Board and the Supervisory Board of the Company concerning the issues included into the agenda of the General Meeting or issues which are to be included into the agenda prior to the date of the General Meeting, will be available at the Company's website– www.emc-sa.pl.

As the  participation in the General Meeting by means of electronic communication has been popularised, and ,above all, it will be possible to provide adequate security for its users, the Issuer will consider introducing this procedure.

The Issuer aims to enhance transparency of the Company's affairs and external relations, in particular with the existing and prospective shareholders of the Company, by complying to the principles of corporate governance.

 

In addition, after reviewing possible applications of all of Best Practices,  The Management Board of EMC Instytut Medyczny SA with its registered office in Wrocław indicates that the section of " the Code of Best Practice of WSE Listed Companies", adopted in a Resolution No. 19/1307/2012 of the Warsaw Stock Exchange Supervisory Board dated 21 November 2012 r No. II. 1(1), (2)(a), namely:

 "II. Best Practice for Management Boards of Listed Companies:

Principle  1. (1)(2)(a)  :

A  company  should  operate  a  corporate  website  and  publish  on  it,  (...) on an annual basis, in the fourth quarter  –  information about the participation of  women  and  men  respectively  in  the  Management  Board  and  in  the Supervisory Board of the company in the last two years”

is not applicable for the company.

 

EMC Instytut Medyczny SA operates  a  corporate  website  where it publishes  information on the the members of its governing bodies  including their professional CVs in compliance with  the Code of Best Practice. Information about the participation of  women  and  men  respectively  in  the  above bodies of the Company is not made public.

According to  the Company, in connection with low fluctuation and a small number of bodies  members, the above data is  sufficient.

 

Yours sincerely,

President of the Management Board

Piotr Gerber