23/2010 – Registration of Articles of Association changes.

Legal grounds: Art. 56 sec 1 p 2 of the Act concerning public tenders ? current and periodical reports.

Quantum software S.A. Management Board, that as per Current Report 14/2010 ?Resolutions approved by AGM of Quantum software convened on May 18, 2010?, informs that on 26 July 2010 conceived information, from the District Court for Kraków – Śródmiescie, XI Economic Division of the National Court Register of registration of changes in the Company?s Statute.

Registration apply:

(i) point IX of the Company?s Articles of Association in the current wording:

The Company?s scope of activity according to the Polish Classification of Activities is:

  • Other publishing activities ? 22.15.Z
  • reproduction of computer media ? 22.33.Z
  • manufacture of computers and other data processing devices for industrial machinery, ships and planes of a given product group n.e.c. ? 30.02.Z
  • wholesale of machinery and office devices ? 51.64.Z
  • wholesale of other machinery and devices for industry, trade and water transport ? 51.65.Z
  • retail sale of furniture, office equipment, computers and telecommunications devices ? 52.48.A
  • data transmission and communication ? 64.20.C,
  • other telecommunications services ? 64.20. G,
  • renting of office machinery and equipment ? 71.33.Z
  • renting of other machines and devices ? 71.34.Z
  • consultancy on computer equipment ? 72.10.Z
  • software activities ? 72.20.Z
  • data processing ? 72.30.Z
  • database-related services ? 72.40.Z
  • other IT activities ? 72.60.Z
  • research and development works in technical sciences ? 73.10.G
  • research and development works in other natural and technical sciences ? 73.10.H
  • consultancy in the area of economic activity and management – 74.14.A
  • economic activity management ? 74.14.B
  • technical analysis and research ? 74.30.Z
  • labour recruitment and provision of personnel ? 74.50.A
  • other forms of education n.e.c. – 80.42.Z.

is replaced by the following:

The Company?s scope of activity according to the Polish Classification of Activities is:

  • other publishing activities ? 58.19.Z
  • reproduction of recorder media ? 18.20.Z
  • manufacture of computers and peripheral equipment ? 26.20.Z
  • installation of industrial machinery, devices and equipment – 33.20.Z
  • other IT and computer service activities ? 62.09.Z
  • wholesale of IT tools ? 46.5
  • wholesale of machinery, devices and supplies ? 46.6
  • retail sale of IT tools in specialised shops ? 47.4,
  • wired telecommunications activities ? 61.10.Z
  • wireless telecommunications activities, except satellite telecommunications – 61.20.Z
  • satellite telecommunications activities ? 61.30.Z
  • other telecommunications activities ? 61.90.Z
  • rental and lease of machinery and office equipment, including computers ? 71.33.Z
  • rental and lease of other machinery, equipment and material goods n.e.c. ? 71.39.Z
  • IT consultancy ? 62.02.Z
  • other software publishing ? 58.29.Z
  • computer games publishing ? 58.21.Z
  • software activities ? 62.01.Z
  • computer facilities management ? 62.03.Z
  • other IT and computer service activities ? 62.09.Z
  • data processing; Internet website hosting and similar activities ? 63.11.Z
  • web portals ? 63.12.Z
  • research and development works in other natural and technical sciences ? 72.19.Z
  • business and other management consultancy activities – 70.22.Z
  • other technical research and analysis ? 71.20.B
  • market research and public opinion polling ? 73.20.Z
  • other human resources provision ? 78.30.Z
  • other forms of educations n.e.c – 85.59.B
  • educational support activities ? 85.60.Z.

(ii) point XXIII of the Company?s Articles of Association in the current wording:

1. General Meetings may be ordinary and extraordinary and take place in Krakow or Warsaw.
2. The Ordinary General Meeting shall be convened by the Company?s Board within six months of the end of the financial year.
3. The Extraordinary General Meeting of Shareholders shall be convened by the Company?s Board as needed or on the Supervisory Board?s request, or on the request of the Shareholders representing at least 1/10 of the share capital.
4. The Extraordinary General Meeting of Shareholders requested by the Supervisory Board or the Shareholders shall be convened within 2 weeks of submission of the request.
5. The request to convene the Extraordinary General Meeting of Shareholders shall include the matters proposed to be discussed.
6. If the Board does not convene the Meeting within the set time, the General Meeting of Shareholders shall be convened by the Supervisory Board.

is replaced by the following:

1. General Meetings may be ordinary and extraordinary and take place in Krakow or Warsaw.
2. The Ordinary General Meeting shall be convened by the Company?s Board within six months of the end of the financial year or by the Supervisory Board if the Ordinary General Meeting is not convened within the said time.
3. The Extraordinary General Meeting of Shareholders shall be convened as needed by:

(i) the Company?s Board,
(ii) the Company?s Shareholders representing at least half of the share capital or at least half of the votes at the Company?s General Meeting, and
(iii) the Company?s Supervisory Board.

In addition, the Company?s Shareholder or Shareholders representing at least one twentieth of the share capital may request convening the Extraordinary General Meeting.

4. The Extraordinary General Meeting of Shareholders requested by a Shareholder or Shareholders representing at least one twentieth of the share capital shall be convened within 2 weeks of the submission of the request.
5. The request to convene the Extraordinary General Meeting of Shareholders shall include the matters proposed to be discussed.
6. If within 2 weeks from submission of the request to the Board the Extraordinary General Meeting is not convened, the registry court may authorise the Shareholders submitting the request to convene the Extraordinary General Meeting.

(iii) point XXIV of the Company?s Articles of Association in the current wording:

The Shareholders representing at least 10% of the share capital have the right to request adding given matters to the agenda of the next General Meeting.

is replaced by the following:

The Shareholders representing at least one twentieth of the share capital have the right to request adding given matters to the agenda of the next General Meeting.

 


Consolidated text of the Memorandum and Articles of Association in attached file.(pdf)

Basic Information

Quantum software S.A.
ul. Walerego Sławka 3A
30-633 Kraków

Phone.: +48 (12) 646 98 00
Fax: +48 (12) 646 98 02

KRS: 0000136768
REGON: 351243328
NIP: 677-17-53-870
Share Capital: PLN 682.435,00

Contact for Investors

Ewa Warchoł
(+48) 12 646 98 00
relacje.inwestorskie@quantum-software.com