Report No. 4/2024 - Motion of the Management Board of Stalexport Autostrady S.A. on apportionment of net profit for the year 2023 and payment of dividend

The Management Board of Stalexport Autostrady S.A. (hereinafter called “Company”) informs that on 11 March 2024 adopted a resolution on presenting to the Company’s Supervisory Board and the Ordinary General Meeting motion on apportionment of net profit for the year 2023 and payment of dividend as follows:

“The Management Board of Stalexport Autostrady S.A. (hereinafter: Company) proposes herewith:

1) net profit for the financial year 2023 in the amount of PLN 111,732,382.94 (say: one hundred and eleven million seven hundred and thirty two thousand three hundred eighty two zlotys ninety four groszy) to allocate:

1. in the amount of PLN 111,574.29 (say: one hundred and eleven thousand five hundred and seventy-four zlotys and twenty-nine groszy) to cover actuarial loss in 2023 related to the update of provisions for employee benefits;
2. in the amount of PLN 111,267,910.35 (say: one hundred and eleven million two hundred and sixty-seven thousand nine hundred and ten zlotys and thirty five groszy) for payment of dividend;
3. transfer the amount of PLN 352,898.30 (say: three hundred and fifty-two thousand eight hundred and ninety-eight zlotys and thirty groszy) to the supplementary capital.

2) pay dividend to Company's shareholders in the total amount of PLN 111,267,910.35 (say: one hundred and eleven million two hundred and sixty seven thousand nine hundred ten zlotys and thirty five groszy), which means that the dividend shall amount to PLN 0.45 (say: forty five groszy) per one share.

 Justification

Pursuant to Art. 395 § 2(2) of the Code of Commercial Companies and Partnerships and to § 24(1)(2) of the Company’s Statutes, the agenda of the Ordinary General Meeting should include adoption of a resolution on profit distribution or loss coverage.

Proposing the dividend amount, the Management Board took into account, among other things, the following relevant aspects:

1. the financial results achieved by the Company and the Company's Group in 2023,
2. the investment needs resulting from the implementation of the strategy of the Stalexport Autostrady S.A. Group,
3. the liquidity needs of the Stalexport Autostrady S.A. Group, which will depend on current and expected market conditions, the amount of liabilities related to current activities and debt servicing, and optimisation of the financing structure of the Stalexport Autostrady S.A. Group’s activities.”

The above mentioned motion of the Company’s Management Board requires evaluation and opinion of the Supervisory Board of the Company.

The final decisions on the apportionment of net profit for turnover year 2023 and dividend payment to the Company’s shareholders including the determination of the dividend record date and the dividend payment date, will be made by the Ordinary General Meeting of the Company.

Legal Basis:

Article 17(1) of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.