iTaxi | For shareholders

June 12, 2023

Notice of convening the Ordinary General Meeting of Shareholders of iTaxi.pl S.A. with its registered office in Warsaw The Management Board of the company under the name ITAXI.PL SPÓŁKA AKCYJNA with its registered office in Warsaw (address: ul. Przasnyska 6B, 01-756 Warsaw, Tax Identification Number (NIP): 1182053355, National Business Registry Number (REGON): 142717162), registered in the National Court Register maintained by the District Court for the Capital City of Warsaw in Warsaw, XIV Economic Division of the National Court Register under KRS number: 0000922228, with share capital amounting to PLN 1,152,300.00 (fully paid-up) (“Company”), acting pursuant to Article 402 § 2-3 of the Commercial Companies Code, hereby notifies the Shareholders of the convening of the Ordinary General Meeting of Shareholders of the Company for June 27, 2023, at 12:00 PM, which will take place in Warsaw at the following address: ul. Aleje Ujazdowskie 13 (00-567 Warsaw) (“Ordinary General Meeting of Shareholders”),

with the following agenda:

Opening of the Ordinary General Meeting of Shareholders;
Election of the Chairman of the Ordinary General Meeting of Shareholders;
Preparation and verification of the attendance list and determination of the correctness of the convening of the Ordinary General Meeting of Shareholders and the capacity to adopt resolutions by the Ordinary General Meeting of Shareholders;
Adoption of the agenda of the Ordinary General Meeting of Shareholders;
Submission by the Supervisory Board of the Company of the annual written report of the Supervisory Board of the Company for the financial year 2022;
Adoption of a resolution regarding consideration and approval of the management board’s report on the activities of the Company for the financial year 2022;
Adoption of a resolution regarding consideration and approval of the financial statements of the Company for the financial year 2022;
Adoption of a resolution regarding the allocation of the Company’s profit generated in the financial year 2022;
Adoption of a resolution regarding granting or refusal to grant discharge (approval) to the members of the management board of the Company for the performance of their duties in the financial year 2022;
Adoption of a resolution regarding granting or refusal to grant discharge (approval) to the members of the supervisory board of the Company for the performance of their duties in the financial year 2022;
Adoption of a resolution regarding amendments to the Company’s Articles of Association and adoption of a new consolidated text of the Company’s Articles of Association; the intended amendments to the Company’s Articles of Association include:

amendment: § 6 para. 1 of the Articles of Association, § 6 para. 6-7 of the Articles of Association, § 7 para. 1-2 of the Articles of Association, § 8 para. 1-12 of the Articles of Association, § 9 para. 1-3 of the Articles of Association, § 9 para. 5-6 of the Articles of Association, § 9 para. 8-9 of the Articles of Association, § 10 para. 1 of the Articles of Association, § 10 para. 3-6 of the Articles of Association, § 11 para. 2-3 of the Articles of Association, § 13 para. 2 of the Articles of Association, § 13 para. 4-6 of the Articles of Association; § 14 para. 2 of the Articles of Association, § 14 para. 4 of the Articles of Association, § 16 of the Articles of Association, § 17 para. 1 of the Articles of Association, § 17 para. 3-5 of the Articles of Association, § 18 of the Articles of Association, § 19 para. 2-3 of the Articles of Association, § 20 para. 3 of the Articles of Association, § 21 para. 2 item c) of the Articles of Association, § 21 para. 3-6 of the Articles of Association, § 22 para. 3 item b) of the Articles of Association, § 23 para. 4-5 of the Articles of Association, § 26 para. 1 of the Articles of Association, § 28 para. 2 items j) and m) of the Articles of Association, § 28 para. 3 of the Articles of Association, § 31 para. 4 of the Articles of Association, § 31 para. 7 of the Articles of Association, § 32 of the Articles of Association, amendment of § 33 of the Articles of Association, § 34 para. 1 item a) of the Articles of Association, § 34 para. 2-4 of the Articles of Association, § 35 para. 1 of the Articles of Association, § 35 para. 1 items e)-m) of the Articles of Association,
addition: § 7 para. 3 of the Articles of Association, § 8 para. 13-23 of the Articles of Association, § 14 para. 7 of the Articles of Association, § 19 para. 4-5 of the Articles of Association, § 26 para. 2 of the Articles of Association, § 33 para. 2 of the Articles of Association,
repeal: § 10 para. 7-11 of the Articles of Association, § 11 para. 4-7 of the Articles of Association; § 13 para. 7-9 of the Articles of Association, § 17 para. 6-7 of the Articles of Association, § 21 para. 7 of the Articles of Association, § 34 para. 5-6 of the Articles of Association, § 35 para. 1 items n)-q) of the Articles of Association,

Any other business;
Closing of the Ordinary General Meeting of Shareholders.

Taking into account the significant scope of the intended amendments to the Company’s Articles of Association, the Management Board of the Company indicates that:

it is anticipated to amend the Company’s Articles of Association by repealing the current wording of the Company’s Articles of Association in its entirety and adopting a new version of the Company’s Articles of Association in the wording set forth in Annex No. 1 to this notice, or in a wording adjusted to the final changes to the Company’s Articles of Association that will be adopted by resolutions of the Ordinary General Meeting of Shareholders;
in the proposed new wording of the consolidated text of the Company’s Articles of Association, which constitutes Annex No. 1 to this notice, the intended amendments to the Company’s Articles of Association have been highlighted each time by underlining the editorial units of the Company’s Articles of Association, the change of which is intended.

The right to participate in the Ordinary General Meeting of Shareholders shall belong to the shareholders of the Company (as well as to pledgees and usufructuaries of the Company’s shares entitled to voting rights), provided that they have been entered into the register of shareholders of the Company at least one week before the Ordinary General Meeting of Shareholders.

We kindly request personal attendance at the Ordinary General Meeting of Shareholders, and in the case of representation of the Company’s shareholders by a proxy – submission of the original power of attorney granted in accordance with Article 412-4121 of the Commercial Companies Code, which shall include authorization to exercise voting rights at the Ordinary General Meeting of Shareholders and to adopt resolutions covered by the proposed agenda.

September 17, 2021

Management Board of iTaxi.pl S.A. with its registered office in Warsaw, acting under Article 570 of the Commercial Companies Code, announces the transformation on September 17, 2021 (transformation day) of the company under the name iTaxi.pl sp. z o.o. with its registered office in Warsaw (KRS 0000372761) into a company under the name iTaxi.pl S.A. with its registered office in Warsaw (KRS 0000922228).