Corporate governance

Implementing changes to the Articles of Association of Budimex SA

Changes to the Articles of Association are made by way of resolution of the General Meeting of Shareholders and entry in the National Court Register. These issues are regulated in par. 13 letter r) of the Articles of Association in the description of the rights of the General Meeting of Shareholders and in par. 17 section 1 letter l) of the By-laws of the General Meeting of Shareholders of Budimex SA. Prior to taking a resolution on amending the Company’s Articles of Association, a draft of such resolution should be forwarded by the Management Board to the Supervisory Board for expressing an opinion. In accordance with the provisions of the Code of Commercial Companies, such resolution should be adopted with a qualified majority of votes, i.e. (i) as a rule, 3/4 of the total voting rights, and (ii) in the case of significant change to business activities - 2/3 of votes.