General meeting at the proposal of the principal shareholder. The Board of Directors received a request from the principal shareholder (PPF Telco B.V.) to convene the General Meeting and has a legal obligation to do so and have a vote on the proposal of the principal shareholder. The proposal is to transfer all other participating securities of the company to the principal shareholder.
Per rollam decision. With regard to the persistent restrictions and the still uncertain outlook of the epidemiological situation, the Board of Directors of O2 Czech Republic a.s. decided the General Meeting will adopt a resolution by way of a decision outside the General Meeting within the meaning of Article 7(3) of the company’s Articles of Association.
Per rollam started. In accordance with the announcement of the per rollam General Meeting, voting starts at 12:00 p.m. today (3 January 2022). At the same time, (i) a draft proposal of the General Meeting in the form of a notarial record, (ii) voting rules and information for shareholders and (iii) ballot papers are published in the Commercial Bulletin and on this web page as of today.
Materials for shareholders. The supporting documents for shareholders are available on the company’s web page and in the Commercial Bulletin. Therefore, supporting documents were not distributed to all shareholders by post as in the past (Article 42(1) in conjunction with Article 9(5) of the company’s Articles of Association).
Information on the payment of consideration. The Company confirms that the condition pursuant to Section 378(2) of the BCA, i.e. the deposit of funds in the amount required for the payment of the consideration, has been fulfilled by the principal shareholder. The General Meeting approved the proposal of the principal shareholder. As the registration of the Squeeze-out Resolution in the Commercial Register was made public on 28 January 2022, ownership title to the shares passed to the principal shareholder at the close of the day on 28 February 2022. The payment of the consideration is entrusted to PPF banka a.s., and will ensure the payment of the consideration for 60 days from the Transfer Date, i.e., until 29 April 2022. Information on the further procedure for the payment of the consideration was published on 2 May 2022 on this website. If you have any questions regarding the payment of the consideration, please use the contacts stated here.
Documentation for per rollam:
Communication with shareholders – requests for clarification in the first round (published on 12 January 2022, available only in Czech):
Communication with shareholders – requests for clarification in the second round (published on 20 January 2022, available only in Czech):
Per rollam decision. With regard to the persistent restrictions and the still uncertain epidemiological situation outlook, the Board of Directors of O2 Czech Republic a.s. utilises the procedure enabled by Section 19 of Act No. 191/2020 Coll. (Lex COVID) also this year and convenes a general meeting for a per rollam decisions.
Per rollam started. As of 28 May 2021, draft decisions of the General Meeting, including draft of the amendment to the Articles of Association in the form of a notarial deed, voting rules and ballot papers, are published in the Commercial Bulletin and on this web page. In accordance with the announcement of the per rollam General Meeting, voting began on 28 May 2021.
Materials for shareholders. With regard to the amendments of the law regulation and amended wording of the Articles of Association approved by the general meeting in 2020 all the supporting documents for the shareholders will be published on the company’s web page, and in the Commercial Bulletin. Therefore, supporting documents will not be distributed by Czech Post packet to all the shareholders (Article 42 (1) in conjunction with Article 9 (5) of the company’s Articles of Association). Ballot papers will be available here, i.e. on the company’s web page, on the day of the vote start.
Full documentation for per rollam:
The first round of voting was closed and evaluated on 17 June 2020. Results are shown here.
The second round of voting was closed and evaluated on 02 July 2020. Results are shown here.
When was the voting commenced?
Voting commenced on 11 May 2020 and was divided into two rounds. The first round of voting on items 1 to 8 runned from 11 May 2020 till 17 June 2020 at 5:00 pm. The second round of voting on items 9 to 10 runned from 11 May 2020 till 2 July 2020 at 5:00 pm (see chapter III of the Voting rules).
What were the voting rules?
Detailed voting rules were included in the announcement by the Board of Directors published on 29 April 2020 and in the Voting rules, which were distributed to the shareholders on 11 May 2020.
Which documents did shareholders need for voting?
Shareholders had an opportunity to check here, how many votes had been casted in per rollam voting (available only in Czech).
Proposals by Radek Honzajk in connection with the agenda of the General Meeting and opinion by the Board of Directors:
Proposals by Radek Honzajk in connection with the agenda of the General Meeting and opinion by the Board of Directors:
1 The opening balance sheet as of 27 February 2015 contains data on persons in the bodies of the successor company effective as of this date. Subsequently, this data were amended in the updated version of the project of separation made on 13 March 2015. This amendment did not evoke a need to draw up an updated version of the opening balance sheet, and therefore it remained in its original form dated 27 February 2015.
Agenda of the 2014 regular General Meeting of O2 Czech Republic a.s. which will be held on 17 December 2014 at 3:00 p.m. at the TOP HOTEL Praha, Blažimská 1781/4, 149 00 Praha 4 – Chodov.
Agenda of the 2014 annual General Meeting of O2 Czech Republic a.s. which will be held on 25 June 2014 at 1:00 p.m. at the TOP HOTEL Praha, Blažimská 1781/4, 149 00 Praha 4 – Chodov.
1) A correction was made on 29 May 2014 – clarification of information on pages 95-96
Agenda of the 2014 regular General Meeting of O2 Czech Republic a.s. which will be held on 19 May 2014 at 4 p.m. at the address Vyskočilova 1442/1b (building A), 140 00 Prague 4 – Michle.
1) English translation of Article 35 paragraph 5 has been corrected on May 30, 2014
Agenda of the 2014 regular General Meeting of O2 Czech Republic a.s. which will be held on 12 March 2014 at 1 p.m. at the TOP HOTEL Praha, Blažimská 1781/4, 149 00 Prague 4.
On 5 March 2014, the Board of Directors of the Company received the draft of the amended Articles of Association of the Company, which was proposed by the qualified shareholder PPF Arena 2 B.V. to be approved by the convocated General Meeting. PPF Arena 2 B.V. proposes keeping the current company name (i.e. O2 Czech Republic a.s.) unchanged for the present. The draft of the amended Articles of Association corresponds fully to the previous draft, delivered to shareholders by post, except for the clause introducing the business name of the Company. This new draft of the amended Articles of Association fully replaces the previous draft, which was en bloc withdrawn by PPF Arena 2 B.V. The Board of Directors refers to the reasons of the draft, as contained in the request for the convocation of the General Meeting, which still remains relevant in substance. (published 7 March 2014)
Agenda of the 2013 regular General Meeting of O2 Czech Republic a.s. which will be held on 22 April 2013 at 1 p.m. at the Grand Ballroom of the Hilton Hotel Prague, Pobřežní 1, 186 00 Prague 8.
Agenda of the 2011 Regular General Meeting (“GM“) of O2 Czech Republic a.s. which will be held on 19 April 2012 at 2 p.m. at the congress premises of the Hilton Hotel Prague, Pobřežní 1, 186 00 Prague.
Agenda of the 2010 Regular General Meeting (GM) of O2 Czech Republic a.s. which will be held on 28th April 2011 at 2 p.m. at Conference Centre Tower, Hvězdova 1716/2b, 140 78 Prague 4
