Extension of the agenda and a draft resolution of the Extraordinary General Meeting

The Management Board of the Mint of Poland informs that on 26 August 2009 a shareholder with at least 1/20 of the share capital put forward a motion calling for extending the agenda of the Extraordinary General Meeting convened on 17 September 2009 with a point related to changes in the rules and amount of remuneration due to the members of the Supervisory Board and presented a draft resolution related therewith.

New agenda of the Extraordinary General Meeting shall be as follows:
1. Opening of the General Meeting.
2. Election of the Chairperson of the General Meeting.
3. Approval of the General Meeting as correctly summoned and capable of adopting binding resolutions.
4. Adoption of the agenda.
5. Adoption of a resolution (resolutions) on amendments to the Articles of Association of the Company.
6. Adoption of the resolution on approving the new Terms and Rules of the General Meeting.
7. Adoption of the resolution on the issuance of bonds.
8. Adoption of the resolution on changes in the rules of remuneration and amount of remuneration due to the members of the Supervisory Board of the Company.
9. Closing procedure. 

Draft resolution of the Extraordinary General Meeting:

“RESOLUTION no. [...] of the Extraordinary General Meeting of THE MINT OF POLAND, a Joint Stock Company as of 17 September 2009 on the changes in the rules and amount of remuneration due to the members of the Supervisory Board of the Company.Pursuant to Article 27(14) of the Articles of Association of the Company, it shall be adopted as follows:Article 11. Subject to para. 8, the monthly remuneration due to the members of the Supervisory Board shall be established as a multiplier of an average monthly personal gross remuneration in the Company in the quarter preceding the payment of remuneration. The amount of a monthly remuneration shall be calculated as follows: 1) Chairman of the Supervisory Board – 1.9-times, 2) Deputy Chairman and Secretary of the Supervisory Board – 1.7-times, 3) other members of the Supervisory Board – 1.6-times.2. Member of the Supervisory Board who is appointed to exercise constant and individual  supervision shall be entitled to extra remuneration.  The amount of the remuneration shall be established by the Supervisory Board by way of a resolution. The amount of the remuneration shall not monthly exceed four times the average monthly personal gross remuneration in the Company in the previous financial year.3. If the resolution on appointing the Supervisory Board for the following term is adopted, the Chairman and Deputy Chairman, up to the date of establishment of the Supervisory Board, shall be entitled to the remuneration referred to in para. 1 herein. In the case of a change of the member of the Supervisory Board who acts in the capacity of the Chairman or Deputy Chairman of the Supervisory Board upon the lapse of or during the term, the above-mentioned rule shall be applicable – from the date of adoption of the resolution of the General Meeting on the changes in the composition of the Supervisory Board until the establishment of the Supervisory Board.4. Member of the Supervisory Board shall be entitled to the remuneration, referred to in para. 1, irrespective of the frequency of formally convened meetings.5. The remuneration shall not be granted for the month when a member of the Supervisory Board was absent on all formally convened meetings, for unknown reasons. It shall be the Supervisory Board who decides by resolution on its meeting whether or not to justify the absence.6. The remuneration, referred to in para. 1 and 2, shall be calculated proportionally to the number of days of holding office if the appointment or delegation or dismissal takes places within a calendar month.7. The remuneration, referred to in para. 1 and 2, shall be payable in arrears, up to the 10th day of each month, after reductions in accordance with regulations in force. The remuneration shall encumber the costs of the Company activity.8. The costs of travel from place of residence to place of meeting of the Supervisory Board and back as well as costs of accommodation and meals incurred in relation to the meeting of the Supervisory Board (Item 392 Article 3 CCC) shall be covered by the remuneration, referred in para. 1 and 2.Article 2Existing rules of remunerating members of the Supervisory Board stipulated by way of resolution no. 20 of the Ordinary General Meeting of the Company of 29 May 2006 are hereby repealed. Article 3The resolution shall come into force on the date of its adoption.”