Shareholder Structure and Role of shareholders

As at 31 December 2014, the share capital of KGHM Polska Miedź S.A. totalled PLN 2 000 million and was divided into 200 million shares, series A, having a face value of PLN 10.00 each. All of the Company’s shares are bearer shares. Each share grants the right to one vote at the General Meeting. The Company has not issued any preference shares.

In 2014, there were no changes in the level of share capital, nor in the number of shares. As far as the Management Board is aware, in 2014 there was also no change in the ownership structure of significant blocks of shares of KGHM Polska Miedź S.A. during the same period. The only shareholder who as at 1 January 2014 as well as at 31 December 2014 held a number of shares granting the right to 5% or more of the total number of  votes at the General Meeting of KGHM Polska Miedź S.A. was the Polish State Treasury.

KGHM encourages its shareholders to be highly active. Shareholder consent is required for making key decisions, including but not limited to the examination and approval of financial statements and Management Board reports on the company’s activities, appointments and dismissals of Supervisory Board members, making amendments to the Statutes, increasing share capital, issuing convertible bonds, and share redemption.

Shareholder structure as at 31 December 2014 and as at the Reporting Date

ShareholderNumber of shares /votes% of share capital/total number of votes
State Treasury* 63 589 900 31.79 per.
Other shareholders 136 410 100 68.21 per.
Total 200 000 000 100.00 per.

*based on an announcement received by the Company dated 12 January 2010.

In 2014, an analysis of the geographical stucture of the Company’s shareholder structure was carried out. The ownership of 81.08% of the shares issued by the Company was identified. The results were as follows:

Geographic distribution of shareholder structure of KGHM Polska Miedź S.A.

General Meetings create an opportunity to pose questions – Management Board members are available to answer all questions posed by shareholders. The Ordinary General Meeting is attended by the KGHM external auditor, who is also allowed to answer questions concerning the conduct of the external audit, its preparation and the drawing up of the independent opinion, and the auditor’s report.