Current report 9/2025
The Management Board of the Issuer informs that on 30 October 2025 it received a letter concerning current report No. 7/2025. A copy of the said letter is attached to this announcement.
At the same time, the Management Board expresses its astonishment at the fact that the Polish Financial Supervision Authority _UKNF_ was able to send the Company an inquiry concerning a report of marginal importance within four business days, while the proceedings regarding the suspension of the Issuer’s shares have been ongoing for more than two years. This suspension was justified on false grounds, namely by claiming that trading in the Issuer’s shares allegedly posed a threat to interests of its participants. One might assume that the UKNF staff are overburdened with duties and therefore unable to analyze the reasons behind the prolonged suspension of the Company’s trading. However, this does not appear to be the real cause, as the Authority finds time to address inquiries to the Issuer that have no substantive significance, while the suspension itself remains unlawful and no proceedings are being conducted by the UKNF in this regard.
The Management Board suggests that if the employees of the Polish Financial Supervision Authority _UKNF_ are currently not assigned any significant tasks, they should focus their efforts on matters which – according to the UKNFs own declarations – are of a priority nature, namely on genuinely protecting the interests of its participants.
Below, the Management Board presents the content of the response submitted to the Polish Financial Supervision Authority _UKNF_ in reply to the letter received.
“Dear Sirs,
In response to the letter from the Polish Financial Supervision Authority dated 16 October 2025, in which the Authority requested that we indicate the legal basis for the publication of current report No. 7/2025, Investment Friends Capital SE _the “Company”_ hereby provides the following explanations.
The report was published in order to respond to numerous inquiries from shareholders regarding the current suspension of trading in the Company’s shares and the actions undertaken by the Management Board in connection with the prolonged and unlawful suspension of trading.
The publication constituted a response to numerous questions raised by both individual and institutional shareholders concerning the Company’s market situation.
The publication of the report resulted from the Issuer’s obligation to respond to shareholders’ inquiries, in accordance, inter alia, with § 287 of the Estonian Commercial Code, which establishes a shareholder’s right to obtain information about the activities of the company.
The form used by the Issuer, in turn, stemmed from the obligation set out in § 187_6_ of the Estonian Securities Market Act _SMA_, which provides that:
“The issuer of shares shall ensure the accuracy, precision and completeness of data and that all opportunities and all information necessary for shareholders to exercise their rights are available in Estonia. Shareholders shall be ensured the possibility to exercise their rights by proxy, insofar as this is consistent with the legislation of the issuer’s home country.”
In order to ensure equal access to information, the Company decided to disclose the Management Board’s position by means of a public report, so that all shareholders – regardless of their country of residence or communication channel – would receive the same content at the same time.
The publication of the report also fulfilled the obligation set out in § 184_6_ subsection 2 of the Estonian Securities Market Act _SMA_, which provides that:
“The issuer or person applying for trading shall disclose regulated information in a manner that allows quick and uniform access thereto and shall make such information available in the system specified in subsection 5 of this section. The issuer or person applying for trading shall not charge investors any fee for providing such information.”
The Company emphasizes that it acted in the interest of its shareholders and in accordance with the laws of its home state – Estonia. At the same time, guided by the principle of equal treatment of shareholders, the Issuer – despite not being legally obliged to do so – also applies selected Polish regulations _for example, by publishing quarterly reports_ in order to provide investors with the broadest possible access to information regarding the Company’s situation.”
Attachments:
Legal basis:
Other regulations
A person representing the Company:
Damian Patrowicz, Member of the Management Board