Current report 7/2026
Date and time of the meeting: 24 July 2026, commencing at 11:00 CET
Venue of the meeting: Padlewskiego 18C, 09-402 Płock, Poland
Chairperson of the meeting: Damian Patrowicz, personal identification code 39008050063
Secretary of the meeting: Martyna Patrowicz, personal identification code 49909190016
The meeting commenced at 11:00 and ended at 11:30. Registration of shareholders commenced at 10:30.
INVESTMENT FRIENDS CAPITAL SE _registry code 14618005, address Tornimäe tn 3 // 5 // 7, 10145 Tallinn, Estonia, the “Company”_ has a registered capital of EUR 160,000, divided into registered shares without nominal value, each share conferring one _1_ vote at the general meeting. The shareholders entitled to attend and vote at the general meeting were determined seven _7_ days before the general meeting, i.e. as at 17 July 2026.The notice convening the extraordinary general meeting was sent to shareholders on 3 July 2026. The initial extraordinary general meeting of shareholders was convened on 25 June 2026 with the same agenda; however the meeting therefore lacked a quorum pursuant to § 297_1_ of the Commercial Code. This repeat extraordinary general meeting has been convened by the management board in accordance with § 297_2_ of the Commercial Code within three _3_ weeks but not earlier than after seven _7_ days of the initial meeting.
1. Election of Chairperson and Secretary of the Meeting
The repeat extraordinary general meeting was opened by Damian Patrowicz, management board member of the Company, who proposed the election of Damian Patrowicz as chairperson of the meeting and Martyna Patrowicz as secretary of the meeting.
Voting results:
In favour: 134 676 votes, representing 100,00% of the votes represented at the meeting;
Against: 0 votes, representing 0,00% of the votes represented at the meeting;
Abstentions: 0 votes, representing 0,00% of the votes represented at the meeting;
Did not vote: 0 votes, representing 0,00% of the votes represented at the meeting.
Accordingly, Damian Patrowicz _personal identification code 39008050063_ was elected as chairperson of the meeting and Martyna Patrowicz _personal identification code 49909190016_ was elected as secretary of the meeting.
The chairperson noted that, according to the list of shareholders present at the repeat extraordinary general meeting _Annex 1 to the minutes_, the meeting is attended by 1 shareholder whose shares carry a total of 134 676 votes, representing 8,42% of all votes attached to the shares of the Company. Pursuant to § 297_2_ of the Commercial Code, the repeat extraordinary general meeting is competent to adopt resolutions regardless of the number of votes represented at the meeting.
2. Agenda and Draft Resolutions in Accordance with the Notice of Meeting of 3 July 2026
The chairperson confirmed that no proposals for amendments to the agenda had been received. The repeat extraordinary general meeting accordingly proceeded in accordance with the agenda set out in the notice of 3 July 2026.Agenda of the general meeting:
1.Amendment of the articles of association.
2.Approval of the transfer of the registered office of the Company from the Republic of Estonia to the Republic of Latvia and approval of the corresponding actions of the management board.
Agenda Item 1: Amendment of the Articles of Association
The chairperson presented the draft resolution, which reads as follows:
“To amend the articles of association of the Company and approve them in the wording set out in Annex 2 to the minutes.”
The chairperson put the following draft resolution to a vote: to amend the articles of association of the Company and approve them in the wording set out in Annex 2 to the minutes.
Voting results:
In favour: 134 676 votes, representing 100,00% of the votes represented at the meeting;
Against: 0 votes, representing 0,00% of the votes represented at the meeting;
Abstentions: 0 votes, representing 0,00% of the votes represented at the meeting;
Did not vote: 0 votes, representing 0,00% of the votes represented at the meeting.The resolution has been adopted in accordance with the Commercial Code and the articles of association of the Company.
Agenda Item 2: Approval of the Transfer of the Registered Office from the Republic of Estonia to the Republic of Latvia
The chairperson presented the draft resolution, which reads as follows:
“To approve the transfer of the registered office of the Company from the Republic of Estonia to the Republic of Latvia and to approve the management board of the Company taking all actions necessary for the transfer of the registered office.”
The chairperson put the following draft resolution to a vote: to approve the transfer of the registered office of the Company from the Republic of Estonia to the Republic of Latvia and to approve the management board taking all necessary actions in connection therewith.
Voting results:
In favour: 134 676 votes, representing 100,00% of the votes represented at the meeting;
Against: 0 votes, representing 0,00% of the votes represented at the meeting;
Abstentions: 0 votes, representing 0,00% of the votes represented at the meeting;
Did not vote: 0 votes, representing 0,00% of the votes represented at the meeting.The resolution has been adopted in accordance with the Commercial Code, Council Regulation _EC_ No 2157/2001 on the Statute for a European company _SE_, the European Company Act Implementation Act _SEPS_, and the articles of association of the Company.
The chairperson confirmed that all items on the agenda had been addressed. As there were no further matters to discuss, the chairperson closed the extraordinary general meeting.
The meeting ended at 11:30.
Voting was conducted by a show of hands, openly. The results were announced by the chairperson of the meeting. The meeting was conducted in the English language and no audio recording was made.
Annexes to these Minutes:
1.List of shareholders present at the extraordinary general meeting;
2.New Articles of association of the Company in full _amended text_;
Attachments:
- Investment_Friends_Capital_SE_Zalacznik_nr_2_Statut_Spolki
- IFCAPITAL_SE_Minutes_of_the_EGM_24-07-2026_POL_ENG-espi
Legal basis:
Other regulations
A person representing the Company:
Damian Patrowicz, Member of the Management Board