CD Projekt S.A. ($CDR)
Earnings Call Transcript · March 11, 2026
Earnings Call Speaker Segments
Adam Kicinski
ExecutivesGood morning again, and welcome to everyone here in the room as well as those watching online streaming. Welcome to the Extraordinary General Meeting of CD Projekt S.A. My name is Adam Kicinski and I'm the Co-Chair of the Supervisory Board and I hereby open the Extraordinary General meeting of CD Projekt S.A. convened as of today, that is the 11th of March 2026 at 10:00 a.m. Before we move on, let me ask a representative of the company managing the voting system to present the instructions for casting votes.
Unknown Attendee
AttendeesThank you so much. Good morning, ladies and gentlemen. You have received voting tablets once you've signed the attendance sheet. On the tablets, now you can see 2 buttons. One of these marked your data, you have information on your representation in this particular general meeting, the number of shares and votes. And under the second button described as documents, you have documents pertaining to this particular event, this session, this Extraordinary General Meeting. So whenever the voting is not on, you can review these documents and their content. As to the vote casting system and process, once a vote has introduced the tablet shift into the voting mode, automatically, you will see decision buttons and you will select your decisions. In the next screen you'll see a summary of the decision you've taken. And then if everything is all right, you tap confirm and the vote is casted and registered in the system. If on the second step, someone realizes they have selected the wrong decision, they always can tap back, then select the right decision and then in the next step, if upon verification, everything is still alright, they can confirm and the tablet registers the votes, and we wait until the voting is over. Once the voting is completed, the results will be presented both on the screens and the tablets and read by the person managing the vote. Of course, the tablets allow for both confidential and nonconfidential votes as required. So I wish you a fruitful deliberation, and thank you so much for your attention.
Adam Kicinski
ExecutivesThank you. And let's start with this first item on the agenda, that is selecting the Chair. Please propose your candidates.
Unknown Attendee
AttendeesI would like to propose the candidate of our legal counsel, Agnieszka Kania as the Chair of our today's general meeting.
Adam Kicinski
ExecutivesDo you approve?
Agnieszka Kania
AttendeesYes.
Adam Kicinski
ExecutivesAre there any other candidates? I can see none. So let's vote confidentially on resolution #1 of the general meeting on the selection of Agnieszka Kania as the Chair of this present general meeting. Please cast your votes. [Voting]
Adam Kicinski
ExecutivesI can see that the voting has finished. I can see the results. We had 61,040,570 votes cast in favor. There have been no votes cast against and nobody abstained. Thank you so much for the votes cast. So resolution #1 is hereby adopted Agnieszka, my congratulations. And now if you could please share the remaining part of the general meeting.
Agnieszka Kania
AttendeesYes. All right. Thank you for electing me. And let me start with asking for the attendance sheet. All right. Thanks so much. The sheet is signed now. And we are able to move to Item 3 on our agenda, that is determining that the general meeting has been validly convened and it's empowered to undertake binding resolutions. Under this item, let me indicate that at today's general meeting according to Article 402.2 of the Commercial Companies Code has been convened as required on the 23rd, February 2026 in the required form involving reports to [ 2/226 and 3/226 ]. The first of these reports refer to formal convening of the general meeting and the second contained draft resolutions proposed by the Board. On the very same day of the announcement, the content of the report has been published on the company's website and the draft resolutions referenced here apart from being published on the website, have also been provided to you on your tablets. As a result, unless there are any comments here, I will submit the resolutions in the content as presented in the documentation for voting, and I will not be reading their full content. At this point, let me also state that today's general meeting is being taken minutes of by [indiscernible], our notary here in this room. In the meantime, I've also received a printout with the attendance of the shareholders reported. And in line with the information I've received, that today's general meeting has present or represented 61,040,570 shares and the same number of votes, constituting 61.09 of the share capital of the company. Let me also inform that some shareholders participate remotely in this General meeting. Hence, that today's general meeting of CD Projekt S.A., has been convened appropriately and is capable and empowered to undertake binding resolutions. Now we may move to item 4 on our today's agenda that is the adoption of a resolution concerning approval of the general meeting agenda. Under this item, the Board has proposed resolution #2 on the adoption of the general meeting agenda. The content is in your materials. And it's going to be an open ballot with 3/5 majority required to adopt this resolution under the Articles of Association. Does anyone have any questions to this resolution #2? There are none. So let us now cast the vote on resolution #2 concerning approval of the general meeting agenda. And please cast your votes now. [Voting]
Agnieszka Kania
AttendeesI can see that the vote has completed already. And in the open ballot, 61,040,570 votes -- valid votes have been cast. All of these were in favor, hence, the resolution has been adopted unanimously. Thank you so much. And now we may move on to item 5 of our agenda, and this is resolution -- adoption of the resolution #3 regarding the determination of earnings conditions for years 2026-2029 and the Incentive Program B. The content of this resolution is in your materials. And this resolution is about determining the financial results for 2026-2029 for the Incentive Plan B for the total amount of PLN 5 billion. The justification is provided in the materials. This is going to be an open vote and the majority that is required is 3/5 of all the votes according to the [ statute ] of the company. Are there any questions or comments to the resolution #3? I cannot see any. I understand that there are no questions from the remote participants. Therefore, I call the vote on resolution #3 regarding the determination of the earning conditions for years 2026-2029 and the incentive program B to [indiscernible]. Please cast your votes. [Voting]
Agnieszka Kania
AttendeesWell, I can see that the vote has already been closed. The open vote on this resolution included 61,040,570 valid votes that were cast. In favor, 57,558,558 votes, against 3,482,012 votes. There were no abstaining votes. And therefore, I here assert that the resolution has been passed. Thank you for your votes. And we have exhausted the agenda for this Extraordinary General Shareholders Meeting. Thank you for your participation and I announce the closure of the General Shareholders Meeting. Thank you. [Statements in English on this transcript were spoken by an interpreter present on the live call.]
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