RB 39/2025: Notifications of changes to the shareholding


RB: 39/2025
Date: 12 May 2025
Notifications of changes to the shareholding
Legal basis: 

Text of the report:


The Management Board of Benefit Systems S.A. with its seat in Warsaw (the “Company”) announces that on 9 May 2025 it received from Mr. James Van Bergh, Chairman of the Supervisory Board of the Company, and from Benefit Invest 1 Company with its seat in Halifax, Nova Scotia, Canada (“Benefit Invest 1”), an entity controlled by Mr. James Van Bergh, notifications pursuant to Article 69 sec. 1 or 2 and Article 69a sec. 1 or 3 of the Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and on Public Companies of 29 July 2005 (the “Act”), regarding a change in the share of Benefit Invest 1 in the total number of votes in the Company compared to the state indicated in the last notification submitted by Benefit Invest 1 under the Act, i.e. the notification dated 5 September 2024.
The decrease in the share of Benefit Invest 1 in the total number of votes in the Company results from the registration in the Register of Entrepreneurs of the National Court Register maintained by the District Court for the Capital City of Warsaw of amendments to the Company’s Articles of Association, including an increase of the Company’s share capital from PLN 2,995,742.00 to PLN 3,275,742.00 by way of an issue of 280,000 ordinary bearer series H shares with a nominal value of PLN 1.00 each (the “New Issue”), issued pursuant to Resolution No. 4/08.04.2025 of the Extraordinary General Meeting of the Company dated 8 April 2025 (the “Share Capital Increase Registration”), as announced by the Company in current report No. RB 32/2025 on 6 May 2025. Neither Mr. James Van Bergh nor Benefit Invest 1 participated in the subscription for the New Issue shares.
Directly prior to the Share Capital Increase Registration:
•    Benefit Invest 1 held directly 453,691 shares in the Company, representing 15.14% of the Company’s share capital and entitling it to 453,691 votes at the Company’s general meeting, representing 15.41% of the total number of votes in the Company.
•    Mr. James Van Bergh held indirectly (through Benefit Invest 1) 453,691 shares in the Company, representing 15.14% of the Company’s share capital and entitling him to 453,691 votes at the Company’s general meeting, representing 15.41% of the total number of votes in the Company.
Directly following the Share Capital Increase Registration:
•    Benefit Invest 1 holds directly 453,691 shares in the Company, representing 13.85% of the Company’s share capital and entitling it to 453,691 votes at the Company’s general meeting, representing 13.85% of the total number of votes in the Company.
•    Mr. James Van Bergh holds indirectly (through Benefit Invest 1) 453,691 shares in the Company, representing 13.85% of the Company’s share capital and entitling him to 453,691 votes at the Company’s general meeting, representing 13.85% of the total number of votes in the Company.
The aforementioned notifications are attached to this report

DateFull NamePosition/Function
2025-05-12Marcin FojudzkiManagement Board Member
2025-05-12Emilia RogalewiczManagement Board Member