Resolutions of the Annual General Meeting

Resolutions of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the election of the Chairman of the General Meeting Acting pursuant to Art. 409(1) of the Act of 15 September 2000 Code of Commercial Companies (Journal of Laws of 2000., No. 94, item 1037, as amended) (“CCC”), the General Meeting of the Company LIVECHAT Software Spółka Akcyjna resolves as follows: Art. 1. After the vote by secret ballot, the Annual General Meeting elects Mariusz Cieply as the Chairman of the General Meeting. Art. 2. This Resolution shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the election of the Ballot Commission The Annual General Meeting of the company LIVECHAT Software Spółka Akcyjna resolves as follows: Art. 1. The following persons are appointed to the Ballot Commission : 1. Krzysztof Gorski 2. Szymon Klimczak Art. 2. This Resolution shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the adoption of the agenda of the General Meeting The Annual General Meeting of the company LIVECHAT Software Spółka Akcyjna resolves as follows: Art. 1. The agenda of the Annual General Meeting shall be adopted as follows: 1. Opening of the Annual General Meeting. 2. Election of Chairman of the Annual General Meeting. 3. Validation of convening the Annual General Meeting and its ability to adopt resolutions. 4. Election of the Ballot Committee. 5. Adoption of the agenda of the Annual General Meeting. 6. Consideration of the financial statements of LIVECHAT Software SA for the financial year 2014-15 and the report on the operations of LIVECHAT Software SA in the financial year 2014-15 7. Consideration of the results of the assessment of the Supervisory Board in relation to “The Financial statements of LIVECHAT Software SA for the financial year 2014-15”, “Report on operations of LIVECHAT Software SA in the financial year 2014-15”, as to their compliance with books and documents and the actual state. 8. Consideration of the consolidated financial statements of Grupa Kapitałowa LIVECHAT Software SA for the financial year 2014-15 and the report of the Board of Grupa Kapitałowa LIVECHAT Software SA in the financial year 2014-15. 9. Consideration of the results of the assessment of the Supervisory Board in relation to “Consolidated financial statements of Grupa Kapitałowa LIVECHAT Software SA for the financial year 2014-15”, “Report on operations of Grupa Kapitałowa LIVECHAT Software SA in the financial year 2014-15”, as to their compliance with books and documents and the actual state. 10. Adoption of resolutions concerning: a. the approval of the financial statements of LIVECHAT Software SA for the financial year 2014-15, b. the approval of the the report on the operations of LIVECHAT Software SA in the financial year 2014-15 c. the distribution of net profit for the financial year 2014-15, d. the approval of the Supervisory Board’s report on the operations in the financial year 2014-15, e. the approval of the consolidated financial statements of Grupa Kapitałowa LIVECHAT Software SA for the financial year 2014-15, f. the approval of the report on the operations of Grupa Kapitałowa LIVECHAT Software SA in the financial year 2014-15, g. the discharge to individual members of the Board of LIVECHAT Software SA in terms of the performance of their duties during the financial year 2014-15, h. the discharge to members of the Supervisory Board of LIVECHAT Software S.A. 11. Closing of the Annual General Meeting. Art. 2. This Resolution shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the approval of the “Financial statements of LIVECHAT Software SA for the financial year 2014-15” Acting pursuant to Art. 395(2)(1) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. It approves the “Financial statements of LIVECHAT Software SA for the financial year 2014-15” including: 1) introduction to the financial statements; 2) the balance sheet as at 31 March 2015, the assets and liabilities of which amounted to PLN 21,045,684.59; 3) the profit and loss account for the period from 1 April 2014 to 31 March 2015, showing a net profit of PLN 18,449,390.95; 4) the statement of changes in equity for the period from 1 April 2014 to 31 March 2015, showing an increase in equity amounting to PLN 8,921,890.95; 5) the cash flow statement for the period from 1 April 2014 to 31 March 2015, showing an increase in net cash of PLN 6,441,719.64 PLN; 6) additional information and explanatory notes. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the approval of the “Report on the operations of LIVECHAT Software SA for the financial year 2014-15” Acting pursuant to Art. 395(2)(1) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. It approves “Report on the operations of LIVECHAT Software SA for the financial year 2014-15”. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the approval of the distribution of profit for the financial year 2014-15 Acting pursuant to Art. 395(2)(2) of the Code of Commercial Companies, having regard to the proposal of the Board of LIVECHAT Software SA on the distribution of profit for the financial year 2014-15 and the opinion of the Supervisory Board, the Annual General Meeting resolves as follows: Art. 1. The profit for the year 2014-15 in the amount of PLN 18,449,390.95 (eighteen million four hundred forty-nine thousand three hundred ninety zloty and ninety-five cents) is allocated to: – a dividend amounting to PLN 18,282,500.00 (eighteen million two hundred eighty-two thousand five hundred zloty), that is PLN 0.71 (seventy-one cents) per share; – the transfer to reserve capital of the amount of PLN 166,890.95 (one hundred sixty-six thousand eight hundred and ninety dollars and ninety-five cents). Art. 2. The dividend day is set on 29 July 2015 and the dividend payment day on 13 August 2015. Art. 3. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the approval of the “Supervisory Board’s report on the operations in the financial year 2014-15” The Annual General Meeting of Shareholders resolves as follows: Art. 1. It approves the “Supervisory Board’s report on the operations in the financial year 2014-15”. Art. 2. This Resolution shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław as of 20 July 2015 related to the approval of the “Consolidated financial statements of Grupa Kapitałowa LIVECHAT Software SA for the financial year 2014-15” Acting pursuant to Art. 395(5) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. It approved the “Consolidated financial statements of Grupa Kapitałowa LIVECHAT Software SA for the financial year 2014-15” including: 1) the consolidated report on the financial situation as of 31 March 2015, the assets and liabilities of which amounted to PLN 21,288,128; 2) the consolidated report on the financial result and comprehensive income for the period from 1 April 2014 to 31 March 2015, showing a profit amounting to PLN 18,557,139; 3) the consolidated statement of changes in equity for the period from 1 April 2014 to 31 March 2015, showing an increase in equity amounting to PLN 8,376,519; 4) the consolidated cash flow statement for the period from 1 April 2014 to 31 March 2015, showing an increase in net cash of PLN 6,931,301 PLN; 5) additional information. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 related to the approval of the “Report on the operations of Grupa Kapitałowa LIVECHAT Software SA for the financial year 2014-15” Acting pursuant to Art. 395(5) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. It approved the “Report on the operations of Grupa Kapitałowa LIVECHAT Software SA in the financial year 2014-15”. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a member of the Board Mariusz Ciepły of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. It grants discharge to a Member of the Board Mariusz Ciepły of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Board Urszula Jarzębowska of her duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. It grants discharge to a Member of the Board Urszula Jarzębowska of her duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Supervisory Board Maciej Jarzębowski of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. The Meeting grants discharge to a Member of the Supervisory Board Maciej Jarzębowski of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Supervisory Board Dariusz Ciborski of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. The Meeting grants discharge to a Member of the Supervisory Board Dariusz Ciborski of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Supervisory Board Andrzej Różycki of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. The Meeting grants discharge to a Member of the Supervisory Board Andrzej Różycki of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Supervisory Board Tomasz Firczyk of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. The Meeting grants discharge to a Member of the Supervisory Board Tomasz Firczyk of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Supervisory Board Grzegorz Bielowicki of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. The Meeting grants discharge to a Member of the Supervisory Board Grzegorz Bielowicki of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Supervisory Board Jakub Sitarz of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. The Meeting grants discharge to a Member of the Supervisory Board Jakub Sitarz of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption. Resolution of the Annual General Meeting of LIVECHAT Software Spółka Akcyjna with its registered office in Wrocław of 20 July 2015 on the discharge to a Member of the Supervisory Board Piotr Sulima of his duties in the financial year 2014-15 Acting pursuant to Art. 395(2)(3) of the Code of Commercial Companies, the General Meeting resolves as follows: Art. 1. The Meeting grants discharge to a Member of the Supervisory Board Piotr Sulima of his duties in the financial year 2014-15. Art. 2. This Decision shall enter into force on the date of its adoption.