Best Practices
Best practice for WSE listed companies, effective as of 1 January 2016
Best practice of WSE listed companies 2016 - content of the document (PL)
I.Z.1.1
I.Z.1.2
Company authorities:
Management Board
Leszek Marek Gołąbiecki President of the Management Board Unibep SA
He was born in 1969. He has an MEng degree in civil engineering from Białystok University of Technology. From the beginning of his career he was involved in the construction industry, he worked through all career levels — from Contract Manager to Construction Project Director and Vice President of the Management Board of Unibep SA. He worked at Budimex–Unibud SA, Budimex Dromex SA. In 2004, he started working in the company Unibep from Bielsk Podlaski.
In June 2014, the decision was taken by the Supervisory Board of Unibep SA to appoint him as President of the Company's Management Board. He is also a member of supervisory boards of the following companies: Unidevelopment SA and Budrex–Kobi Sp. z o.o. and Unihouse S.A. The President of the Management Board in Unibep PPP Sp. z o.o., and since June 2019 he has been the Vice President of the Management Board in the Polish Cluster of Construction Exporters.
Sławomir Kiszycki Vice President of the Management Board Unibep SA, Chief Financial Officer
He was born in 1973. He is a graduate of the Warsaw School of Economics (SGH). He also completed post-graduate MBA studies at the European Academy of Managerial Skills of the Warsaw School of Economics, participated on a non-credit basis in a PhD programme at the College of Management and Finance of the Warsaw School of Economics. He has been licensed by the Polish Ministry of Treasury to act as member of supervisory boards in state-owned companies. In 1998–2006, he worked in the banking industry. Since May 2009, in the financial division of Unibep SA. As of 1 September 2011 he was appointed to managerial position — Deputy CFO, and as of July 2012 – to CFO. Since June 2014, he has held the position of Vice President of the Management Board of Unibep SA.
In addition, Sławomir Kiszycki is the Chairman of the Supervisory Board at Monday Development S.A. and a member of the Supervisory Board at Budrex Sp. z o.o. and Unidevelopment SA, acts as a proxy in Unibep PPP Sp. z o.o., is a deputy member of the Board of Directors at Seljedalen AS and the President of the Management Board of Unihouse S.A.
Krzysztof Mikołajczyk Vice President of the Management Board Unibep SA, Construction Director
He graduated from the Faculty of Civil Engineering, course of study construction and building (construction engineer) at the Warsaw University of Technology. In 2002, he became a licensed civil engineering and construction engineer authorised to manage works without restrictions.
In the years 1998-2002 he cooperated with RAM Sp. z o.o., where he worked in position of Construction Manager and Director for production. In years 2002 - 2016, he was professionally involved with the Turret Group Development, where he held, among the others the position of the project manager, construction manager and technical director and took part in the preparation and implementation of large development investments. In the period from July 2016 to February 2017 worked as the investment director at Home Invest Group.
He joined the Unibep Group in May 2017, as the market director at Unidevelopment SA, where he was responsible for, among others, the preparation of the “Nowy Wacyn” investment concept in Radom. From May 1, 2018, board member and director of construction.
He is a member of the supervisory board at Budrex sp.z o.o.
Adam Poliński Member of the Board Unibep SA, Director of Infrastructure
Born in 1971, graduated from the University of Warsaw at the Faculty of Economics in Białystok and from postgraduate studies in accounting and corporate finance. An academic teacher since 1996, cooperating with companies and self-governments in financial consultancy in the years 2006-2018.
As the vice-president of the City of Białystok, he supervised, among others, the work of the Department of Investments, Architecture and Town Planning. He was also responsible for preparation and implementation of municipal investments and for obtaining related European funds in the Municipal Roads Authority in Białystok.
In Unibep SA since September 2018, first as an authorised representative of the Management Board for public-private partnership, and since February 2019 as the director of the Infrastructure Department of Unibep SA and a member of the Supervisory Board of Budrex Sp. z o.o. seated in Białystok.
In November 2020, he was appointed a member of the Company's Management Board by the decision of the Supervisory Board of Unibep SA, effective from 1 January 2021.
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Scope of tasks and responsibilities of the Members of the Management Board:
Scope of tasks and responsibilities of the President of the Management Board (PL)
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I.Z.1.5.
Current and periodic reports, prospectuses, and information memoranda with annexes:
Prospectuses and information memoranda with annexes
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Information materials on the Company's strategy and its financial results:
Information materials on financial results
I.Z.1.8.
Selected financial data of the Company for the last 5 years, both individual and of the Unibep Group
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Information on dividends:
| planned | for 2014 | for 2015 | for 2016 | for 2017 | for 2018 | for 2019 |
| paid out | for 2014 | for 2015 | for 2016 | for 2017 | for 2018 | for 2019 |
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Financial projections:
The Company does not publish financial projections
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The statement on the application of corporate governance by the Company is included in the recent published annual report:
p. 56-68 of the Management Board Report on operations of Unibep Group in 2019 (PL)
I.Z.1.13.
State of application of the recommendations and principles contained in Best practice for WSE listed companies 2016
p. 56-68 of the Management Board Report on operations of Unibep Group in 2019 (PL)
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Materials provided to the general meeting:
Reports on the activities of the Supervisory Board of Unibep SA (PL):
| In 2014 | In 2015 | In 2016 | In 2017 | In 2018 | In 2019 |
Draft resolutions, justification of resolutions, other documents:
| 2015 | 2016 | 2017 | 2018 | 2019 | 2019 | 2020 |
I.Z.1.15.
Diversity Policy:
Information on the principles of diversity policy applied in the Unibep Capital Group (PL)
I.Z.1.16.
Transmission of a general meeting - the company does not transmit general meetings.
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Justifications of draft resolutions of the general meeting:
| 2015 | 2016 | 2017 | 2018 | 2019 | 2019 | 2020 |
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Information about the reasons for cancellation of a general meeting, change of its date or agenda. Information on breaks in the general meeting and the grounds for ordering those breaks.
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Shareholders' questions to the Management Board pursuant to Article 428 § 1 or § 6 of the Commercial Companies Code and the Management Board's answers or explanation why no answer is provided.
I.Z.1.20.
Recording the general meeting - the company does not keep an electronic records of the general meeting.
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Contact details of persons responsible in the company for communication with investors:
Information on the share of women and men in the Management Board and Supervisory Board of Unibep SA in the period from May 2012 to 31 March 2019:
The composition of the Management Board of Unibep SA in the above-mentioned period comprised in seven members performing their duties, all men.
The composition of the Supervisory Board in the above-mentioned period comprised in twelve members of the Supervisory Board performing their duties, including three women and nine men.
Statements of members of the Supervisory Board
Independence criteria for members of the Supervisory Board (PL)
Statements of members of the Supervisory Board concerning independence:
According to the submitted declarations, the following members of the Supervisory Board meet the independence criteria: Paweł Markowski, Michał Kołosowski, Jarosław Mariusz Bełdowski, Dariusz Kacprzyk.
The remaining members of the Supervisory Board are shareholders or are affiliated with shareholders holding shares representing more than 5% of the total number of votes at the company’s general meeting.
Composition of the Supervisory Board Committees:
Audit Committee:
- Chairman of the Audit Committee of the Supervisory Board - Michał Kołosowski
- Chairman of the Audit Committee of the Supervisory Board - Michał Kołosowski
- Member of the Audit Committee of the Supervisory Board - Wojciech Jacek Stajkowski
Strategy Committee:
- Chairman of the Strategy Committee of the Supervisory Board - Jan Mikołuszko
- Member of the Strategy Committee of the Supervisory Board - Beata Skowrońska
- Member of the Strategy Committee of the Supervisory Board - Paweł Markowski
- Member of the Strategy Committee of the Supervisory Board - Jarosław Bełdowski