The shares of Industrial Milk Company S.A. (the “Company”) are traded on the main list of the Warsaw Stock Exchange (“WSE”) since 2011. As a Luxembourg société anonyme that is not listed on a stock exchange in Luxembourg, the Company is not required to adhere to the Luxembourg corporate governance principles issued by the Luxembourg Stock Exchange, neither is the Company required to apply the German corporate governance regime applicable to stock corporations incorporated in Germany. The Company applies however the WSE corporate governance rules as included in the “Best Practice of GPW Listed Companies 2016” to the form and extent determined by the Resolution of the Exchange Supervisory Board dated 13 October 2015 and came into force on 1 January 2016 and available at the official website of the Warsaw Stock Exchange (https://www.gpw.pl/WSE_corporate_governance).
The Corporate Governance Rules of the WSE, which were adopted by the board of the WSE on 13 October 2015 and which came into effect on 1 January 2016, are a set of corporate governance rules for public companies whose securities are listed on the WSE. The Corporate Governance Rules are aimed at enhancing transparency of listed companies, improving quality of communication between companies and investors, and strengthening protection of shareholders’ rights, including those not regulated by legislation, while refraining from imposing a burden on listed companies that may outweigh the benefits resulting from market needs.
However, certain Corporate Governance Rules can only apply to the extent permitted by mandatory Luxembourg corporate law as well as by the corporate structure (single board system).