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01 March 2005

Netia announced draft resolutions to be presented for shareholders’ vote on March 17, 2005


WARSAW, Poland – March 1, 2005 – Netia SA (“Netia” or the “Company”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services, today announced the draft resolutions to be presented for the shareholders’ vote at the Ordinary General Meeting of Shareholders to be held on March 17, 2005 (the “Meeting”), along with the management’s justification for certain items of the Meeting’s agenda announced previously (see Netia’s press release dated February 7, 2005) concerning, among others, the dividend and share and subscription warrant buy-back program.

Due to the fundamental improvement in Netia’s financial position following the Company’s successful restructuring carried out during the 2002 – 2004 period, Netia’s management is recommending a first ever dividend and a share and subscription warrant buy-back program to shareholders at the Meeting. The recommended dividend is PLN 0.10 per share for shareholders of record as at April 7, 2005, payable on April 22, 2005. As a further move to return capital to shareholders, Netia’s management will also recommend a share and subscription warrant buy-back program of up to PLN 120 million to be run transparently and openly over a 15-month period in compliance with all Polish and EU rules and regulations. The buy-back envisages shares and warrants purchased only on the Warsaw Stock Exchange – no off-exchange block purchases – in order to ensure maximum transparency and to give all shareholders access to the same opportunity.

The full text of the draft resolutions proposed for the Meeting along with the management’s justification