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31 May 2007
Netia merged with its wholly-owned subsidiary Pro Futuro
WARSAW, Poland – May 31, 2007 – Netia SA (“Netia”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services, today announced that on May 31, 2007 the District Court for the Capital City of Warsaw, XIII Commercial Division of the National Court Register entered in the register of entrepreneurs the merger between Netia and its wholly-owned subsidiary, which operated previously under the name Pro Futuro SA (the “Acquired Company”). The Acquired Company was conducting telecommunications activities.
The merger was carried out pursuant to Article 492, §1, subsection 1 of the Polish Commercial Companies Code (the “CCC”) in relation to Article 515, §1 of the CCC through the transfer of the Acquired Company’s assets to Netia (merger by acquisition) without any increase in Netia’s share capital, without any share exchanges and without amending Netia’s statute.
According to Article 493, § 2 of the CCC, Netia’s merger with the Acquired Company occurred as of May 31, 2007. As of that date, pursuant to Article 494 of the CCC, Netia assumed all the rights and liabilities of the Acquired Company that was dissolved. The merger completed the procedure of internal consolidation of the Acquired Company within the Netia Group (see Netia’s press releases dated November 28, 2006, February 20, 2007, March 12, 2007 and March 21, 2007).
The merger was carried out pursuant to Article 492, §1, subsection 1 of the Polish Commercial Companies Code (the “CCC”) in relation to Article 515, §1 of the CCC through the transfer of the Acquired Company’s assets to Netia (merger by acquisition) without any increase in Netia’s share capital, without any share exchanges and without amending Netia’s statute.
According to Article 493, § 2 of the CCC, Netia’s merger with the Acquired Company occurred as of May 31, 2007. As of that date, pursuant to Article 494 of the CCC, Netia assumed all the rights and liabilities of the Acquired Company that was dissolved. The merger completed the procedure of internal consolidation of the Acquired Company within the Netia Group (see Netia’s press releases dated November 28, 2006, February 20, 2007, March 12, 2007 and March 21, 2007).