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03 March 2009

Netia convenes ordinary shareholders’ meeting (16/2009)


WARSAW, Poland – March 3, 2009 – Netia SA (“Company” or “Netia”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services, today announced that the Ordinary General Meeting of the Shareholders of the Company is convened for April 9, 2009 (Thursday) at 12.30 hours CET in Warsaw at Taśmowa 7A St. (the “Meeting”).

For this reason the Company hereby presents:

I. The proposed agenda:

  1. Opening the Meeting.
  2. Election of the Chairman of the Meeting.
  3. Statement that the Meeting has been properly convened and is able to adopt resolutions.
  4. Review of the Management Board’s report on Company’s and the Netia Group’s activities for 2008, the stand-alone and consolidated financial statements of the Company for 2008 and the Supervisory Board’s report for 2008.
  5. Adoption of resolutions concerning approval of the Management Board’s report on Company’s and the Netia Group’s activities for 2008, the stand-alone and consolidated financial statements of the Company for 2008.
  6. Adoption of resolutions concerning the granting of approval of the performance of duties by individual members of the Management Board and the Supervisory Board in 2008.
  7. Adoption of a resolution concerning the covering the Company’s loss.
  8. Adoption of resolutions concerning changes to the composition of the Supervisory Board of the Company. This issue has been included on the agenda upon the request of the Company’s Shareholder, Third Avenue International Value Fund with its seat in Princeton, USA.
  9. Adoption of a resolution concerning changes to the rules of remunerating the supervisory board members adopted in resolution No.23 of the ordinary general meeting of the shareholders of the Company dated 21 march 2007. This issue has been included on the agenda upon the request of the Company’s Shareholder, Third Avenue International Value Fund with its seat in Princeton, USA.
  10. Closing the Meeting.

II. Additional information regarding registration of the Shareholders participating in the Meeting on April 9, 2009:

Shareholders who are owners of bearer and registered shares admitted to public trading shall have the right to participate in the Meeting, provided that at least by April 1, 2009, 17.00 CET, i.e. one week prior to the Meeting, they deliver to the Company office in Warsaw at Taśmowa 7A St. depository certificated issued by the brokerage house keeping such Shareholder’s securities account.

Shareholders who own non-publicly traded bearer shares shall have the right to participate in the Meeting provided that their shares are deposited with the Company in the Company’s office in Warsaw at Taśmowa 7A St. at least by April 1, 2009, 17.00 CET, i.e. one week prior to the Meeting.

Shareholders may participate in the Meeting and exercise their voting right personally or by proxy. The proxy shall be in writing on pain of being invalid.

The list of Shareholders authorized to participate in the Meeting shall be displayed at the Company’s office in Warsaw at Taśmowa 7A St. from April 6, 2009, i.e. three working days prior to the Meeting.

Simultaneously we point out the rule IV.3 of the Code of Best Practice for WSE Listed Companies which provide that any shareholder who motions for the inclusion of an issue on the agenda of the General Meeting, including a motion to take an issue off the agenda, should provide ground enabling an informed decision on the resolution.