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01 December 2009

Merger between Netia and its two subsidiaries (53/2009)


WARSAW, Poland – December 1, 2009 - Netia SA (“Netia”) (WSE: NET), Poland‘s largest alternative provider of fixed-line telecommunications services, announces today that on November 30, 2009 the Regional Court for the City of Warsaw, XIII Economic Division of the National Court Registry, recorded an entry to the register of entrepreneurs referring to the merger of Netia with its two wholly owned subsidiaries (“Mergers”), hitherto operating under the business names: Netia UMTS Sp. z o.o. and Netia Spółka Akcyjna UMTS S.k.a. (“Acquired Companies”).

The Mergers were carried out pursuant to Article 492, §1, subsection 1 of the Commercial Companies Code (“CCC”) in relation to Article 515, §1 and Article 517 of the CCC through the transfer of the Acquired Companies’ assets to Netia (merger through the acquisition), without any increase in Netia‘s share capital, share exchanges nor amendments to Netia‘s Statute.

The Acquired Companies have not conducted operating activities. The Mergers streamline the management of the capital group’s resources.

The Mergers of the Acquired Companies with Netia were executed, in the light of provisions of Article 493, §2 of the CCC, as at November 30, 2009. As of that day, pursuant to provisions of Article 494 of the CCC, Netia entered into all rights and obligations of the Acquired Companies, which were dissolved. The Mergers have completed the process of formal consolidation of these subsidiaries into Netia (see Netia current reports No. 34/2009, 43/2009 and 45/2009).