Netia's shareholders approve its internal consolidation

WARSAW, Poland - October 31, 2003 - Netia S.A. (“Netia”) (WSE: NET), Poland's largest alternative provider of fixed-line telecommunications services, today announced that the extraordinary general meeting of shareholders held on October 30, 2003 adopted the resolution on approving Netia‘s merger with the following Netia‘s wholly-owned subsidiaries, in connection with the ongoing process of internal consolidation of the Netia group companies: Netia Telekom S.A., Netia South Sp. z o.o., Netia Telekom Mazowsze S.A., Netia Telekom Warszawa S.A., Netia Telekom Modlin S.A., Netia Telekom Lublin S.A., Netia Telekom Ostrowiec S.A., Netia Telekom Swidnik S.A., Netia Telekom Torun S.A., Netia Telekom Wloclawek S.A., Netia Telekom Kalisz S.A., Netia Telekom Pila Sp. z o.o., Netia Telekom Silesia S.A., Netia Telekom Telmedia S.A., Optimus Inwest S.A., Netia Network S.A., Telekom Building Sp. z o.o., Netia 1 Sp. z o.o., and Telko Sp. z o.o.

The resolution was adopted by the majority of 99.8% of votes cast at the shareholders‘ meeting. Two of the minority shareholders formally objected to the resolution.
The full text of the adopted resolution is available at Netia‘s website at www.investor.netia.pl.

In addition, Netia made publicly available the information which was given to one of Netia‘s shareholders during the extraordinary general meeting of shareholders held yesterday in response to such shareholder‘s questions asked at the ordinary general meetings of shareholders held on March 27 and April 4, 2002.

The full text of the questions and responses is available at Netia‘s website at www.investor.netia.pl.


Some of the information contained in this news release contains forward-looking statements. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward-looking statements as a result of various factors. For a more detailed description of these risks and factors, please see Netia's filings with the Securities and Exchange Commission, including its Annual Report on Form 20-F filed with the Commission on June 27, 2003, its Current Report on Form 6-K filed with the Commission on June 30, 2003, its Current Report on Form 6-K filed with the Commission on August 8, 2003, its current report dated August 13, 2003, its current report dated September 23, 2003 and its current report dated October 1, 2003. Netia undertakes no obligation to publicly update or revise any forward-looking statements.