WARSAW, Poland – August 1, 2006 – Netia SA (“Netia”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services, today announced that on July 31, 2006 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 three wholly-owned subsidiaries, which operated previously under the following names: Regionalne Sieci Telekomunikacyjne El-Net SA, Netia WiMax SA i Polbox Sp. z o.o. (the “Acquired Companies”). Except for Regionalne Sieci Telekomunikacyjne El-Net SA, the Acquired Companies do not conduct 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 Companies’ 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 Companies occurred as of July 31, 2006. As of that date, pursuant to Article 494 of the CCC, Netia assumed all the rights and liabilities of the Acquired Companies that were dissolved. The merger completed the procedure of internal consolidation of the Acquired Companies within the Netia Group.