Merger between Netia and its two subsidiaries (61/2008)
WARSAW, Poland – November 4, 2008 - Netia SA (“Netia”) (WSE: NET), Poland‘s largest alternative provider of fixed-line telecommunications services, announced today that it was informed that the Regional Court for the City of Warsaw, XIII Economic Division of the National Court Registry, executed on October 31, 2008 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: Świat Internet SA and Netia Wimax SA (“Acquired Companies”). The Acquired Companies have conducted telecommunications operations.
The Mergers have been carried out pursuant to Article 492, §1, subsection 1 of the Commercial Companies Code (“CCC”) in relation to Article 515, §1 of the CCC through the transfer of the Acquired Companies’ assets (merger though the acquisition) to Netia without any increase in Netia‘s share capital, without any share exchanges and without amending Netia‘s Statute.
The Mergers of the Acquired Companies with Netia were executed, in the light of provisions of Article 493, §2 of the CCC, as at October 31, 2008. 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 a formal consolidation of these subsidiaries with Netia (see current reports dated November 28, 2007, May 7, 2008, June 25, 2008, August 26 2008 and September 9, 2008).