Resolution of Netia’s supervisory board on the potential conflict of interest of one of its members
WARSAW, Poland – April 2, 2004 – Netia SA (“Netia” or the “Company”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services announced that its supervisory board adopted today a resolution that if CA IB extends an offer to render advisory services to Netia, Ms. Alicja Kornasiewicz, a Company’s supervisory board member, will not take part in any activity related to the selection of an advisor by the Company. Thus, Ms. Alicja Kornasiewicz will not be provided with any information relating to any offers of other advisors received by the Company, selection of the CA IB offer by Netia’s management board, motions of the management board on approval of remuneration for the Company advisor and meetings of the supervisory board regarding any issues related to retaining an advisor, except for the final resolutions and agreements adopted or entered into by the Company on the basis thereof. Should the Company retain CA IB, Ms. Alicja Kornasiewicz will also be excluded from the adoption of resolutions relating to granting consent for the Company to carry out the transactions in which CA IB will present its recommendations, and Ms. Kornasiewicz will not participate in the works of the supervisory board dedicated to evaluating the work performed by CA IB for the Company. The resolution was adopted by the supervisory board at the request and with the consent of Ms. Alicja Kornasiewicz, who substantiated her motion by noting that her being the president and managing director of CA IB in Poland as well as a member of the management board of CA IB Corporate Finance GmbH, would place her in a position of a potential conflict of interest if, as Netia’s supervisory board member, she were to adopt decisions on the retention and evaluation of the work of a firm in which she holds a key position.
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, its Current Report dated October 1, 2003, its Current Report dated November 4, 2003, its Current Report dated November 6, 2003, its Current Report dated December 29, 2003, its Current Report dated February 3, 2004, its Current Report dated March 1, 2004 and its Current Report dated March 9, 2004. Netia undertakes no obligation to publicly update or revise any forward-looking statements.