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The second notification to shareholders about merger of Netia SA with its subsidiary Netia Brand Management sp. z o.o.

Warsaw, April 17, 2015

Acting pursuant to Article 504 § 1 in relation with Article 4021 § 1 of the Polish Commercial Companies Code (‘CCC’), the Management Board of Netia S.A. (‘Netia’) notifies its shareholders about the intention of merger of Netia S.A. with its wholly owned subsidiary company Netia Brand Management sp. z o.o. with its registered seat in Warsaw (KRS numer: 0000383776). The merger shall be carried out pursuant to Article 492 § 1 subsection 1 in relation to Article 515 § 1 of the CCC through the transfer of the assets of the Acquired Company to Netia without any increase in Netia‘s share capital, without any share exchanges and without any amendments to Netia’s articles of association.

The announcement of Terms of Merger of Netia with Netia Brand Management sp. z o.o. was published, pursuant to Article 500 § 2 of the CCC, in the Court and Business Gazette (Monitor Sądowy i Gospodarczy) number 62 on 31 March 2015.

The shareholders may inspect documents listed in Article 505 § 1 of the CCC from 2 April 2015 r. to the day of adoption of resolutions on the merger in the office of Netia at Taśmowa street 7A, 02-677 Warsaw, working days from 10.00 to 16.00 CET.