English
PolishThe Management Board of CELTIC PROPERTY DEVELOPMENTS S.A. (hereinafter “the Company”) informs that yesterday (15 October 2012) passed the resolution on increase of the Company’s share capital within the limits of authorized capital (hereinafter “the Resolution”)
On the basis of the Resolution, the Company’s share capital shall be increased from the amount of PLN 3,423,146.60 (three million four hundred twenty-three thousand one hundred and forty-six 60/100) to the amount of PLN 3,430,748,80 (three million four hundred thirty thousand seven hundred forty-eight zlotys 80/100), it means by the amount of PLN 7,602.20 (seven thousand six hundred two zlotys 20/100) through the issue within the limits of Company’s authorized capital of 76,022 (seventy-six thousand twenty-two) ordinary bearer D series shares with a nominal value of PLN 0.10 (ten groszy) each share (hereinafter “D series Shares”).
The increase of the Company’s share capital by issuing D series Shares takes place within the limits of the Company’s authorized capital on the basis of the above described Resolution of the Management Board, which was authorized to carry out the increase of the Company’s share capital in this way on the basis of § 4(a) of the Company’s Statute.
The increase of the Company’s share capital through the issue of D series Shares is made with the consent of the Supervisory Board, with entire exclusion of pre-emptive rights of existing shareholders, in the form of the private offer addressed to selected advisors to the Management Board.
The Management Board decided that the issue price of one D series Share will be equal to its nominal value of the amount of PLN 0.10 (ten groszy) per share, on what the Company’s Supervisory Board agreed. D series Shares will be entirely covered with monetary contribution in the form of a wire transfer to the Company’s bank account within 7 (seven) days from the date of acceptance of the offer to subscribe for D series shares.
In connection with the increase of the Company’s share capital made by the Resolution, the Company Statute is amended in this way that § 4 paragraph 2. 1 of the Company’s Statute in the existing wording:
“The Company’s share capital amounts to PLN 3.423.146,60 (three million four hundred twenty-three thousand one hundred and forty-six zlotys 60/100) and is divided into 34.231.466 (thirty-four million two hundred thirty-one thousand four hundred sixty-six) shares with a nominal value of PLN 0.10 (ten groszy) each, including:
a) 34.068.252 (thirty-four millions sixty-eight thousand two hundred fifty-two) B series ordinary bearer shares and
b) 163.214 (one hundred sixty-three thousand two hundred and fourteen) C series ordinary bearer shares.”
shall be replaced by the following:
The Company’s share capital amounts to PLN 3,430,748.80 (three million four hundred thirty thousand seven hundred forty-eight 80/100) and is divided into 34.307.488 (thirty-four million three hundred and seven thousand four hundred eighty-eight) shares with a nominal value of PLN 0.10 (ten groszy) each, including:
a) 34.068.252 (thirty-four millions sixty-eight thousand two hundred fifty-two) B series ordinary bearer shares;
b) 163.214 (one hundred sixty-three thousand two hundred and fourteen) C series ordinary bearer shares;
c) 76.022 (seventy-six thousand twenty-two) D series bearer shares.”
The Management Board of the Company informs also that the registration of the increase of Company’s share capital and changes in the Company’s Statutes shall be reported through separate current reports after receiving the Court decision on the registration. Furthermore, in accordance with the mandate contained in resolution No. 7 of the Extraordinary General Meeting of the Company dated September 2, 2010, immediately after the registration of the share capital increase by the issue of D series shares, the Company will take actual and legal steps to introduce D series shares to trading on the Warsaw Stock Exchange.
Signatures of persons entitled to representation:
1. Elżbieta Donata Wiczkowska, Member of the Management Board, 16 October 2012
2. Aled Rhys Jones, Member of the Management Board, 16 October 2012