2012 Current Reports EN

3/2012 Amendment to the loan agreement with HSBC

The Management Board of CELTIC PROPERTY DEVELOPMENTS S.A. (the Company) hereby announces, that April 3, 2012 the Board has received signed 5th Amendment (the Amendment) to the loan agreement from 21 December 2006 (The Agreement). The parties of the Agreement are: Bank HSBC (HSBC Bank Plc and HSBC Bank Polska S.A.), subsidiaries of the Company: Blaise Investments sp. z o.o., Devin Investments sp. o.o., Lakia Investments sp. z o.o., Mandy Investments sp. z o.o., Robin Investments sp. z o.o. (Subsidiaries, Borrowers) as borrowers and Celtic Property Developments S.A., Blaise Investments sp. z o.o., Devin Investments sp. o.o., Lakia Investments sp. z o.o., Mandy Investments sp. z o.o., Robin Investments sp. z o.o as guarantors. This Amendment was signed with regard to the maturity of the existing loan on March 27, 2012, to refinance an existing loan in the amount of
EUR 12.500.000.

Pursuant to the abovementioned Annex, the following changes were introduced:

1) The parties agreed the term of repayment, including interest and other costs, on the March 27, 2014.
2) Subsidiaries are jointly and severally liable for payments of the mandatory installments of 104.000 EUR, payables on June 27, 2012, 27 September 2012, December 23, 2012, 27 March 2013, 27 June 2013, 27 September 2013 and December 23, 2013. The one-time final payment amounting to EUR 11.772.000 EUR will be paid on 27 March 2014.
3) Interests will be calculated on quarterly basis.
4) The interest rate was set at a variable rate of three-month interbank EURIBOR for deposits in EUR, increased by the margin of the Bank.
5) Mandatory prepayment – sale of a Property. If a Borrower decides to sell the whole or any part of the property to any person other then another Borrower, then such Borrower shall designate the proceeds from such sale for prepayment of the loans (together with accrued interests and applicable costs) in part or in full on the date when a Property is disposed of. Full repayment of the loans will be required if after such sale conditions set at the Financial Conditions Clause are not fulfilled.

Other clauses, including these on loan security, arising from the Agreement and from Annexes signed earlier, remain unchanged.

Criterion for the recognition of agreement as significant is the value of the loan, amounting to PLN 51.658.750 (calculated on the basis of the average rate of EUR published by NBP on 3 April 2012 of 4,1327 PLN/EUR), representing 10% of the Celtic Property Developments S.A. equity as at 31 December 2011.

Legal basis:
Art. 5.1.3. of the Decree of Minister of Finance dated 19th of February 2009 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by law of nonmember state (Journal of Laws from 2009 No 33 item 259 with subsequent amendments).

Signatures of the persons entitled to the Company representation:
1. Elżbieta Wiczkowska, Member of the Management Board, 03.04.2012
2. Christopher Bruce, Member of the Management Board, 03.04.2012

2/2012 Appointment of the auditor

The Management Board of CELTIC PROPERTY DEVELOPMENTS S.A. (hereinafter “the Company”) hereby announces that on 14 March 2012 the Supervisory Board adopted the resolution on appointment of CSWP Audyt. z o.o. with the corporate seat in Warsaw, ul. Nowy Świat 49, registered under the number 3632 on the list of entities entitled to audit financial statements kept by the National Council of Statutory Auditors, as auditor entitled to:

– Audit the stand-alone financial statements of Celtic Property Developments S.A. for the financial year ending on 31 December 2012;
– Audit the consolidated financial statements of Celtic Property Developments S.A for the financial year ending on 31 December 2012;
– Review the mid-year stand-alone financial statements of Celtic Property Developments S.A. as of 30 June 2012;
– Review the mid-year consolidated financial statements of Celtic Property Developments S.A. as of 30 June 2012;

The agreement with CSWP Audyt. z o.o. will be concluded for the period necessary to complete the works provided therein.

Legal basis:
Art. 5.1.19 of the Decree of Minister of Finance dated 19th of February 2009 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by law of non-member state.

Signatures of persons entitled to representation:
1. Elżbieta Donata Wiczkowska, Member of the Board, 22 March 2012
2. Christopher Bruce, Member of the Board, 22 March 2012

1/2012 Dates of publication of periodic reports in 2012

The Management Board of CELTIC PROPERTY DEVELOPMENTS S.A. (the Company) hereby announces the dates of publishing the periodic reports in 2012.

1. Annual report:
– Stand-alone annual report for year 2011 – 20 March 2012 (Tuesday)

– Consolidated annual report for year 2011 – 20 March 2012 (Tuesday)

2. Half-year report:
– Consolidated half-year report for the first half of the year 2012, containing half-year condensed financial statements – 31 August 2012 (Friday)

3. Quarterly reports:
– Consolidated quarter report for the first quarter of 2012, containing quarter financial information – 15 May 2012 (Tuesday)

– Consolidated quarter report for the third quarter of 2012, containing quarter financial information – 14 November 2012 (Wednesday)

Additionally, the Management Board hereby announces that the Company will not publish:
– The quarter report and consolidated quarter report for the fourth quarter of 2011 – with regard to the publication of the annual report on 20 March 2012 and on the basis of the article 102.1 of the Decree of Minister of Finance dated 19th of February 2009 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by law of nonmember state (“The Decree”) (Journal of Laws from 2009 No 33 item 259 with subsequent amendments);

– The quarter report and consolidated quarter report for the second quarter of 2012, on the basis of article 101.2 of the Decree.

Legal basis:
Art. 103.1 with regard to art. 83.1 and 83.3 of the Decree of Minister of Finance dated 19th of February 2009 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by law of nonmember state (Journal of Laws from 2009 No 33 item 259 with subsequent amendments).

Signatures of the persons entitled to representation:
1. Elżbieta Donata Wiczkowska, Member of the Management Board, 30.01.2012
2. Christopher Bruce, Member of the Management Board, 30.01.2012

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