ANNOUNCEMENT OF MANAGEMENT BOARD OF MEX POLSKA S.A. CONCERNING THE CONVENING OF THE EXTRAORDINARY GENERAL MEETING

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1 ANNOUNCEMENT OF MANAGEMENT BOARD OF MEX POLSKA S.A. CONCERNING THE CONVENING OF THE EXTRAORDINARY GENERAL MEETING The Management Board of Mex Polska S.A. with the registered office in Łódź (the Company ) acting on the basis of art in conjunction with art. 402¹ and 402² of the Commercial Companies Code ( KSH ) hereby convenes Extraordinary General Meeting to be held on January 4, 2013 at a.m. The Extraordinary General Meeting of the Company ( NWZ, Zgromadzenie ) will be held at the registered office of the Company in Łódź at ul. Moniuszki 4a. Agenda : 1. Opening of the General Meeting. 2. Election of the Chairman of the General Meeting. 3. Validation of correctness of convening the General Meeting and its ability to adopt resolutions. 4. Making an attendance list. 5. Adoption of the agenda. 6. Appointment of the Ballot Committee. 7. Adoption of resolution regarding the increase of a share capital of the Company through shares issue of the Company with shareholders rights, the change of the Statute of the Company and the admission to introduce the new series of shares to trading on a regulated market and dematerialization of the shares. 1. Conclusions. 2. Closing the General Meeting. Pursuant to art KSH the Management Board of the Company announces current and proposed content of the changed decisions of the Statute of Mex Polska S.A. with its seat in Łódź: Current content of 7 (1) of the Statute of Company: Share capital of the Company amounts to ( six hundred thirty five thousand four hundred and eight) PLN and is divided into (six million three hundred fifty four thousand and eighty) bearer shares including: (five million) bearer shares series A (two hundred and four thousand eighty) bearer shares series B (one million) bearer shares series C (one hundred and fifty thousand) bearer shares series D. 1

2 Proposed content of 7 (1) of the Statute of the Company: Share capital of the Company amounts not less than PLN (six hundred thirty eight thousand four hundred and eight zlotys) and not more than ,50 PLN ( six hundred ninety four thousand nine hundred and seventy seven zlotys 50/100) and is divided into not less than (six million three hundred fifty seven thousand ninety) and not more than (six million nine hundred forty nine thousand seven hundred and seventy five) bearer shares including: (five million) ) bearer shares series A (two hundred and four thousand eighty) bearer shares series B (one million) bearer shares series C (one hundred and fifty thousand) bearer shares series D -not less than (thirty thousand) and not more than ( five hundred ninety five thousand six hundred and ninety five) bearer shares series E. INFORMATION FOR SHAREHOLDERS 1. The registration day of participation and the right for participation at the Extraordinary General Meeting 1.1. The Management Board of the Company hereby informs that the right to participate in the Extraordinary General Meeting hold pursuant to art. 406¹ KSH only the persons who are shareholders in the Company sixteen days prior to the date of the Extraordinary General Meeting (the date of registration of participation in the Extraordinary General Meeting), i.e. on December 19, On request of an authorized person, out of the dematerialization of the shares of the Company announced not earlier than the Extraordinary General Meeting is held, i.e. not before December 8, 2012 and not later than on first business day after the registration of participation in the General Meeting, i.e. not later than on December 20, 2012, the entity keeping securities account is obliged to present a personal certificate of entitlement to attend the General Meeting The shareholders list authorized to participate in the Extraordinary General Meeting shall be prepared on the basis of a register of the entity holding the deposit of securities pursuant to provisions on trade in financial instruments The shareholders list authorized to participate in the General Meeting pursuant to art. 407 KSH shall be available in the Management Board of the Company in Łódź at ul. Moniuszki 4a for 3 business days before holding the Extraordinary General Meeting i.e. on December 31, 2012 and January 2-3, 2013 between 10 a.m. and 3 p.m. 2

3 A Company s shareholders may inspect the shareholders list at the premises of the Management Board of the Company and request a copy of the list upon reimbursement of costs of such issuance. For 3 business days before holding the Extraordinary General Meeting may request a shareholders list to be sent to his/her address free of charge, provided they supply the delivery address. The request should be prepared in writing, signed by a shareholder or by person authorized to represent a shareholder and delivered in person to the Management Board of the Company or via in the pdf format or in a different format which enables to be read by the Company, or sent by fax on number The request should provide copies of documents confirming the identity of a shareholder or authorized persons including: a. in the event of a shareholder who is an individual a copy of an ID card, passport or any other official document of a shareholder identity; or b. in the event of a shareholder who is not an individual a duplicate of a certified copy from an appropriate register or any other document confirming the authorization of the individual(s) to represent a shareholder at the Extraordinary General Meeting (e.g. a continuous chain of powers of attorney); or c. in the event of the request made by an attorney-in-fact - a copy of the document of the power of attorney signed by a shareholder, or persons authorized to represent a shareholder and a copy of an ID card, passport or any other official document confirming the identity of an attorney-in-fact or in the event of an attorney-in fact who is not an individual a duplicate of a certified copy from an appropriate register or any other document confirming the authorization of an individual(s) to represent the attorney-in-fact at the Extraordinary General Meeting (e. g. a continuous chain of powers of attorney) and an ID card, passport or any other official document of identity of an individual(s) authorized to represent an attorney-in-fact at the Extraordinary General Meeting. 2. The rules of procedures and exercising the voting rights at the Extraordinary General Meeting 2.1. The right to request that specified items be put on the agenda of the Extraordinary General Meeting Pursuant to art KSH, a shareholder or shareholders representing at least one twentieth of the share capital of the Company have the right to request that specified items be put on the agenda of the General Meeting. The request should be submitted to the Management Board of the Company at least twenty one days before the date of the Extraordinary General Meeting, i.e. 3

4 until December 14, The request should provide a justification or a resolution draft concerning an item proposed to be put on the agenda. The request in writing may be submitted in person in the Management Board of the Company or in the electronic form to the address or may be sent by fax on The right to submit resolution drafts concerning matters introduced to the agenda of the Extraordinary General Meeting Pursuant to art of the Commercial Companies Code shareholder or shareholders representing at least one twentieth of the share capital of the Company have the right to submit resolution drafts concerning matters introduced to the agenda or matters to be put on the agenda before the date of the Extraordinary General Meeting in writing in person in the Management Board of the Company or in the electronic form to the address or may be sent by fax on The requests or submission of the shareholder or shareholders referred to in point 2.1 and 2.2 mentioned above there should be provided with the copies of documents confirming the shareholder s identity or by a person authorized on his/her behalf including: a. in the event of a shareholder who is an individual a copy of an ID card, passport or any other official document of a shareholder s identity; or b. in the event of a shareholder who is not an individual a duplicate of a certified copy from an appropriate register or any other document confirming the authorization of the individual(s) to represent a shareholder at the Extraordinary General Meeting (e.g. a continuous chain of powers of attorney); or c. in the event of the request made by an attorney-in-fact - a copy of the document of the power of attorney signed by a shareholder, or persons authorized to represent a shareholder and a copy of an ID card, passport or any other official document confirming the identity of an attorney-in-fact or in the event of an attorney-in fact who is not an individual a duplicate of a certified copy from an appropriate register or any other document confirming the authorization of an individual(s) to represent the attorney-in-fact at the Extraordinary General Meeting (e. g. a continuous chain of powers of attorney) and an ID card, passport or any other official document of identity of an individual(s) authorized to represent an attorney-in-fact at the Extraordinary General Meeting The right to submit resolution drafts at the Extraordinary General Meeting Each shareholder of the Company authorized to participate at the General Meeting has the right to submit resolution drafts concerning matters introduced to the agenda. Resolution drafts should be submitted in writing. 4

5 2.4. The manner of participation in the Extraordinary General Meeting and exercising the voting rights; the power of attorney A shareholder who is an individual may participate in the General Meeting and vote in person or by an attorney-in-fact. The shareholder, who is not an individual may participate in the General Meeting and vote by a person authorized to represent a shareholder or by an attorney-in-fact. Shareholders will have the right to participate in the General Meeting after they show an ID card and the attorneys-in-fact after they show an ID card and valid power of attorney. Attorneys-infact or shareholders representatives who are not individuals are required to submit current duplicates from appropriate registers with names of person who are authorized to represent them. Pursuant to art. 412¹ 2 KSH the power of attorney to participate in the Extraordinary General Meeting and vote requires to be drawn up in a written form or in an electronic format. The power of attorney granted in the electronic format need not to bear the secured electronic signature by way of valid qualified certificate. The Company should be informed forthwith about any power of attorney granted in an electronic format by sending an to or by fax on at least on 2 business days before the date of the General Meeting. The information should include the document of the power of attorney signed by a shareholder or in the event of shareholders who are not individuals the document should be signed by persons authorized by a shareholder. In order to identify the shareholder granting the power of attorney, the notice on granting the power of attorney in an electronic format should include the following as an appendix: a. in the event of a shareholder who is an individual a copy of an ID card, passport, or any other official identity document of the shareholder; or b. in the event of the shareholder who is not an individual a duplicate of a certified copy from an appropriate register or other document confirming that a given individual(s) signed at the power of the attorney is authorized to represent the shareholder and a copy of an ID card, passport or any other official identity document of these persons. In order to verify the validity of the power of attorney granted in an electronic format the Company may take an appropriate actions to identify the shareholder and attorney-in-fact. The Company may, in particular, ask the shareholder, via an or by phone. If the shareholder does not give any reply in the course of verification or does not present required documents then there is the lack of the possibility of verification to grant the power of the attorney and it is the base to refuse the participation of the attorney-in-fact in the General Meeting. 5

6 For the identification purpose of the attorney-in-fact, the Management Board of the Company reserves the right to request the attorney-in-fact to present the following when the attendance list is being drawn up: a. in the event of a shareholder who is an individual an original ID card, passport, or any other official identity document of the shareholder; or b. in the event of the shareholder who is not an individual an original or copy of the document certified by a notary or some other entity authorized to certify that a duplicate from an appropriate register or other document confirming that a given individual(s) to represent an attorney-in-fact in the General Meeting and an ID card, passport, or any other official identity document of an individual(s) authorized to represent the attorney-in-fact in the General Meeting. The information on granting the power of attorney should also include the range of the power of attorney through the numbers of shares, out of which the right to vote will be excluded. If the member of the Management Board, the member of the Company s Supervisory Board, an employee of the Company performs the duties of an attorneys-in-fact at the General Meeting, the power of attorney may grant a person a power of representation at only one General Meeting. The attorney-in-fact is obliged to disclose to the shareholder all circumstances indicating that there exists, or may occur, any conflict of interest. Such an attorney-in-fact votes with the shareholder s requirements and the authorization of further power of attorney is excluded. All document in a foreign language are required to be translated into Polish and made by a sworn translator The possibility and the manner of participation in the Extraordinary General Meeting through the use of electronic means of communications The Management Board does not provide for a possibility to participate in the General Meeting through the use of electronic means of communications The manner of presentation during the Extraordinary General Meeting through the use of electronic means of communications The Statute of the Company does not provide for a possibility to voice one s opinion during the General Meeting through the use of electronic means of communications The manner of exercising the right to vote through postal ballot or through the use of electronic means of communications 6

7 The Management Board does not provide for a possibility to vote through postal ballot or through the use of electronic means of communications. 3. Materials concerning the Extraordinary General Meeting Any person authorized to participate in the Extraordinary General Meeting may obtain all the documents, which are to be presented at the Extraordinary General Meeting, together with the resolution drafts if there is no possibility of adoption the resolutions. Any comments of the Management Board or the Supervisory Board of the Company concerning issues introduced to the agenda of the Extraordinary General Meeting or issues which are to be placed on the agenda before the date of the Extraordinary General Meeting, will be available on the Company s website and at ul. Moniuszki 4a, Łódź between 10 a.m. and 3 p.m. 4. Other information Information concerning General Meeting of Shareholders will be made available on the Company s website Also the Management Board of the Company informs that in all issues not included in hereby announcement the Code of Commercial Companies and the Statute of the Company are applied. In case of inquires and doubts regarding the participation at the General Meeting you may contact Mr. Piotr Mikołajczyk: address; telephone :

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