M I N I S T R Y O F T R E A S U R Y

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1 M I N I S T R Y O F T R E A S U R Y DETAILED INFORMATION CONCERNING THE PROCEDURE ON THE DISPOSAL OF SHARES OF POLSKA ŻEGLUGA BAŁTYCKA S.A. WITH ITS REGISTERED OFFICE IN KOŁOBRZEG This document refers to the company acting under the enterprise name Polska Żegluga Bałtycka S.A. with its registered office in Kołobrzeg (hereinafter referred to as the "Company") and presents information concerning the procedure on the disposal of the Company shares under the invitation to the negotiations, in order to facilitate the process of submitting responses by Potential Investors to the public announcement (hereinafter referred to as the Initial Offer) and the binding proposal of the terms and conditions of the agreement for the purchase of the Company shares block (hereinafter referred to as the Binding Offer). I. Proposed structure of the transaction The State Treasury is the sole owner of 10,383,800 (in words: ten million three hundred eighty three thousand eight hundred) shares, with a nominal value of PLN (in words: ten Polish zloty), which represent 100% of the share capital of the Company. The Minister of Treasury, acting on behalf of the State Treasury, pursuant to Article 33 paragraph 1 item 3 of the Act of 30 August 1996 on Commercialisation and Privatisation (Journal of Laws of 2013, item 216 as amended), intends to sell a block of 9,516,230 (in words: nine million five hundred sixteen thousand two hundred thirty) shares, representing 91.64% of the total number of the Company shares. The remaining part of the shares, i.e. 867,570(in words: eight hundred sixty seven five hundred seventy) shares, representing 8.36% of the total number of the Company shares, shall be offered free of charge for acquisition by the authorised employees of the Company, pursuant to Article 36 item 1 of the Act of 30 August 1996 on Commercialisation and Privatisation. The Minister of Treasury envisages a possibility of disposal of the shares which are not acquired by authorised employees to the Potential Investor, selected under the procedure of these negotiations in case of expiry of the authorised employees' right to acquire such shares. The subject of the negotiations will refer to the price for the block of shares sold. 1/15

2 The subject of the negotiations may also cover the investment-related obligations, obligations regarding the protection of the interests of the employees and other non-price obligations, as well as the manner of securing the execution of these obligations. II. Procedure and schedule of the transaction The public invitation to the negotiations was published in "Dziennik Gazeta Prawna" ("Gazeta Prawna" daily) on 29 October In response to the public announcement of the invitation the Potential Investors interested in participation in the negotiations should report to the Ministry of Treasury. Following signing of the "Confidentiality Obligation" and presentation of a document confirming the due empowerment to act on behalf of the Potential Investor, such persons shall be able to purchase the "Company Memorandum" and they shall receive the "Detailed information on the procedure concerning the disposal of shares of the company Polska Żegluga Bałtycka S.A. with its registered office in Kołobrzeg" Entities interested in participation in the negotiations shall be allowed to submit the Initial Offer in the office of the Ministry of Treasury: Secretariat of the Department of Ownership Transformation and Privatisation (room no. 501) 36 Krucza / 6 Wspólna street, Warszawa until 27 November 2014 during office hours of the authority (8:15 a.m. - 4:15 p.m.). Initial Offers fulfilling the requirements specified in the public invitation to negotiations and in this procedure, submitted by Potential Investors shall be considered. Simultaneously, the interested entities undertake: a) in case of the lack - at the stage of submitting the Initial Offer - of final arrangements indicating the member of the capital group, where the Potential Investor is the member, or the member of a consortium, or one of co-investors, to purchase the Company shares as a result of the privatisation process - to indicate this fact explicitly in the Initial Offer and to provide any information required by the procedure, concerning the entity to purchase the shares, at the latest, upon submission of the binding proposal of the terms and conditions of the agreement for the purchase of the Company shares block (hereinafter referred to as the Binding Offer); b) in case of the lack - at the stage of submitting the Initial Offer - of the final list of entities with whom the Potential Investor wishes to execute the Company privatisation process, with the simultaneous intention of the Potential Investor to create such a group - to indicate this fact explicitly in the Initial Offer and to provide any information required by the procedure, concerning the co-investors / members of the consortium upon submission of the Binding Offer, at the latest; 2/15

3 c) in case of submission of the Initial Offer jointly with other entities, as of the moment of submission of the Initial Offer, it shall not be possible to co-opt entities which have not submitted the Initial Offer, unless such an intention has been explicitly indicated in the Initial Offer; d) The Potential Investor or the Potential Investor jointly with other entities with whom it has submitted the Initial Offer (with reference to item b), acknowledges and agrees that in cases described in items b) or c) above: a. The Potential Investor shall purchase 91.64% of the Company shares, or the Potential Investor jointly with other entities (co-investors / a consortium), with whom it has submitted the Initial Offer (with reference to item b), shall purchase the total of 91.64% of the Company shares from the State Treasury, b. the liability of entities composing the group of co-investors / a consortium with the Potential Investor for the obligations arising from the shares disposal agreement shall be joint and several, c. the information arising from the "Company Memorandum" or resulting from the audit of the condition of the Company performed by the Potential Investor, following the prior consent granted by the Seller, and signing the "Confidentiality Obligation", shall be made available to each entity entering the group of coinvestors / a consortium by the Potential Investor; e) should the Potential Investor, subject to the written consent of the Seller, intend to purchase the shares through the special purpose vehicle (SPV) established for the needs of the transaction, or any other third party, the aforementioned intention should be explicitly indicated in the Initial Offer; the Potential Investor should provide any required information concerning the entity to execute the purchase upon submission of the Binding Offer, at the latest. The Potential Investor indicating a third party to act as the purchaser of the shares, shall accept the joint and several liability for the performance of all obligations arising from the shares disposal agreement by the third party indicated, in accordance with 21 item 13 of the Regulation of the Council of Ministers of 30 May 2011 concerning the Detailed Procedure on Disposal of the State Treasury Shares (Journal of Laws No. 114, item 664); f) in cases described in items b) and c) (co-investors / a consortium/ a third party), only the Potential Investor eligible to participate in the negotiations shall be authorised to present the Binding Offer on the purchase of the Company shares on behalf of the co-investors / the consortium/ the third party. III. Manner and deadline for submission of the Initial Offer The Initial Offer should be prepared in Polish, printed on A-4 paper with numbered pages and initialed on each page, and signed by duly authorised representatives of the Potential Investor on the last page. In case of the Initial Offer submitted by a consortium, it should be signed by authorised representatives of each member of the consortium, or by an appointed proxy (the power of attorney to represent the consortium executed in a form provided by law should constitute a part of the Initial Offer). Any copies of documents included in the Initial Offer, should be certified as true copies of the original by persons duly authorised to represent the Potential Investor. 3/15

4 In case of Potential Investors who are foreign entities, the submitted documents made in a foreign language must be translated into Polish by a sworn translator and additionally, documents such as the transcript from the relevant register and the power of attorney to act on behalf of the bidder - in case of foreign entities - should be certified by the Consulate / Embassy of the Republic of Poland in the country of the Potential Investor. The said authentication issued by these institutions may be replaced by an Apostille clause. The Initial Offer should be delivered in a sealed envelope in one copy in person or through a courier until the ultimate deadline: 27 November 2014 to the address: Ministry of Treasury Secretariat of the Department of Ownership Transformation and Privatisation (room no. 501) 36 Krucza / 6 Wspólna street, Warszawa during office hours of the authority (8:15 a.m. - 4:15 p.m.). The envelope should bear the following inscription: "Response to the public invitation to participate in the negotiations on the purchase of shares of the company Polska Żegluga Bałtycka S.A. with its registered office in Kołobrzeg - DO NOT OPEN" and the data enabling the identification of the Potential Investor. Interested entities requesting the confirmation of delivery of the Initial Offer should clearly report this request upon submission of the documents. Any Initial Offers submitted following the deadline shall not be accepted. Following the submission of Initial Offers, the Minister of Treasury may request additional information and explanations as well as supplementary documents referring to any of Potential Investors or any of proposals included in the Initial Offer. IV. Contents of the Initial Offer The Initial Offer should comprise the following items: 1. Presentation of the Potential Investor (or Investors in case of a Consortium): a) company name, registered office and address of the company of the Potential Investor (or Investors in case of a Consortium)/ name and surname in the case of a natural person not conducting business activity, b) current transcript from the Register of Entrepreneurs of the National Court Register / or a printout constituting information corresponding to the current transcript from the Register of Entrepreneurs (issued / printed out not earlier than within 3 months before the deadline for the submission of responses); in case of foreign entities: relevant corporate documents (including translations into Polish by a sworn translator); in case the Potential Investor is a natural person: a photocopy of an identity document, 4/15

5 c) names, positions, addresses and phone/fax numbers and addresses of persons for further contact, authorised to act on behalf of the Potential Investor, including a document confirming the authority to represent the Potential Investors by these persons, or the power of attorney to act on behalf of the Potential Investor, d) statutes or articles of association (in case of foreign entities, the original articles of association should be submitted along with a sworn translation into Polish), e) information on the ownership structure of the company of the Potential Investor (or Investors in case of a Consortium) and the characteristics of its shareholders and the parent company of the Potential Investor, f) information on any potential connections of the Potential Investor with foreign capital, g) data on the structure and areas of activity of the Potential Investor (or Investors in case of a Consortium), with particular emphasis on the branch of industry and operations in Poland, h) a copy of the latest annual financial statement together with an auditor's opinion and the report for the last month of operation covered by such report; for Potential Investors which are not subject to financial audit - the F-01 report as well as the current financial statements (balance sheet, income statement); foreign entities shall submit the appropriate financial documents; natural persons - a copy of the personal income tax return for the last year, i) power of attorney, in a from provided by law, to represent the Consortium, if the Consortium is represented by an authorised attorney, j) certificate of clean criminal record of individuals and collective entities, pursuant to the Act of 28 October 2002 on Liability of Collective Entities for Acts Prohibited Under Penalty (Journal of Laws No 2012, item 768, as amended), k) declarations of the Potential Investor (or Investors in case of a Consortium), stating that: it holds resources necessary to finance the transaction, the funds allocated for the purchase of the Company shares come from legitimate sources, it is not in arrears with payment of taxes, or a declaration that it has acquired a lawful exemption, deferral, apportionment of overdue amounts into instalments or withholding of full execution of a decision of the competent authority, is not in arrears with payment of fees or contributions for social security or health insurance, or a declaration that it has acquired a lawful exemption, deferral, apportionment of overdue amounts into instalments or withholding of full execution of a decision of the competent authority, it has complied with the prior privatisation agreements and that it is not a party to any court disputes in this regard, it has complied with any other agreements concluded with the State Treasury and that it is not a party to any court disputes in this regard, it is not a subject to liquidation proceedings and has not been declared bankrupt, with the exception of entities which, upon declaration of bankruptcy, concluded an arrangement approved under a final court ruling, provided that such an arrangement does not stipulate any payment to creditors through liquidation of the bankrupt assets, it is not entered to the Register of Insolvent Debtors, 5/15

6 it is not registered in the Credit Information Bureau as an unreliable borrower. Should the Initial Offer be submitted by several entities acting jointly, the information included in item 1 - Presentation of the Potential Investor, should be provided for each of the entities submitting the joint Initial Offer. Should the Potential Investor be a part of a concern (capital group), or a subsidiary, the Minister of Treasury expects to receive basic information on the activities of the concern (capital group). 2. Declaration of readiness to acquire 9,516,230 shares of the Company owned by the State Treasury. 3. Declaration of the readiness to acquire shares of the Company which may remain the property of the State Treasury following the completion of the process of free release of the shares to the authorised employees of the Company. 4. Specification of sources of funding for the purchase of the Company shares. The financial resources for this purpose should come from sources external in relation to the Company, they may not be secured on the assets of the Company, including the securities held by the Company. 5. The proposed net price per share (this price should be a clearly defined amount in PLN, without providing a range of values, and it should not be subject to any conditions), and the net price of all Company shares, which the Potential Investor intends to purchase. 6. Significant assumptions influencing the level of the price offered. 7. Declaration of the Potential Investor relating to the lock-up period of shares purchased from the State Treasury*. 8. Investment plans in the nearest future and in the long term (restructuring, profile change, Company development); level of capital expenditure* declared by the Potential Investor, schedule of fulfilment of commitments and the assessment of their impact on the Company operations. 9. Sources of funding for capital expenditure, including the amount of the declared increase in share capital (if planned) and the period in which the increase is to be performed. The financial resources for this purpose should come from sources external in relation to the Company, they may not be secured on the assets of the Company, including the securities held by the Company*. 10. Basic assumptions concerning the social package for the employees. 11. The method used for securing the execution of the declared obligations. 12. A document confirming the credibility and the financial capabilities of the Potential Investor - an opinion of the bank/banks financing or keeping the Potential Investor's account certifying the amount of financial resources or creditworthiness as at the date of its issue (issued not earlier than 3 months prior to the deadline for submission of responses). 13. Other issues significant from the point of view of the Potential Investor. 14. The term of validity of the response to the invitation to negotiations (it should not be less than 180 days following the date of submission). The declarations referred to in items 7, 8, 9,10 and 11 may not affect the reduction of the price for the Company shares. 6/15

7 */ The declarations referred to in items 7, 8 and 9 8 constitute the so-called "non pricerelated" obligations. The Minister of Treasury expects that the method of securing the execution of the above declared obligations is indicated. In case a bracket of amounts is provided in relation to the price, investment or the Company capital increase, the lower of the amounts will be used for comparison of the submitted Initial Offers. V. Evaluation criteria of Initial Offers The price per a single Company share shall be the evaluation criterion for the selection of the most favourable bid. The price shall be understood as the net price. Any potential charges or taxes associated with the transaction of purchase of the said shares by an Investor shall be incurred by such an Investor, with no possibility to be recognised by the Minister of Treasury as a part of the price for the shares, or classifying them as an element of the capital expenditure amount guaranteed by the Potential Investor. Other elements of the Initial Offer, including the non-price liabilities, the financial standing, the scale of activities of the Potential Investor and its experience in the sector, the operating strategy of the Potential Investor, shall be subsequently considered within the evaluation of the Initial Offer. VI. Treatment of the Initial Offers The Initial Offers submitted in accordance with the terms and conditions of the procedure specified above, shall not be treated as legally binding documents. They shall be treated by the Minister of Treasury only as an expression of the Potential Investor's intention to purchase the Company shares under the terms and conditions provided in the Initial Offer. Nevertheless, the entities submitting Initial Offers should consider the requirement to explain any potential in minus changes between the Initial Offer and the Binding Offer. Any failure to explain such differences may be the reason for the Minister of Treasury to withdraw from the negotiations with the Potential Investor. The Minister of Treasury shall not examine Initial Offers by referring in any manner to the terms and conditions proposed by other Potential Investors. Potential Investors should acknowledge that the Minister of Treasury reserves the right to undertake the following measures: 1) postpone the deadline for submission of Initial Offers prior to the indicated deadline of their submission, 2) request additional information or explanations concerning the contents of the Initial Offer submitted, as well as asking for providing any additional documents, 3) free selection of Potential Investors to undertake the negotiations with, 4) withdraw from the negotiations without stating the reason thereof, 7/15

8 5) extend the deadline for notification on examining the Initial Offers, 6) change the procedure and the schedule for the disposal of the Company shares. The evaluation of Initial Offers shall serve as the basis for the selection of a group of Potential Investors to conduct the negotiations with. This group shall comprise the Potential Investors whose Initial Offers have been recognised as the most favourable ones. In case the defining of an explicit composition of such a group is found impossible, in relation to the Initial Offers recognised by the Minister of Treasury as equally favourable considering their existing level of detail, a possibility of gradual specification of such offers is envisaged. It means the possibility to supplement and modify the terms and conditions of the Initial Offers by the Potential Investors. Such a procedure may be conducted until it is completed, i.e. until the Potential Investors initially offering the most favourable conditions of purchasing the Company shares are selected. VII. Verification of the condition and situation of the Company by the Potential Investor and preparation of the Binding Offer The Potential Investors admitted to the negotiations by the Minister of Treasury based on the Initial Offer submitted, prior to the submission of the Binding Offer, shall be granted the right to examine the documents of the company and its enterprise (hereinafter referred to as: the Company Audit). The conditions of admission to the Company Audit and the dates of its conducting shall be defined by the Minister of Treasury. The selected Potential Investors shall receive a written confirmation of their eligibility to participate in the next stage of the procedure and the approval to perform the Company Audit. Within the framework of the Company Audit, the Potential Investors shall have the opportunity to: contact the Management Board of the Company and potentially indicated members of the Company management, examine the selected documents (financial, legal, etc.), obtain additional information required by Potential Investors which the Minister of Treasury finds appropriate for disclosure. It is expected that the Company Audit to be conducted by each of the Potential Investors shall take up to 3 business days. The review of the Company standing should be conducted by the Potential Investor without any disruption of the Company business as usual. Following the performance of the Company Audit the Potential Investors shall submit Binding Offers. 8/15

9 VIII. Manner and deadline for submission of the Binding Offer The deadline for submission of Binding Offers shall be provided to the Potential Investors in written form. The terms and conditions of purchasing the shares contained in Binding Offers should be defined exclusively on the basis of information collected during the Company Audit conducted by the Potential Investors, instead of information contained in the "Company Memorandum". The Binding Offers submitted following the Company Audit shall be treated as binding for the Potential Investors over a period specified therein, however, not shorter than 180 days. The Binding Offer should be prepared in Polish, printed on A-4 paper with numbered pages and initialed on each page, and signed by duly authorised representatives of the Potential Investor on the last page. In case of the Binding Offer submitted by a consortium, it should be signed by authorised representatives of each member of the consortium, or by an appointed proxy (the power of attorney to represent the consortium executed in a form provided by law should constitute a part of the Binding Offer). Any copies of documents included in the Binding Offer, should be certified as true copies of the original by persons duly authorised to represent the Potential Investor. In case of Potential Investors who are foreign entities, the submitted documents made in a foreign language must be translated into Polish by a sworn translator and additionally, documents such as the transcript from the relevant register and the power of attorney to act on behalf of the bidder - in case of foreign entities - should be certified by the Consulate / Embassy of the Republic of Poland in the country of the Potential Investor. The said authentication issued by these institutions may be replaced by an Apostille clause. The Binding Offers submitted by the Potential Investors should be prepared exclusively on the basis of the verification of the condition and situation of the Company they have conducted. Such a verification may be only conducted by the Potential Investor, therefore, neither the Minister of Treasury nor the Company provide any guarantee or warranty concerning the issues which have been or should have been examined within the framework of such a verification. The Binding Offers should be submitted in a sealed envelope, in one copy, delivered in person or through a courier, by the deadline determined by the Ministry of Treasury, to the office of the Ministry of Treasury at the following address: Ministry of Treasury Department of Ownership Transformation and Privatisation (room no. 501) 36 Krucza / 6 Wspólna street, Warszawa during office hours of the authority (8:15 a.m. - 4:15 p.m.). 9/15

10 The following inscription should be placed on the envelope: "Binding Offer concerning the purchase of shares of the company Polska Żegluga Bałtycka S.A. with its registered office in Kołobrzeg - DO NOT OPEN" and the data enabling the identification of the Potential Investor. Interested entities requesting the confirmation of delivery of the Binding Offer should clearly report this request upon submission of the documents. The Binding Offers submitted after the defined deadline shall not be accepted and shall be returned to the Potential Investors without opening. Following the submission of Binding Offers, the Minister of Treasury may request additional information and explanations as well as supplementary documents referring to any of Potential Investors or any of proposals included in the Binding Offer. IX. Contents of the Binding Offer The Binding Offer should contain the following information and documents: 1. Presentation of the Potential Investor (or Investors in case of a Consortium): company name, registered office and address of the company of the Potential Investor (or Investors in case of a Consortium)/ name and surname in the case of a natural person not conducting business activity, b) current transcript from the Register of Entrepreneurs of the National Court Register / or a printout constituting information corresponding to the current transcript from the Register of Entrepreneurs (issued / printed out not earlier than within 3 months before the deadline for the submission of responses); in case of foreign entities: relevant corporate documents (including translations into Polish by a sworn translator); in case the Potential Investor is a natural person: a photocopy of an identity document, c) names, positions, addresses and phone/fax numbers and addresses of persons for further contact, authorised to act on behalf of the Potential Investor, including a document confirming the authority to represent the Potential Investors by these persons, or the power of attorney to act on behalf of the Potential Investor, d) statutes or articles of association (in case of foreign entities, the original articles of association should be submitted along with a sworn translation into Polish), e) information on the ownership structure of the company of the Potential Investor (or Investors in case of a Consortium) and the characteristics of its shareholders and the parent company of the Potential Investor, f) information on any potential connections of the Potential Investor with foreign capital, g) data on the structure and areas of activity of the Potential Investor (or Investors in case of a Consortium), with particular emphasis on the branch of industry and operations in Poland, h) a copy of the latest annual financial statement together with an auditor's opinion and the report for the last month of operation covered by such report; for Potential Investors which are not subject to financial audit - the F-01 report as well as the current financial statements (balance sheet, income statement); foreign entities shall 10/15

11 submit the appropriate financial documents; natural persons - a copy of the personal income tax return for the last year, i) power of attorney, in a from provided by law, to represent the Consortium, if the Consortium is represented by an authorised attorney, j) certificate of clean criminal record of individuals and collective entities, pursuant to the Act of 28 October 2002 on Liability of Collective Entities for Acts Prohibited Under Penalty (Journal of Laws No 2012, item 768, as amended). k) declarations of the Potential Investor (or Investors in case of a Consortium), stating that: it holds resources necessary to finance the transaction, the funds allocated for the purchase of the Company shares come from legitimate sources, it is not in arrears with payment of taxes, or a declaration that it has acquired a lawful exemption, deferral, apportionment of overdue amounts into instalments or withholding of full execution of a decision of the competent authority, is not in arrears with payment of fees or contributions for social security or health insurance, or a declaration that it has acquired a lawful exemption, deferral, apportionment of overdue amounts into instalments or withholding of full execution of a decision of the competent authority, it has complied with the prior privatisation agreements and that it is not a party to any court disputes in this regard, it has complied with any other agreements concluded with the State Treasury and that it is not a party to any court disputes in this regard, it is not a subject to liquidation proceedings and has not been declared bankrupt, with the exception of entities which, upon declaration of bankruptcy, concluded an arrangement approved under a final court ruling, provided that such an arrangement does not stipulate any payment to creditors through liquidation of the bankrupt assets, it is not entered to the Register of Insolvent Debtors, it is not registered in the Credit Information Bureau as an unreliable borrower. Should the Binding Offer be submitted by several entities acting jointly, the information included in item 1 - Presentation of the Potential Investor, should be provided for each of the entities submitting the joint Binding Offer. The Binding Offer should present only the amended (updated) information/documents which have been modified in relation to the submitted response to the public announcement of the invitation to negotiations. Should the Potential Investor submit information or documents in the Binding Offer, identical as in the response to the public announcement of the invitation to negotiations, it is sufficient for the Potential Investor to submit a declaration on the case under consideration, concerning each of the aforementioned items, of the following wording (submitted and signed in accordance with the representation of the Potential Investor): "I hereby declare that the data / documents contained in the response to the public invitation to negotiations concerning the purchase of shares of the company Polska Żegluga Bałtycka S.A. with its registered office in Kołobrzeg, submitted by.. on. specified in item 11/15

12 .of the "Detailed information on the procedure concerning the disposal of shares of the company Polska Żegluga Bałtycka S.A. with its registered office in Kołobrzeg" in the scope of. remain valid as oat the day of submission of the Binding Offer". 2. Declaration of readiness to acquire 9,516,230 shares of the Company owned by the State Treasury. 3. Declaration of the readiness to acquire shares of the Company which may remain the property of the State Treasury following the completion of the process of free release of the shares to the authorised employees of the Company. 4. Specification of sources of funding for the purchase of the Company shares. The financial resources for this purpose should come from sources external in relation to the Company, they may not be secured on the assets of the Company, including the securities held by the Company. 5. The proposed net price per share (this price should be a clearly defined amount in PLN, without providing a range of values, and it should not be subject to any conditions), and the net price of all Company shares, which the Potential Investor intends to purchase. 6. Significant assumptions influencing the level of the price offered. 7. Declaration of the Potential Investor relating to the lock-up period of shares purchased from the State Treasury*. 8. Investment plans in the nearest future and in the long term (restructuring, profile change, Company development); level of capital expenditure* declared by the Potential Investor, schedule of fulfilment of commitments and the assessment of their impact on the Company operations. 9. Sources of funding for capital expenditure, including the amount of the declared share capital increase (in case it is planned) and the period in which the increase is to be performed. The financial resources for this purpose should come from sources external in relation to the Company, they may not be secured on the assets of the Company, including the securities held by the Company*. 10. Basic assumptions concerning the social package for the employees. 11. The method used for securing the execution of the declared obligations. 12. A document confirming the credibility and the financial capabilities of the Potential Investor - an opinion of the bank/banks financing or keeping the Potential Investor's account certifying the amount of financial resources or creditworthiness as at the date of its issue (issued not earlier than 3 months prior to the deadline for submission of responses). 13. Other issues significant to the Potential Investor. 14. The term of validity of the response to the invitation to negotiations (it should not be less than 180 days following the date of submission). The declarations referred to in items 7, 8, 9,10 and 11 may not affect the reduction of the price for the Company shares. */ The declarations referred to in items 7, 8 and 9 8 constitute the so-called "non pricerelated" obligations. The Minister of Treasury expects that the method of securing the execution of the above declared obligations is indicated. 12/15

13 In case a bracket of amounts is provided in relation to the price, investment or the Company capital increase, the lower of the amounts will be used for comparison of the submitted Binding Offers. Should the Potential Investor be a part of a concern (capital group), or a subsidiary, the Minister of Treasury expects to receive basic information on the activities of the concern (capital group). X. Evaluation criteria of Binding Offers The proposed price per a single Company share shall be the evaluation criterion of Binding Offers for the selection of the most favourable bid. The price shall be understood as the net price. Any potential charges or taxes associated with the transaction of purchase of the said shares by an Investor shall be incurred by such an Investor, with no possibility to be recognised by the Minister of Treasury as a part of the price for the shares, or classifying them as an element of the capital expenditure amount guaranteed by the Potential Investor. Other elements of the Binding Offer, including the non-price liabilities, the financial standing, the scale of activities of the Potential Investor and its experience in the sector, the operating strategy of the Potential Investor, shall be subsequently considered within the evaluation of the Binding Offer. XI. Treatment of the Binding Offers Potential Investors should acknowledge that the Minister of Treasury reserves the right to undertake the following measures: 1) postpone the deadline for submission of Binding Offers prior to the indicated deadline of their submission, 2) request additional information or explanations concerning the contents of the Binding Offer submitted, as well as asking for providing any additional documents, 3) free selection of Potential Investors to undertake the negotiations with, 4) withdraw from the negotiations without stating the reason thereof, 5) extend the deadline for notification on examining the Binding Offers, 6) change the procedure and the schedule for the disposal of the Company shares. The evaluation of Binding Offers shall serve as the basis for the selection of a group of Potential Investors to conduct the negotiations with. This group shall comprise the Potential Investors whose Binding Offers have been recognised as the most favourable ones. The Minister of Treasury shall not examine Binding Offers by referring in any manner to the terms and conditions proposed by other Potential Investors. Nevertheless, the entities submitting Binding Offers should consider the requirement to explain any potential in minus changes between the Initial Offer and the Binding Offer. Any 13/15

14 failure to explain such differences may be the reason for the Minister of Treasury to withdraw from the negotiations with the Potential Investor. XII. Negotiations Based on the Binding Offers the Minister of Treasury shall take the decision on the selection of the Potential Investor/ Potential Investors for further negotiations or on the withdrawal from the negotiations. The negotiations will be conducted in Polish. The Agreement for the disposal of the Company shares shall be prepared in Polish and it shall be governed by the provisions of the Polish law. The entity participating in the negotiations may, upon a written consent of the seller, prior to the submission of the binding offer, indicate a third party to act as the purchaser of the shares, provided that the entity participating in the negotiations accepts the joint and several liability for performing of all the obligations arising from the shares disposal agreement by the indicated third party. The Minister of Treasury shall accept only one-off payment for the shares in the form of a bank transfer to the account of the Ministry of Treasury, to be executed before the conclusion of the Company shares purchase agreement. XIII. Other Notes The Minister of Treasury shall neither participate in obtaining, nor guarantee obtaining of any permits, concessions and exemptions, which are granted under the competence of other central or local administration authorities. The Minister of Treasury reserves the right to request amendment of the Initial Offer or the Binding Offer concerning the purchase of the Company shares, submitted by the Potential Investor / a Consortium, should the Potential Investor / the Consortium fail to provide all information referred to in items IV and IX. To any matters concerning the negotiations, not settled herein, the provisions of the Act of 30 August 1996 on Commercialisation and Privatisation (Journal of Laws of 2013 item 216, as amended) and the Regulation of the Council of Ministers of 30 May 2011 concerning the Detailed Procedure on Disposal of State Treasury Shares (Journal of Laws No. 114, item 664) shall apply. In any matters associated with privatisation and the negotiations, the Potential Investor shall not contact the Company, its authorities or employees, as well as with representatives of state administration and institutions associated with the operations of the Company, unless a prior written consent has been granted by the authorised representatives of the Ministry of Treasury. Any deviations against this rule shall be treated as the infringement of the procedure, providing basis for the exclusion of the Potential Investor from the negotiations concerning the purchase of the Company shares. 14/15

15 XIV. Persons authorised to contact the Potential Investors In all matters concerning this transaction the Potential Investors should contact the Department of Ownership Transformation and Privatisation of the Ministry of Treasury. Any questions and correspondence should be addressed to: Department of Ownership Transformation and Privatisation Ministry of Treasury 36 Krucza / 6 Wspólna street, Warszawa fax: (22) The correspondence should be provided in Polish. The Ministry of Treasury reserves the right to amend this procedure. 15/15

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