Regulatory Filings

55/2012

Signing a letter of intent to acquire shares in ZETO Poznań

Rzeszów, 24 December 2012

The Management Board of Asseco Poland S.A. ("Asseco") informs that on 24 December 2012 Asseco signed a letter of intent ("Letter of Intent") constituting a conditional agreement with 51 natural person shareholders ("Shareholders") of Przedsiębiorstwo Usługowo-Handlowe Zastosowań Elektronicznej Techniki Obliczeniowej ZETO S.A. (a service and trading company dealing in electronic computing technology) seated at 8A Fredro St., 60-967 Poznań, entered in the National Court Register under the number 0000073624 ("Company"), with the share capital amounting to PLN 1,040,000.00 (one million and forty thousand zlotys) and divided into 10,400 (ten thousand and four hundred) shares with a par value of PLN 100 (one hundred zlotys) each.

The Letter of Intent determines the terms and conditions under which Shareholders shall sell 10,393 shares of ZETO representing 99.93% of its share capital and, having been deprived of preference voting rights, carrying 99.93% of votes at the general meeting of ZETO, assuming that 100% of the Company's shares are worth PLN 25,000,000 (twenty-five million zlotys) ("Shares").

Share purchase agreements will be concluded with each Shareholder separately, upon fulfilment of all of the following conditions: 
a) conclusion of deposit agreements between Shareholders and the Company in order to designate the Company as the entity authorized to receive the deposited multiple Share certificates, and to transfer the ownership of Shares to the Company until 15 February 2013;
b) conclusion of an ESCROW account agreement by the Parties and PEKAO S.A. bank in order to secure the payment for Shares, within the agreed deadline, however not later than until 15 February 2013;
c) depositing of all the Share certificates held by Shareholders pursuant to the deposit agreements referred to in item a) above, not later than a day before the date of concluding the first Share purchase agreement. 

The Share purchase agreements will be signed subject to concluding the agreements referred to in items a) and b) above, and providing the Company with a confirmation of depositing Shares representing at least 75.01% of total votes at the general meeting of ZETO. This means that no Share purchase agreements will be entered into if the agreements referred to in items a) and b) are not concluded, or if the Company is not provided with a confirmation of depositing the minimum number of Shares specified above.

Shares in ZETO Poznań shall be acquired by Asseco or its wholly-owned subsidiary Asseco Systems S.A. seated in Rzeszów.

Przedsiębiorstwo Usługowo-Handlowe Zastosowań Elektronicznej Techniki Obliczeniowej ZETO S.A. seated in Poznań is a provider of comprehensive information technology services, focusing especially on IT outsourcing, implementation and consulting services, integration and security services, and delivery of IT hardware. The company has operated in its present form since 1992 when it was taken over by its employees under a privatization process, whereas its history dates back to 1965. The Company's operations fit well into the implementation of the Asseco Poland's strategy for building a firm that would act as a supplier, integrator and distributor of information technology solutions, having a country-wide coverage but focusing and operating on local markets.
In 2011, the Company generated PLN 22.2 million in sales revenues and earned PLN 3.4 million in net profit. The Company employs 87 persons.

Legal basis:
Pursuant to article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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54/2012

Admission and introduction of series K shares to public trading

Rzeszów, 21 December 2012 

The Management Board of Asseco Poland S.A. (the "Company") informs that the Management Board of the Warsaw Stock Exchange, by its resolution no. 1336/2012 of 21 December 2012: 
(i) stated that 5,434,773 of the Company's ordinary bearer shares of series K with a par value of PLN 1.0 each ("Series K Shares") have been admitted to public trading on the main securities market; 
(ii) decided to introduce the Series K Shares to public trading on the main securities market, under normal procedure and as of 28 December 2012, provided that by 28 December 2012 the National Depository for Securities registers the Series K Shares and designates them with the securities identifying number ISIN: PLSOFTB00016.

Legal basis:
Article 34 sect. 1 items 2 and 3 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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53/2012

Conditional registration of series K shares in the National Depository for Securities

Rzeszów, 20 December 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 20 December 2012 the Management Board of the National Depository for Securities, by its resolution no. 963/2012, entered into the depository 5,434,773 of the Company's ordinary bearer shares of series K with a par value of PLN 1.0 each (the "Shares") and decided to designate them with the securities identifying number PLSOFTB00156, on condition the Warsaw Stock Exchange makes a decision to introduce these Shares to public trading on the same regulated market to which other shares of the Company designated with this number have been introduced.

The Shares will be registered in the National Depository for Securities within three days of receiving documents confirming the Warsaw Stock Exchange's decision to introduce these Shares to public trading on the same regulated market to which other shares of the Company designated with the securities identifying number PLSOFTB00156 have been already introduced; however, not earlier than on the date of actual introduction of these Shares to public trading as indicated in that decision.

Legal basis:
Article 34 section 1 item 1 b) of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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52/2012

Information on completion of the subscription for Series K Shares

Rzeszów, 17 December 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 3 December 2012 the Company allotted 5,434,773 ordinary bearer shares of series K ("Series K Shares") that were issued excluding pre-emptive rights and subscribed under the public offering conducted on the basis of Resolution No. 39 of the Ordinary General Meeting of Shareholders of 25 April 2012 on increasing the Company's share capital through the issuance of series K shares, exclusion of pre emptive rights, and amendment of the Company's Articles of Association, which was subsequently amended by Resolution No. 5 of the Extraordinary General Meeting of Shareholders of 23 October 2012 (the "Share Issuance Resolution"). With regard to the above, the issuance of Series K Shares became effective.

Concurrently, the Company discloses in public the following information:
1. Opening of the subscription period: 12 November 2012
Closure of the subscription period: 30 November 2012
2. Date of allotment of shares: 3 December 2012
3. Number of shares offered for subscription: 6,095,238 Series K Shares.
4. Rates of reduction in individual tranches of shares in the event where, even in one tranche of shares, the number of shares allotted was lower than the number of shares subscribed: No allotment reduction was made due to the nature of the offering.
5. Number of shares subscribed: 5,434,773 Series K Shares.
6. Number of shares allotted under the subscription: 5,434,773 Series K Shares. 
7. Issuance price at which the shares were acquired: PLN 40.00.
8. Number of persons who subscribed the shares and the number of persons to whom the shares were actually allotted under the subscription: A total number of 77 subscriptions for Series K Shares were placed. 
 
9. Names of underwriters who acquired shares following the execution of underwriting agreements, inclusive of the number of shares acquired and the actual per-share price paid (i.e. the issue or sale price less the premium for the acquisition of shares as a result of the execution of an underwriting agreement): No Series K Shares were acquired by underwriters. 
10. Total value of the conducted subscription (calculated as the product of multiplying the number of shares subscribed and the issuance price per share): PLN 217,390,920 (two hundred and seventeen million, three hundred and ninety thousand, nine hundred and twenty zlotys).
11. Determination of expenses classified as the issuance-related costs: 
As at 17 December 2012, the costs of the issuance of Series K Shares amounted to PLN 1,953,057, and they included:
a) Preparation and conduct of the offering: PLN 981,173 
b) Not applicablea
c) Preparation of the issuance prospectus: PLN 967,694 
d) Promotion of the offering: PLN 4,190 
Accounting treatment and disclosure in the financial statements: 
The costs of the issuance of Series K Shares will be accounted for by decreasing the premium recognized on the issuance value of shares over their par value. Hence, these costs will be included in the Company’s financial statements, in the line "Share premium".
Given the amount of the issuance-related costs as at 17 December 2012, the average cost of conducting the issuance of Series K Shares amounted to PLN 0.36 per one Series K Share. 

Legal basis:
Article 33 sect. 1 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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51/2012

Lower shareholding of Adam Góral in Asseco Poland S.A.

Rzeszów, 14 December 2012 

The Management Board of Asseco Poland S.A. (the "Company") informs that on 14 December 2012 the Company received notification from Adam Góral that as a result of registration of the Company's share capital increase through the issuance of series K shares on 13 December 2012, Adam Góral's shareholding in the Company dropped below 10% of the total number of votes.

Prior to the share capital increase, Adam Góral held 8,083,000 shares in Asseco Poland S.A., representing 10.42% of the Company's share capital and carrying 8,083,000 votes or 10.42% of the total number of votes at the Company's General Meeting of Shareholders.

Following registration of the share capital increase, Adam Góral holds 8,083,000 shares in Asseco Poland S.A., representing 9.74% of the Company's share capital and carrying 8,083,000 votes or 9.74% of the total number of votes at the Company's General Meeting of Shareholders.

Legal basis:
Article 70 section 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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50/2012

The Office of Competition and Consumer Protection consents to the acquisition of shares in Centrum Informatyki ZETO S.A.

Rzeszów, 13 December 2012 

The Management Board of Asseco Poland S.A. (the "Company") informs that on 12 December 2012 the Company received a decision issued by the President of the Office of Competition and Consumer Protection ("OCCP") on 12 December 2012, granting consent to implement a business concentration by acquiring shares in Centrum Informatyki ZETO S.A. based in Białystok ("ZETO").

The Company's intention to carry out this acquisition was announced in its current report no. 34/2012 of 18 September 2012.

The Company shall acquire 2,397 shares in ZETO, representing in total a 99.88% voting interest and the same equity interest in ZETO. Obtaining the OCCP's approval was one of the conditions for the effective acquisition of ZETO shares.

The Company's Management Board has decided that the above-mentioned shares shall be purchased by Asseco Systems S.A., a wholly-owned subsidiary of Asseco Poland S.A.

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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49/2012

Registration of the share capital increase of Asseco Poland S.A.

Rzeszów, 13 December 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 13 December 2012 the District Court in Rzeszów, XII Commercial Department of the National Court Register, registered an increase of the Company's share capital by the amount of PLN 5,434,773 (five million four hundred and thirty-four thousand seven hundred and seventy-three zlotys) as a result of the issuance of 5,434,773 ordinary bearer shares of series K ("Series K Shares").

With regard to the above:
(i) following the above-mentioned registration, the Company's share capital has changed and amounts to PLN 83,000,303;
(ii) following this registration, the total number of votes resulting from all shares issued by the Company equals 83,000,303.

Legal basis:
Article 5 section 1 item 9 of the Regulation of the Minister of Finance of 19 October 2005 on current and periodic information to be published by issuers of securities (Journal of Laws of 2005 No. 209, item 1774)

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48/2012

Information on transactions conducted by a member of the Supervisory Board

Rzeszów, 11 December 2012

The Management Board of Asseco Poland S.A. presents the enclosed information on the acquisition of series K shares, as submitted by a member of the Supervisory Board on 10 December 2012.

Legal basis:
Article 160 section 4 of the Act on trading in financial instruments (Journal of Laws of 2005 No. 183, item 1538)

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47/2012

Results of the series K shares subscription

Rzeszów, 3 December 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that during the period from 12 to 30 November 2012 scheduled for the subscription of ordinary bearer shares of series K with a par value of PLN 1.00 each ("Series K Shares"), offered by the Company under the public offering conducted according to the issuance prospectus published on 12 November 2012 (the "Issuance Prospectus"), investors made 77 subscriptions for a total of 5,434,773 (five million four hundred and thirty-four thousand seven hundred and seventy-three) Series K Shares. 
Hence, the issuance of Series K Shares became effective. Following registration of the shares and accounting for the transaction, the equity interest held by Asseco Poland S.A. in Asseco Central Europe, a.s. shall increase to 93.51%.

Pursuant to art. 310 § 2 and 4 and in conjunction with art. 431 § 7 of the Polish Commercial Companies Code ("PCCC"), the Management Board revised the amount of the Company's share capital, being increased due to the issuance of Series K Shares, to PLN 83,000,303 (eighty-three million three hundred and three zlotys).

In line with the public offering schedule contained in the Issuance Prospectus, Series K Shares have been allotted today. 
The summary of the public offering of Series K Shares as well as information about registration of the Company's share capital increase will be disclosed by the Company to the public in the form of separate current reports.

Legal basis:
Art. 56 sect. 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539) in conjunction with art. 38 sect. 1 item 2 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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46/2012

Approval of addendum no. 1 to the issuance prospectus

Rzeszów, 23 November 2012 

The Management Board of Asseco Poland S.A. (the "Company") informs that on 23 November 2012 the Financial Supervision Authority approved addendum no. 1 ("Addendum No. 1") to the Company's issuance prospectus that was prepared in connection with the public offering of ordinary bearer shares of series K, and subsequent application for admission and introduction of these shares to public trading on the regulated market (the "Prospectus"). Addendum No. 1 has been disclosed to the public in the same way as the Prospectus and it is available on the Company's website (asseco.pl) in the Investor Relations section.

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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45/2012

Approval of the consolidated text of the Articles of Association

Rzeszów, 20 November 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 19 November 2012 the Company's Supervisory Board passed a resolution on approving the consolidated text of the Company's Articles of Association reflecting the amendments thereto as adopted by the Company's Extraordinary General Meeting of Shareholders held on 23 October 2012 and registered by the District Court in Rzeszów, XII Commercial Department of the National Court Register on 6 November 2012 (current report no. 43/2012).

The consolidated text of the Articles of Association is attached to this current report.

Legal basis:
Article 38 section 1 item 2 b) of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

 

 

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44/2012

Approval of the issuance prospectus

Rzeszów, 12 November 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that the Company has today received a decision of the Polish Financial Supervision Authority, dated 9 November 2012, approving the Company's prospectus for the issuance of series K shares. Concurrently, the Management Board informs that the Company intends to publish the issuance prospectus, along with the offering schedule, on 12 November 2012.

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

 

 

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43/2012

Registration of amendments to the Company's Articles of Association

Rzeszów, 6 November 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 6 November 2012 the District Court in Rzeszów, XII Commercial Department of the National Court Register, registered Resolution No. 6 on amendment of §13 of the Company's Articles of Association that was passed by the Extraordinary General Meeting of Shareholders of Asseco Poland S.A. on 23 October 2012, about which the Company informed in its current report no. 40/2012 of 23 October 2012.

Furthermore, as a result of registration of the said amendment of the Company's Articles of Association, Resolution No. 7 on appointment of Mr. Piotr Augustyniak as Member of the Company’s Supervisory Board for the ongoing term of office running from 2012 to 2016, that was passed by the Extraordinary General Meeting of Shareholders of Asseco Poland S.A. on 23 October 2012 and about which the Company informed in its current report no. 40/2012 of 23 October 2012, has become effective as of 6 November 2012.

This means that, as of today, Mr. Piotr Augustyniak has taken the position of Member of the Supervisory Board of Asseco Poland S.A.

Legal basis:
Article 38 section 1 item 2 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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42/2012

Major Shareholders at the Extraordinary General Meeting

Rzeszów, 24 October 2012

The Management Board of Asseco Poland S.A. discloses in public the list of shareholders who exercised at least 5% of the total votes at the Company's Extraordinary General Meeting of Shareholders which was held in Warsaw on 23 October 2012.

NAME OF SHAREHOLDERNUMBER OF VOTES INTEREST IN TOTAL NUMBER OF VOTES VOTINGINTEREST AT THE GMS
 
Adam Góral8 083 00010,42%19,15%
AVIVA BZ WBK Open-End Pension Fund9 500 00012,25%22,51%
ING Open-End Pension Fund3 300 0004,25%7,82%
PZU "ZŁOTA JESIEŃ" Open-End Pension Fund5 000 0006,45%11,85%

Legal basis:
Article §70 section 3 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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41/2012

2 Appointment of Members of the Supervisory Board of Asseco Poland S.A.

Rzeszów, 24 October 2012

The Management Board of Asseco Poland S.A. ("Asseco") informs that the Extraordinary General Meeting of Shareholders of Asseco Poland S.A., which was held in Warsaw on 23 October 2012, appointed Messrs Dariusz Stolarczyk and Piotr Augustyniak as Members of the Supervisory Board of Asseco Poland S.A. The above-mentioned Members of the Supervisory Board have been appointed to serve during the five-year joint term of office running from 2012 to 2016. The resolution on appointment of Mr. Dariusz Stolarczyk shall come into effect from 1 November 2012; whereas, the resolution on appointment of Mr. Piotr Augustyniak shall take effect from the date when Resolution No. 6 of the Extraordinary General Meeting of Shareholders on amendment of §13 of the Company's Articles of Association is registered in the National Court Register.

*

Mr. Dariusz Stolarczyk, aged 39, is a manager experienced in operational and technological management at large international organizations. He graduated from the Silesian University of Technology in Gliwice (MSc is Information Technology), completed Executive Management Accounting and Controlling Program at the Warsaw School of Economics (SGH), Strategic Finance Program at IMD Business School in Lausanne, and Advanced Management Program (AMP) at IESE Business School in Barcelona.

In the years 1998-2007, he worked for Accenture at the positions of: Senior Manager (position held officially since 2005), Project Manager, Consultant engaged in projects including business consultancy, complex organizational changes, and implementation of ERP systems (e.g. Oracle Retail, SAP Retail, SAP) for the following customers: 36.6 (Moscow), Ahold (Cracow) , Benetton (Venice), Bossini (Hong Kong), Coca-Cola HBC (Warsaw), EMPIK (Warsaw), Eurocash (Poznań), Holiday Classic (Novosibirsk), Jeronimo Martins Distribution (Poznań), LOT Polish Airlines (Warsaw) , LPP (Gdańsk), Perekriostok (Moscow), PKP Cargo (Warsaw), RUCH (Warsaw), SMYK (Poznań), Technoslia (Moscow), Tesco (Prague and London) and Unicom Bols (Poznań). From 2004 to 2006, he served as Retail Sector Leader for Central Europe and Russia (CEER). From 2006 to 2007, he acted as Products Operating Group Leader (sectors: Retail, Services, FMCG, Pharmaceuticals, Transportation and Automotive) in Poland and member of Accenture's management in Warsaw.

Since 2007, he worked for NFI (National Investment Fund) Empik Media and Fashion S.A. (NFI EMF) at the positions of: Chief Officer of Operations, IT and Supply Chain, Member of the Management Board of NFI EMF (since 2007), and Managing Director of Digital Empik business division (since 2011). Furthermore, he served as Chairman of the Supervisory Board of the company E-Muzyka S.A., as well as Member of the Management Board and/or Supervisory Boards in the companies: Learning Systems Poland, Gandalf, Virtualo and GryOnLine.

Mr. Dariusz Stolarczyk does not conduct any business activities competitive to Asseco Poland S.A. and is not engaged as partner in any competitive partnership nor as member of a governing body in any other competitive company or legal entity. 
Mr. Dariusz Stolarczyk is not listed in the Register of Insolvent Debtors as maintained under the Act on the National Court Register.

*

Mr. Piotr Augustyniak, aged 49, graduated from the University of Warsaw, receiving master's degrees in English Philology (1990) and Business Administration (1994).
In the years 1991-1992, he worked as a translator for New York Times. From 1992 to 1993, he acted as Assistant Financial Officer of the Foundation for Ownership Transformations at the Ministry of Privatization. From 1993 to 1994, he worked for the Ministry of Privatization, successively at the positions of Project Manager and Privatization Team Manager.

In the years 1994-2011, he worked for Enterprise Investors (EI), successively at the positions of: Analyst, Investments Director, Vice President, and Partner. In 2001, he served as President of the Management Board of Energoaparatura S.A., being delegated to this position as part of his work for EI in order to implement a restructuring program at that company. 
Acting as EI’s Partner from 2006 to 2011, he was responsible for monitoring, conducting company IPOs on the Warsaw Stock Exchange, sale of significant company shareholdings from EI’s portfolio thorough a public offering or private placement, and also served as member of the supervisory boards at the following companies: Polfa Kutno, Energoaparatura, Elektrobudowa, Wizów, Sfinks, CSS, Bauma, Comp Rzeszów, Comp Rzeszów (presently Asseco Poland), Agros Nova, Teta, Opoczno, AB, Siveco (Romania), STD Donivo (Slovakia), and AVG Technologies (Netherlands).
At present he runs a private business and is engaged in financial consulting.

Mr. Piotr Augustyniak does not conduct any business activities competitive to Asseco Poland S.A. and is not engaged as partner in any competitive partnership nor as member of a governing body in any other competitive company or legal entity. 
Mr. Piotr Augustyniak is not listed in the Register of Insolvent Debtors as maintained under the Act on the National Court Register.

Legal basis:
Article 5 section 1 item 22 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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40/2012

Resolutions passed by the Extraordinary General Meeting of Shareholders held on 23 October 2012

Rzeszów, 23 October 2012 

The Management Board of Asseco Poland S.A. with the seat in Rzeszów ("Asseco") discloses in public the resolutions passed by the Extraordinary General Meeting of Shareholders of Asseco that was held in Warsaw on 23 October 2012.

 Resolutions passed by the EGSM

Legal basis:
Article 38 section 1 item 7 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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39/2012

Candidate for a Member of the Supervisory Board of Asseco Poland S.A.

Rzeszów, 19 October 2012

The Management Board of Asseco Poland S.A. seated in Rzeszów (the "Company"), acting in accordance with the Code of Best Practice for Companies Listed on the Warsaw Stock Exchange and in order to provide the Company's Shareholders with an opportunity to learn about a candidate for the Company's Supervisory Board, hereby informs that on 18 October 2012 ING Open-End Pension Fund proposed Mr. Piotr Augustyniak as a candidate for the position of a Member of the Company’s Supervisory Board. The candidate has been submitted as the Company convened its Extraordinary General Meeting of Shareholders to be held on 23 October 2012, the agenda of which includes appointment of a Member of the Supervisory Board.
Concurrently, the Company announces that the proposed candidate agreed to stand for election to the Supervisory Board.

The Company also discloses the candidate’s CV as attached with this current report.

Candidate's CV

Legal basis:
Article 38 section 1 item 3) of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259) in conjunction with Chapter II, item 1.5) of the Code of Best Practice for WSE Listed Companies.

 

 

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38/2012

Candidate for a Member of the Supervisory Board of Asseco Poland S.A.

Rzeszów, 17 October 2012

The Management Board of Asseco Poland S.A. seated in Rzeszów (the "Company"), acting in accordance with the Code of Best Practice for Companies Listed on the Warsaw Stock Exchange and in order to provide the Company's Shareholders with an opportunity to learn about a candidate for the Company's Supervisory Board, hereby informs that on 16 October 2012 Powszechne Towarzystwo Emerytalne (Pension Fund Society) of PZU S.A. proposed Mr. Dariusz Stolarczyk as a candidate for the position of a Member of the Company’s Supervisory Board. The candidate has been submitted as the Company convened its Extraordinary General Meeting of Shareholders to be held on 23 October 2012, the agenda of which includes appointment of a Member of the Supervisory Board.

The Company also discloses the candidate’s CV as attached with this current report.

CANDIDATE'S CV

Legal basis:
Article 38 section 1 item 3) of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259) in conjunction with Chapter II, item 1.5) of the Code of Best Practice for WSE Listed Companies.

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37/2012

Resignation of Vice President of the Management Board of Asseco Poland S.A.

Rzeszów, 5 October 2012

The Management Board of Asseco Poland S.A. seated in Rzeszów (the "Company") informs that on 5 October 2012 Mr. Wojciech Woźniak filed a resignation from the position of Vice President of the Company’s Management Board. Mr. Woźniak was responsible for supervision over the Infrastructure Division as well as over the Building Automation and Data Center Division.

Mr. Woźniak’s resignation is related to an organizational rearrangement that has been agreed at the level of the Management Board of Asseco Poland S.A. Such reorganization is aimed to simplify the Company’s management structure by ceasing to assign an individual member of the Management Board to supervise the Infrastructure Division as well as the Building Automation and Data Center Division, which Mr. Woźniak was responsible for.

Legal basis:
Article 5 section 1 item 22 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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36/2012

Resignation of Member of the Supervisory Board of Asseco Poland S.A.

Rzeszów, 5 October 2012

The Management Board of Asseco Poland S.A. seated in Rzeszów (the "Company") informs that on 5 October 2012 Mr. Wiesław Walendziak filed a resignation from the position of Member of the Supervisory Board with effect from 31 October 2012. Mr. Walendziak has resigned because another company, being a major trading partner of Asseco Poland S.A., intends to appoint him as member of its governing body, which might result in a conflict of interest. Mr. Walendziak has also declared to provide further assistance to Asseco Poland S.A. within the matters relating to the Company's presence in the U.S. capital market, which he was particularly interested in whilst serving on the Supervisory Board.

Legal basis:
Article 5 section 1 item 22 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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35/2012

Convening of the Extraordinary General Meeting of Shareholders

Rzeszów, 26 September 2012 

The Management Board of Asseco Poland S.A. (the "Company"), acting on the basis of art. 399 §1 of the Commercial Companies Code and with regard to §38 items 1-3 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259), hereby convenes the Extraordinary General Meeting of Shareholders (the "General Meeting") to be held on 23 October 2012 at 12:00 noon at the Marriott Hotel in Warsaw, 65/79 Jerozolimskie Av.

Enclosures:

Announcement of the convening of the General Meeting 
Draft resolutions of the General Meeting

Legal basis:
Article 38 sect. 1 item 1-3 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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34/2012

Signing a letter of intent to acquire shares in ZETO Białystok

Rzeszów, 18 September 2012

The Management Board of Asseco Poland S.A. ("Asseco") informs that on 17 September 2012 Asseco signed a letter of intent (the "Letter of Intent") constituting a conditional agreement with 70 natural person shareholders ("Shareholders") of Centrum Informatyki "ZETO" S.A. with registered seat at 9 Skorupska St., 15-048 Białystok, entered in the National Court Register under the number 0000012499, with the share capital amounting to PLN 600,000 and divided into 2,400 shares with a par value of PLN 250 each ("ZETO").

The Letter of Intent determines the terms and conditions under which Shareholders shall sell 2,397 shares representing 99.88% of the share capital of ZETO, carrying 2,397 votes or 99.88% of voting rights at the General Meeting of Shareholders of ZETO, assuming that 100% of ZETO shares are worth PLN 36,999,995 (in words: thirty-six million, nine hundred and ninety-nine thousand, nine hundred and ninety-five zlotys) ("Shares").

Share purchase agreements will be concluded with each Shareholder separately, upon fulfilment of all of the following conditions: 
a) obtaining consent of the Office of Competition and Consumer Protection (UOKiK) for the acquisition of Shares;
b) conclusion of an ESCROW account agreement by the Parties in order to secure the payment for Shares;
c) conclusion of deposit agreements between Shareholders and the Company in order to designate the Company as the entity authorized to receive the deposited multiple Share certificates, and to transfer the ownership of Shares within 60 days from the Letter of Intent effective date;
d) depositing of all the Share certificates held by Shareholders pursuant to the deposit agreements referred to in item c) above, not later than a day before the date of concluding the first Share purchase agreement.

The Share purchase agreements will be signed subject to concluding the agreements referred to in items b) and c) above, and providing the Company with a confirmation of depositing Shares representing at least 75.01% of total votes at the general meeting of ZETO. This means that no Share purchase agreements will be entered into if the agreements referred to in items b) and c) are not concluded, or if the Company is not provided with a confirmation of depositing the minimum number of Shares specified above.

Shares in ZETO Białystok shall be acquired by Asseco or its wholly-owned subsidiary Asseco Systems S.A. seated in Rzeszów, to which Asseco is also going to transfer, by a non-cash contribution, all the shares it has earlier acquired in Centrum Komputerowe ZETO S.A. seated in Łodź. This will give rise to a new holding company of Asseco that will group leading integration companies operating in various regions of the domestic market.
Centrum Informatyki "ZETO" S.A. seated in Białystok runs business operations across Poland, with a particular focus on the regions of Podlasie, Warmia and Mazury, and Lublin Province. The company's operations fit well the implementation of the Asseco Poland's strategy for building a firm that would act as a supplier, integrator and distributor of information technology solutions, having a country-wide coverage but focusing and operating on local markets.

Centrum Informatyki "ZETO" S.A. is primarily engaged in the provision of data processing services, outsourcing and comprehensive IT services for hardware and network infrastructure, security systems, teletechnical installations, and structured cabling.

In 2011, the company generated PLN 71 million in sales revenues, earning PLN 4 million in net profit. The company employs 210 persons.

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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33/2012

Signing a letter of intent for an acquisition in Russia

Rzeszów, 26.08.2012 

The Management Board of Asseco Poland S.A. ("Asseco") informs that on 25 August 2012 Asseco signed a letter of intent (the "Letter of Intent") for the acquisition of a majority stake of shares in an information technology company operating on the Russian market (the "Company").

The Company is specialized in the production and implementation of software and IT solutions for both the banking sector and financial market. The Company is controlled by a private investor and has operated in Russia since the 1990's. Nowadays, the Company is one of the leading players on this market. The Company's clients include small, medium, and large-sized financial institutions and banks operating in Russia as well as in the Countries of the Commonwealth of Independent States.

As intended by the Letter of Intent parties, the planned transaction shall be conducted at the beginning of October 2012. The signed Letter of Intent and the planned transaction are both in line with the Asseco's strategy, which aims at further international expansion.

Asseco agreed not to disclose the Company's name nor the terms and conditions of the transaction until it is finalized. 

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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32/2012

Udzielenie prokury łącznej

Rzeszów, 08 sierpnia 2012 r.

Zarząd Asseco Poland S.A. („Spółka”) informuje, że w dniu 07 sierpnia 2012 r. Zarząd Asseco Poland S.A. działając na podstawie art. 1091 i art. 1094 KC oraz art. 371 §4 KSH oraz §14 pkt. 12 Statutu Spółki podjął uchwałę w sprawie udzielenia Pani Gabrieli Żukowicz prokury łącznej.

Udzielona prokura łączna uprawnia Panią Gabrielę Żukowicz do reprezentowania Spółki oraz do podpisywania w imieniu Spółki dokumentów w zakresie prokury tylko łącznie z Członkiem Zarządu lub Wiceprezesem Zarządu.

Uchwała weszła w życie z dniem złożenia podpisu przez ostatniego z Członków Zarządu Spółki.

Pani Gabriela Żukowicz jest absolwentką Wydziału Prawa Uniwersytetu Jagiellońskiego w Krakowie (rok ukończenia: 1998). W roku 2002 ukończyła Aplikację Radcowską. W roku 2008 pełniła funkcję Prezesa Zarządu Podkarpackiego Funduszu Nieruchomości Sp. z o.o. W roku 2011 pełniła funkcję Prezesa Zarządu RUM IT S.A., w latach 2010-2011 była Przewodniczącą Rady Nadzorczej Sawan S.A. Od 2008 r. pełni funkcję Członka Zarządu w Radzie Nadzorczej Asseco South Western Europe S.A. oraz Radzie Nadzorczej Asseco South Eastern Europe S.A. Od 2010 r. pełni funkcję Członka Rady Nadzorczej Asseco Nothern Europe S.A.

Obecnie jest radcą prawnym i Dyrektorem Biura Organizacyjno-Prawnego w Asseco Poland S.A.

Pani Gabriela Żukowicz nie prowadzi działalności konkurencyjnej w stosunku do Asseco Poland S.A., nie uczestniczy w spółce konkurencyjnej jako wspólnik spółki cywilnej lub jako członek organu władz spółki kapitałowej oraz nie uczestniczy w innej konkurencyjnej osobie prawnej jako członek jej organu.

Pani Gabriela Żukowicz nie figuruje w Rejestrze Dłużników Niewypłacalnych prowadzonym na podstawie Ustawy o Krajowym Rejestrze Sądowym.

Podstawa prawna:
Zgodnie z § 5 ust. 1 pkt. 22 Rozporządzenia Ministra Finansów z dnia 19 lutego 2009 r. w sprawie informacji bieżących i okresowych przekazywanych przez emitentów papierów wartościowych oraz warunków uznawania za równoważne informacji wymaganych przepisami prawa państwa niebędącego państwem członkowskim (Dz. U. 2009, nr 33 , poz. 259)

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31/2012

Powołanie Członka Rady Nadzorczej Asseco Poland S.A.

Rzeszów, 2 sierpnia 2012 r.

Zarząd Asseco Poland S.A. („Asseco”) informuje, że Nadzwyczajne Walne Zgromadzenie Asseco Poland S.A., które odbyło się 2 sierpnia 2012 r. w Warszawie powołało do składu Rady Nadzorczej Asseco Poland S.A. Pana Wiesława Walendziaka, do pełnienia funkcji Członka Rady Nadzorczej. Członek Rady Nadzorczej zostaje powołany do składu Rady Nadzorczej na okres wspólnej pięcioletniej kadencji, obejmującej lata 2012-2016.

*
Pan Wiesław Walendziak urodził się w roku 1962 w Gdańsku; jest polskim przedsiębiorcą, politykiem, dziennikarzem, publicystą. Jest absolwentem Uniwersytetu Gdańskiego (1987) z tytułem magistra historii. W latach 1987-1989 był pracownikiem Spółdzielni Robót Wysokościowych „Świetlik”, w latach 1989–1991 był wydawcą i redaktorem naczelnym tygodnika „Młoda Polska”. W latach 1991–1993 - producent i autor programów telewizyjnych „Bez znieczulenia”, „Lewiatan”. W roku 1993 sprawował funkcję dyrektora generalnego Telewizji Polsat S.A. W latach 1994-1996 był Prezesem Zarządu Telewizji Polskiej S.A., w latach 1994–1996 członek rady administracyjnej europejskich nadawców telewizyjnych w Genewie. W latach 1997-1999 był ministrem-członkiem Rady Ministrów, szefem Kancelarii Prezesa Rady Ministrów w rządzie Jerzego Buzka; posłem na Sejm III i IV kadencji w latach 1997-2001 i 2001-2004. W latach 2001-2004 przewodniczący sejmowej komisji skarbu. Od 2005 jest Wiceprezesem Zarządu funduszu inwestycyjnego Prokom Investments S.A.Ponadto jest Członkiem Rad Nadzorczych: Bioton S.A., Polnord S.A., Comex S.A., Radio PIN S.A.

Pan Wiesław Walendziak nie prowadzi działalności konkurencyjnej w stosunku do Asseco Poland S.A., nie uczestniczy w spółce konkurencyjnej jako wspólnik spółki cywilnej, spółki osobowej lub jako członek organu władz spółki kapitałowej oraz nie uczestniczy w innej konkurencyjnej osobie prawnej jako członek jej organu.

Pan Wiesław Walendziak nie został wpisany do Rejestru Dłużników Niewypłacalnych prowadzonego na podstawie Ustawy o Krajowym Rejestrze Sądowym.

Podstawa prawna:
Zgodnie z § 5 ust. 1 pkt. 22 Rozporządzenia Ministra Finansów z dnia 19 lutego 2009 r. w sprawie informacji bieżących i okresowych przekazywanych przez emitentów papierów wartościowych oraz warunków uznawania za równoważne informacji wymaganych przepisami prawa państwa niebędącego państwem członkowskim (Dz. U. 2009, nr 33, poz. 259)

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30/2012

Major Shareholders at the Extraordinary General Meeting

Rzeszów, 2 August 2012

The Management Board of Asseco Poland S.A. discloses in public the list of shareholders who exercised at least 5% of the total votes at the Company's Extraordinary General Meeting of Shareholders which was held in Warsaw on 2 August 2012.

NAME OF SHAREHOLDER NUMBER OF VOTES  INTEREST IN TOTAL NUMBER OF VOTES VOTING INTEREST AT THE GMS    

Adam Góral                              8,083,000                            10.42%                                      26.76%
AVIVA OFE AVIVA BZ WBK        9,500,000                            12.25%                                      31.45%
(Open-End Pension Fund)

Legal basis:
Article 70 section 3 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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29/2012

Resolutions passed by the Extraordinary General Meeting of Shareholders held on 2 August 2012

Rzeszów, 2 August 2012

Resolutions passed by the Extraordinary General Meeting of Shareholders held on 2 August 2012
The Management Board of Asseco Poland S.A. with the seat in Rzeszów ("Asseco") discloses in public the resolutions passed by the Extraordinary General Meeting of Shareholders of Asseco that was held in Warsaw on 2 August 2012.

RESOLUTIONS

Legal basis:
Article 38 section 1 item 7 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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28/2012

OCCP gives consent to the concentration of Asseco Poland and Sygnity

Rzeszów, 11 July 2012 

The Management Board of Asseco Poland S.A. (the "Company") informs that on 11 July 2012 the Company received a decision issued by President of the Office of Competition and Consumer Protection ("OCCP") on 11 July 2012 concerning the concentration of Asseco Poland S.A. and Sygnity S.A. 
President of OCCP gave consent to carry out the concentration of businesses considering that neither of the companies to be combined has a dominant position in any of the analyzed markets, and furthermore excluding the possibility that Asseco Poland S.A. and Sygnity S.A. operating jointly would gain such dominant position once Asseco Poland S.A. takes control over Sygnity S.A. OCCP's President confirmed that the examined concentration of businesses would not in any way restrict free competition in any of the analyzed markets.

Obtaining OCCP's approval was a necessary condition to effect the tender offer to acquire up to 100% of shares in Sygnity S.A. as earlier announced by Asseco Poland S.A. However, this approval has been granted after the said tender offer has been already terminated (without acquisition of any shares) as the maximum legally permitted period of 120 days to submit tenders to sell shares expired on 9 July 2012.

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

 

 

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26/2012

Closure of the tender offer. The Company has not acquired any shares.

Rzeszów, 10 July 2012

The Management Board of Asseco Poland S.A. (the "Company") informs of the expiry on 9 July 2012 of the maximum period of 120 days, as permitted by law, for the acceptance of tenders to sell shares in Sygnity S.A. based in Warsaw, under the tender offer to acquire up to 100% of shares in Sygnity S.A. as announced by the Company on 22 February 2012 (the "Tender Offer").

Until 9 July 2012 (inclusive), neither of the below mentioned conditions for effective execution of the Tender Offer has been fulfilled:
a) obtaining by Asseco Poland S.A. of an unconditional approval of a competent anti-monopoly authority for taking control over Sygnity S.A. (or expiry of the statutory deadline for giving such approval),
b) submission of tenders to sell not less than 7,951,900 shares (representing 66.9% of the total number of votes at the general meeting of shareholders) of Sygnity S.A.;
whereas the Company required both the above-mentioned conditions to be met jointly.

It is hereby explained that until 9 July 2012 (inclusive), the Company has not obtained any regulatory approval of the planned business concentration from the Office of Competition and Consumer Protection, and the statutory deadline for giving such approval has not expired. Furthermore, shareholders of Sygnity S.A. have not tendered enough shares to meet the required minimum shareholding threshold.

The decision not to acquire any shares in Sygnity S.A., in the event the condition specified in item a) above is not fulfilled, has been dictated by the Company's belief that such acquisition, providing no voting rights from the acquired shares, would fail to reach the objectives behind the announcement of the Tender Offer. Asseco Poland S.A. planned to acquire a controlling interest in Sygnity S.A. and have a decisive impact on business operations of that company, which is only possible when exercising voting rights from the acquired shares.

With regard to the above, the Tender Offer has not come to effect.

Legal basis:
Article 6 section 3 of the Regulation of the Minister of Finance of 19 October 2005 pertaining to the form of tender offers for the acquisition or exchange of shares in public companies, specific rules applying to their announcement, and terms of the acquisition of shares under such tender offers

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26/2012

Candidate for a Member of the Supervisory Board of Asseco Poland S.A.

Rzeszów, 1 July 2012

The Management Board of Asseco Poland S.A. seated in Rzeszów (the "Company"), acting in accordance with the Code of Best Practice for Companies Listed on the Warsaw Stock Exchange and in order to provide the Company's Shareholders with an opportunity to learn about candidates for the Company's Supervisory Board, hereby informs that today Mr. Wiesław Walendziak has been proposed as a candidate for the position of a Member of the Company’s Supervisory Board. Such candidate has been proposed as the Company convened its Extraordinary General Meeting of Shareholders to be held on 2 August 2012, the agenda of which includes appointment of a Member of the Supervisory Board following a resignation filed by another Member of the Supervisory Board, namely Antoni Magdoń, on 30 June 2012.

Concurrently, the Company announces that the proposed candidate agreed to stand for election to the Supervisory Board.

The Company also discloses the candidate’s CV as attached with this current report.

Legal basis:
Article 38 section 1 item 3) of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259) in conjunction with Chapter II, item 1.5) of the Code of Best Practice for WSE Listed Companies.

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25/2012

Convening of the Extraordinary General Meeting of Shareholders

Rzeszów, 1 July 2012 

The Management Board of Asseco Poland S.A. (the "Company"), acting on the basis of art. 399 §1 of the Commercial Companies Code and with regard to §38 items 1-3 of the Regulation of the Minister of Finance regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states, dated 19 February 2009 (Journal of Laws of 2009 No. 33, item 259), hereby convenes the Extraordinary General Meeting of Shareholders (the "General Meeting") to be held on 2 April 2012 at 11:00 a.m. at the Marriott Hotel in Warsaw, 65/79 Jerozolimskie Av.

Enclosures:

Announcement of the convening of the General Meeting 
Draft resolutions of the General Meeting

Legal basis:
Article 38 sect. 1 item 1-3 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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24/2012

Resignation of Member of the Supervisory Board of Asseco Poland S.A.

Rzeszów, 1 July 2012

The Management Board of Asseco Poland S.A. seated in Rzeszów (the "Company") informs that on 30 June 2012 Mr. Antoni Magdoń filed a resignation from his position of the Supervisory Board Member.

Mr. Magdoń resigned as he undertook additional business obligations and therefore cannot be actively involved in the operations of the Company's Supervisory Board.

Concurrently, the Company informs that today it is going to convene its Extraordinary General Meeting of Shareholders, the agenda of which shall include passing a resolution on appointment of a new Member of the Supervisory Board to supplement the composition of the Supervisory Board during its five-year joint term of office spanning from 2012 to 2016. 

Legal basis:
Article 5 section 1 item 22 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259) in conjunction with Chapter II, item 1.5) of the Code of Best Practice for WSE Listed Companies.

 

 

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23/2012

Agreement for the acquisition of shares in SKG S.A.

Rzeszów, 27 June 2012

The Management Board of Asseco Poland S.A. (the Company, Asseco Poland) informs that on 27 June 2012 the Company concluded an agreement to acquire 300 ordinary registered shares (Shares) representing 60% of the share capital of SKG S.A. (SKG) seated in Bielsko-Biała at 336 Armii Krajowej Av., entered in the register of entrepreneurs of the National Court Register maintained by the District Court of in Bielsko-Biała, VIII Commercial Department of the National Court Register, under the number 47940, VAT number 5471257936, having a fully paid-up share capital of PLN 500,000, which is divided into 500 ordinary registered shares with a par value of PLN 1,000 each.

The agreement has been concluded between Asseco Poland and two natural person shareholders in SKG.

The Shares acquisition price amounts to PLN 8,700,000. Consideration for the acquired shares has been divided into three portions, where the first portion amounting to PLN 7,020,000 or 80% of the acquisition price is due upon signature of the agreement, and the second and third portions amounting to PLN 840,000 each shall be payable upon achievement of desirable net earnings by the acquired company for 2012 and 2013, respectively. Furthermore, the agreement provides for the acquisition of the remaining 40% stake in SKG by Asseco Poland. This option may be exercised in 2018, whereas the acquisition price shall depend on the financial results achieved by SKG for the years 2014-2017.

SKG S.A. (formerly Systemy Komputerowe - Główka S.A.) has been engaged in IT operations for 26 years. The company is specialized in design and implementation of dedicated information systems and consulting on innovative technologies. It has also gained broad experience in the areas of taxes and customs duties, retail trade, auditing and data analysis. IT solutions delivered by SKG S.A. support the operations of several hundred firms and institutions, including: Polish Customs Administration, Ministry of Finance, Supreme Chamber of Control, Warsaw Stock Exchange, PGNiG, Polkomtel, and LOT Polish Airlines.

The acquisition of SKG will reinforce the Asseco Poland’s offering in the sectors of public administration and enterprises, and likewise expand the Asseco Group’s portfolio with IT solutions dedicated for retail trade, auditing and data analysis.

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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22/2012

Extension of the deadline for acceptance of tenders to sell shares in Sygnity S.A.

Rzeszów, 27 June 2012

Asseco Poland S.A. with its registered seat at 14 Olchowa St., 35-322 Rzeszów, entered in the register of entrepreneurs under the number 0000033391 by the District Court in Rzeszów, XII Commercial Department of the National Court Register, having VAT number 522-000-37-82, statistical identification number (REGON) 010334578, and fully paid-up share capital of PLN 77,565,530.00, in connection with the tender offer to acquire 100% of shares in Sygnity S.A. announced on 22 February 2012 (the "Tender Offer"), hereby informs that the deadline for the acceptance of tenders to sell shares under the Tender Offer has been extended till 9 July 2012.

The tender acceptance period has been extended as the condition specified in item 24 of the Tender Offer term sheet has not been fulfilled till 26 June 2012 (legal basis: art. 5 sect. 2 in conjunction with art. 7 sect. 5 of the Regulation of the Minister of Finance of 19 October 2005 pertaining to the form of tender offers for the acquisition or exchange of shares in public companies, specific rules applying to their announcement, and terms of the acquisition of shares under such tender offers (Journal of Laws of 2005 No. 207, item 1729, as amended, and items 11 and 24 of the Tender Offer term sheet).
Therefore, the new schedule of the Tender Offer shall be as follows:

Date of the Tender Offer announcement: 22 February 2012
Opening date for the acceptance of tenders: 12 March 2012
Closing date for the acceptance of tenders: 9 July 2012
Planned date of concluding the transaction on the WSE: 12 July 2012
Planned date of the transaction settlement: 17 July 2012 

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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21/2012

Granting a joint power of attorney

Rzeszów, 19 June 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 19 June 2012, acting on the basis of art. 1091 and art. 1094 of the Civil Code, art. 371 §4 of the Commercial Companies Code as well as §14 item 12 of the Company's Articles of Association, the Management Board of Asseco Poland S.A. passed a resolution on granting a joint power of attorney to Mrs. Renata Bojdo.

As a holder of joint power of attorney, Mrs. Renata Bojdo is authorized to represent the Company as well as to sign documents on behalf of the Company within the subject of the power of attorney, only acting together with another Member or Vice President of the Management Board.
The resolution has become effective upon its adoption.

Mrs. Renata Bojdo graduated from the Cracow University of Economics, Faculty of Business Administration. From July 1992 till January 1993 she worked for the Taxation Office in Rzeszów.  She has been employed by Asseco Poland since 1993, where she served as the Company’s Chief Accountant in the years from 1995 to 2004, and as Financial Director since 2002. In the period from March 2004 till January 2007 she acted as Member of the Management Board of Asseco Poland (former COMP Rzeszów) and was responsible for the Company’s finance and accounting. 

From 2008 till January 2011 she was a Member of the Supervisory Board of Asseco Systems. Whereas, as of August 2010 she has acted as Member of the Supervisory Board of Asseco Resovia S.A.

From 1 July 2009 till 1 June 2012, Renata Bojdo served as Vice President of the Company’s Management Board and was responsible for financial management. Nowadays, she holds the position of Financial Director at Asseco Poland S.A.

Mrs. Renata Bojdo does not conduct any business activities competitive to Asseco Poland S.A. and is not engaged as partner in any competitive partnership nor as member of a governing body in any other competitive company or legal entity. She is not listed in the Register of Insolvent Debtors as maintained under the Act on the National Court Register.

Legal basis:

Article 5 sect. 1 item 22 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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20/2012

Extension of the deadline for acceptance of tenders to sell shares in Sygnity S.A.

Rzeszów, 25 May 2012

Asseco Poland S.A. with its registered seat at 14 Olchowa St., 35-322 Rzeszów, entered in the register of entrepreneurs under the number 0000033391 by the District Court in Rzeszów, XII Commercial Department of the National Court Register, having VAT number 522-000-37-82, statistical identification number (REGON) 010334578, and fully paid-up share capital of PLN 77,565,530.00, in connection with the tender offer to acquire 100% of shares in Sygnity S.A. announced on 22 February 2012 (the "Tender Offer"), hereby informs that the deadline for the acceptance of tenders to sell shares under the Tender Offer has been extended till 27 June 2012.

The tender acceptance period has been extended as the condition specified in item 24 of the Tender Offer term sheet has not been fulfilled till 24 May 2012 (legal basis: art. 5 sect. 2 in conjunction with art. 7 sect. 5 of the Regulation of the Minister of Finance of 19 October 2005 pertaining to the form of tender offers for the acquisition or exchange of shares in public companies, specific rules applying to their announcement, and terms of the acquisition of shares under such tender offers (Journal of Laws of 2005 No. 207, item 1729, as amended), and items 11 and 24 of the Tender Offer term sheet).

Therefore, the new schedule of the Tender Offer shall be as follows:
Date of the Tender Offer announcement: 22 February 2012
Opening date for the acceptance of tenders: 12 March 2012
Closing date for the acceptance of tenders: 27 June 2012
Planned date of concluding the transaction on the WSE: 2 July 2012
Planned date of the transaction settlement: 5 July 2012 

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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19/2012

Choosing the entity authorized to audit financial statements

Rzeszów, 15 May 2012 

The Management Board of Asseco Poland S.A. (the "Company") informs that the Company's Supervisory Board, during its meeting held on 14 May 2012, adopted a resolution on choosing a certified auditor in order to carry out audits of the Company's separate and consolidated financial statements for the year 2012, which shall include a review of the semi-annual separate financial statements of Asseco Poland S.A. and the semi annual consolidated financial statements of the Asseco Poland Group for the first half of 2012, as well as an audit of the annual separate financial statements of Asseco Poland S.A. and the annual consolidated financial statements of the Asseco Poland Group for the year 2012. 

The Supervisory Board chose Ernst & Young Audit Sp. z o.o. seated at 1 Rondo ONZ Str., Warsaw, entered in the register of entrepreneurs of the National Court Register maintained by the District Court of the Capital City of Warsaw, XIX Commercial Department of the National Court Register, under the number KRS 6468. This firm is included in the list of entities authorized to audit financial statements under the number 130. Ernst & Young Audit is one of the leading auditing and consulting companies worldwide.

Asseco Poland S.A. has already used services of Ernst & Young Audit Sp. z o.o., which included: the audits of pro forma consolidated financial statements in the mergers of Asseco Poland S.A. with Softbank S.A., Asseco Poland S.A. with Prokom Software S.A., and Asseco Poland S.A. with ABG S.A.; as well as the audits of separate financial statements of Asseco Poland S.A. and consolidated financial statements of the Asseco Poland Group for the years 2007, 2008, 2009, 2010, and 2011.

The entity authorized to audit financial statements has been chosen in accordance with the applicable regulations and professional standards.

Legal basis:
Article 5 section 1 item 19 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

 

 

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18/2012

Approval of the consolidated text of the Articles of Association

Rzeszów, 14 May 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 14 May 2012 the Company's Supervisory Board passed a resolution on approving the consolidated text of the Company's Articles of Association reflecting the amendments thereto as adopted by the Company's Ordinary General Meeting of Shareholders that was held on 25 April 2012.

The resolution shall come into force on the date of its adoption, with legal effect from the date when the District Court in Rzeszów, XII Commercial Department of the National Court Register, makes registration of Resolution no. 39 that was passed by the Ordinary General Meeting of Shareholders of Asseco Poland S.A. on 25 April 2012.

The consolidated text of the Articles of Association is attached to this current report.

Legal basis:
Article 38 section 1 item 2 b) of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

 

 

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17/2012

Changes in the Management Board composition

Rzeszów, 14 May 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 14 May 2012 the Company received a letter of resignation from Mrs. Renata Bojdo resigning as Vice President of the Management Board of Asseco Poland S.A. with effect from 1 June 2012. Furthermore, the Management Board informs that the Company's Supervisory Board, during its meeting held on 14 May 2012, appointed Mr. Rafał Kozłowski to serve as Member and Vice President of the Company's Management Board over the five-year joint term of office running from 2011 to 2016.

Mr. Rafał Kozłowski will take the position of Vice President as of 1 June 2012 and will perform the duties of Chief Financial Officer of the Asseco Poland Group, overseeing the finances of companies incorporated within the Group.

Mrs. Renata Bojdo shall continue to act as Chief Financial Officer of the Company, being responsible for its financial management.

Mr. Rafał Kozłowski graduated from the University of Warsaw, obtaining Master's degree at the Faculty of Organization and Management in 1998. He completed the Project Management Program organized by PMI in 2004, and the International Accounting Standards Program organized by Ernst&Young Academy of Business in the years 2005-2006.

From 1996 to 1998, he served as Financial Director at Delta Software, and subsequently, from 1998 to 2003 as Senior Manager at Veraudyt. In the years 2004–2006, he was Head of Treasury Department at Softbank S.A. where he was delegated to act as Vice President of Finance at the company's subsidiary Sawan S.A. Since 2007 till June 2009, he served as Director of Controlling and Investment Division at Asseco Poland S.A.

Since May 2008, he served as Vice President of Asseco South Eastern Europe S.A. responsible for the company's financial management. Mr. Rafał Kozłowski was directly involved in the acquisitions of companies incorporated within the holding of Asseco South Eastern Europe, as well as in the holding's IPO process at the Warsaw Stock Exchange. He has filed a resignation from the position of the Management Board Member at Asseco South Eastern Europe S.A., with effect from 31 May 2012. Mr. Rafał Kozłowski does not conduct any business activities competitive to Asseco Poland S.A. and is not engaged as partner in any competitive partnership nor as member of a governing body in any other competitive company or legal entity other that Asseco South Eastern Europe S.A.

Mr. Rafał Kozłowski is not listed in the Register of Insolvent Debtors as maintained under the Act on the National Court Register.

Legal basis:
Article 5 sect. 1 items 21 and 22 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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16/2012

Extension of the deadline for acceptance of tenders to sell shares in Sygnity S.A.

Rzeszów, 10 May 2012 

Asseco Poland S.A. with its registered seat at 14 Olchowa St., 35-322 Rzeszów, entered in the register of entrepreneurs under the number 0000033391 by the District Court in Rzeszów, XII Commercial Department of the National Court Register, having VAT number 522-000-37-82, statistical identification number (REGON) 010334578, and fully paid-up share capital of PLN 77,565,530.00, in connection with the tender offer to acquire 100% of shares in Sygnity S.A. announced on 22 February 2012 (the "Tender Offer"), hereby informs that the deadline for the acceptance of tenders to sell shares under the Tender Offer has been extended till 25 May 2012. 
The tender acceptance period has been extended as the condition specified in item 24 of the Tender Offer term sheet has not been fulfilled till 9 May 2012 (legal basis: art. §5 sect. 2 in conjunction with art. §7 sect. 5 of the Regulation of the Minister of Finance of 19 October 2005 pertaining to the form of tender offers for the acquisition or exchange of shares in public companies, specific rules applying to their announcement, and terms of the acquisition of shares under such tender offers (Journal of Laws of 2005 No. 207, item 1729, as amended), and items 11 and 24 of the Tender Offer term sheet).
Therefore, the new schedule of the Tender Offer shall be as follows:
Date of the Tender Offer announcement: 22 February 2012
Opening date for the acceptance of tenders: 12 March 2012
Closing date for the acceptance of tenders: 25 May 2012
Planned date of concluding the transaction on the WSE: 30 May 2012
Planned date of the transaction settlement: 4 June 2012

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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15/2012

Major Shareholders at the Ordinary General Meeting of Shareholders

Rzeszów, 27 April 2012 

The Management Board of Asseco Poland S.A. discloses in public the list of shareholders who exercised at least 5% of the total votes at the Company's Ordinary General Meeting of Shareholders which was held in Warsaw on 25 April 2012.

NAME OF SHAREHOLDERNUMBER OF VOTESINTEREST IN TOTAL NUMBER OF VOTESVOTING INTEREST AT THE GMS
Adam Góral8,083,00010.42%19.42%
AVIVA BZ WBK Open-End Pension Fund9,500,00012.25%22.82%
PZU "ZŁOTA JESIEŃ" Open-End Pension Fund7,500,0009.67%18.02%
ING Open-End Pension Fund3,000,0003.87%7.21%

Legal basis:
Article 70 section 3 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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14/2012

Ordinary General Meeting of Shareholders of Asseco Poland passed a resolution on dividend payment

Rzeszów, 25 April 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 25 April 2012 the Company's Ordinary General Meeting of Shareholders passed a resolution on distribution of the net profit generated by Asseco Poland S.A. for the financial year 2011 and payment of a dividend.

The Ordinary General Meeting of Shareholders of Asseco Poland S.A. seated in Rzeszów, acting on the basis of art. 395 § 2 item 2) of the Polish Commercial Companies Code as well as according to § 12 sect. 4 item 2) of the Company's Articles of Association, resolved that the net profit for the year 2011 in the amount of PLN 315,339,353.43 (three hundred and fifteen million three hundred and thirty-nine thousand three hundred and fifty-three zlotys and 43/100) shall be distributed as follows:

1/ PLN 169,868,510.70 (one hundred and sixty-nine million eight hundred and sixty-eight thousand five hundred and ten zlotys and 70/100) shall be distributed to the Company's Shareholders as payment of a dividend amounting to PLN 2.19 (two zlotys and 19/100) per share;

2/ PLN 145,470,842.73 (one hundred and forty-five million four hundred and seventy thousand eight hundred and forty-two zlotys and 73/100) shall be allocated to the Company’s reserve capital.

The Company's General Meeting established that the dividend right shall be acquired on 17 May 2012; whereas, the dividend payment shall be made on 1 June 2012.

Under the Detailed Rules of Operation of the National Depository for Securities, its Direct Participants (Brokerage Offices) are obliged to submit to the Issuer, within four business days of the dividend right date, a “list of names of foreign entities which are not natural persons, including those which, on the basis of applicable regulations (…) shall be exempt from income tax on dividend income, or which are obliged to pay the said tax at a rate different than the basic rate”, along with appropriate documents confirming the right not to withhold such income tax or to apply a tax rate different than the basic rate, i.e. tax residency certificates and, as of 2011, statements determined by the amended Corporate Income Tax Act of 15 February 1992.

Legal basis:
Article 38 sect. 2 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

 

 

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13/2012

Resolutions passed by the Ordinary General Meeting of Shareholders on 25 April 2012

Rzeszów, 25 April 2012

The Management Board of Asseco Poland S.A. with the seat in Rzeszów ("Asseco") discloses in public the resolutions passed by the Ordinary General Meeting of Shareholders of Asseco that was held on 25 April 2012 in Warsaw.

RESOLUTIONS

Legal basis:
Article 38 section 1 item 7 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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12/2012

Extension of deadline for the acceptance of tenders to sell shares in Sygnity S.A.

Rzeszów, 10 April 2012

Asseco Poland S.A. with its registered seat at 14 Olchowa St., 35-322 Rzeszów, entered in the register of entrepreneurs under the number 0000033391 by the District Court in Rzeszów, XII Commercial Department of the National Court Register, having VAT number 522-000-37-82, statistical identification number REGON 010334578, and fully paid-up share capital of PLN 77,565,530.00, in connection with the tender offer to acquire 100% of shares in Sygnity S.A. announced on 22 February 2012 (the "Tender Offer"), hereby informs that the deadline for the acceptance of tenders to sell shares under the Tender Offer has been extended till 10 May 2012.

The tender acceptance period has been extended as the condition specified in item 24 of the Tender Offer term sheet has not been fulfilled till 9 April 2012 (legal basis: art. 5 sect. 2 in conjunction with art. 7 sect. 5 of the Regulation of the Minister of Finance of 19 October 2005 pertaining to the form of tender offers for the acquisition or exchange of shares in public companies, specific rules applying to their announcement, and terms of the acquisition of shares under such tender offers (Journal of Laws of 2005 No. 207, item 1729, as amended), and items 11 and 24 of the Tender Offer term sheet).
Therefore, the new schedule of the Tender Offer shall be as follows:

Date of the Tender Offer announcement: 22 February 2012
Opening date for the acceptance of tenders: 12 March 2012
Closing date for the acceptance of tenders: 10 May 2012
Planned date of concluding the transaction on the WSE: 15 May 2012
Planned date of the transaction settlement: 18 May 2012

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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11/2012

Acquisition of shares in CK ZETO S.A.

Rzeszów, 6 April 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 5 April 2012 the agreements to purchase shares in Centrum Komputerowe ZETO S.A. with registered seat at 136 Narutowicza St., 90-146 Łódź, Poland ("ZETO"), entered in the National Court Register under the number 0000117869, with the share capital amounting to PLN 2,149,700, became effective. The Company signed a total of 108 share purchase agreements with natural person shareholders ("Shareholders") of Centrum Komputerowe ZETO S.A.

The Company acquired 42,940 Shares held by Shareholders, representing a 99.84% voting interest and a 99.87% equity interest in ZETO.  The total purchase price amounted to PLN 42,473,941 (in words: forty-two million, four hundred and seventy-three thousand, nine hundred and forty-one zlotys 00/100) ("Shares").

Share purchase agreements have been concluded with each Shareholder separately, upon fulfilment of all the conditions, about which the Company informed in its current report no. 36/2011 of 9 December 2011.

Legal basis:
Article 56 section 1 item 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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10/2012

Convening of the Ordinary General Meeting of Shareholders

Rzeszów, 29 March 2012

The Management Board of Asseco Poland S.A. (the "Company"), acting on the basis of art. 399 §1 of the Commercial Companies Code and with regard to §38 items 1-3 of the Regulation of the Minister of Finance regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states, dated 19 February 2009 (Journal of Laws of 2009 No. 33, item 259), hereby convenes the Ordinary General Meeting of Shareholders (the "General Meeting") to be held on 25 April 2012 at 12:00 noon at the Marriott Hotel in Warsaw, 65/79 Jerozolimskie Av.

Enclosures:
Announcement of the convening of the General Meeting
Draft resolutions of the General Meeting

Legal basis:
Article 38 sect. 1 item 1-3 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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9/2012

Recommendation of the Supervisory Board concerning dividend payment

Rzeszów, 28 March 2012

The Management Board of Asseco Poland S.A. ("Asseco") informs that the Supervisory Board of Asseco, during its meeting held on 28 March 2012, gave a positive opinion on the Management Board's request to recommend that the General Meeting of Shareholders of Asseco approves payment of a dividend for the financial year 2011 in the amount of PLN 2.19 (in words: two zlotys and 19/100) per one share of Asseco.

Hence, the amount of net profit to be distributed as dividend shall be PLN 169,868,510.70 (in words: one hundred and sixty-nine million eight hundred and sixty-eight thousand five hundred and ten zlotys and 70/100).

Legal basis:
Article 38 sect. 7 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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8/2012

List of information disclosed to public by Asseco Poland S.A. in 2011

Rzeszów, 28 March 2012

The Management Board of Asseco Poland S.A. presents the enclosed list of all the information required under art. 56 sect. 1 of the Act on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies, which information was disclosed to public by Asseco Poland S.A. during the year 2011.

The full contents of such information are available on our website www.asseco.pl in the Investor Relations section.

Attachment

Legal basis:
Article 65 sect. 3 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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7/2012

Management Board recommends payment of a dividend

Rzeszów, 20 March 2012

The Management Board of Asseco Poland S.A. ("Asseco") informs that on 20 March 2012 it adopted a resolution to recommend that the General Meeting of Shareholders approves payment of a dividend for the financial year 2011 in the amount of PLN 2.19 (in words: two zlotys and 19/100) per one share of Asseco. 

Hence, the total amount of net profit to be distributed as dividend shall amount to PLN 169,868,510.70 (in words: one hundred and sixty-nine million eight hundred and sixty-eight thousand five hundred and ten zlotys and 70/100).

Legal basis:
Article 38 sect. 7 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be published by issuers of securities and conditions for recognizing as equivalent the information required by laws of non-EU member states (Journal of Laws of 2009 No. 33, item 259)

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6/2012

The Office of Competition and Consumer Protection gives consent to the acquisition of shares in Centrum Komputerowe ZETO S.A.

Rzeszów, 14 March 2012

The Office of Competition and Consumer Protection gives consent to the acquisition of shares in Centrum Komputerowe ZETO S.A.

The Management Board of Asseco Poland S.A. (the "Company") informs that on 14 March 2012 the Company received a decision of the Polish Office of Competition and Consumer Protection, dated 5 March 2012, approving a business concentration through the acquisition of shares in Centrum Komputerowe ZETO S.A. (ZETO) by the Company.

The Company, in its current report no. 36/2011 of 9 December 2011, has already informed about the ZETO shareholders' intention to sell their 42,943 shares representing a 99.88% voting interest and the same equity interest in ZETO, as well as about the signing of a conditional term sheet between the Company and ZETO shareholders. 
Obtaining the OCCP's approval was one of the conditions precedent for the conclusion of agreements to acquire shares in ZETO.

Legal basis:
Article 56 section 1 item 1 of the Law of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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5/2012

Announcement of a tender offer for the acquisition of shares

Rzeszów, 22 February 2012

The Management Board of Asseco Poland S.A. with its registered seat at 14 Olchowa St., 35-322 Rzeszów, entered in the register of entrepreneurs under the number 0000033391 by the District Court in Rzeszów, XII Commercial Department of the National Court Register, having VAT number 522-000-37-82 and fully paid-up share capital of PLN 77,565,530 (the "Company"), informs that on 22 February 2012 the Company announced a tender offer to acquire 100% of outstanding shares in Sygnity S.A. with its registered seat at 180 Jerozolimskie Av., 02-486 Warsaw, entered in the register of entrepreneurs under the number 0000008162 by the District Court of the Capital City of Warsaw, XIII Commercial Department of the National Court Register, having VAT number 586-000-52-93 and fully paid-up share capital of PLN 11,886,242 ("Sygnity"). The full description of the tender offer is presented in the enclosure.

The tender offer aims at further development of the Asseco Group. The Company’s Management Board believes that entering into cooperation with Sygnity would help strengthen the Asseco Group’s market position in the sectors of banking, public administration, power industry, and enterprises. Consequently, the Asseco Group would enhance its ability to compete with the world’s largest IT players.

The Company’s Management Board has announced the tender offer being fully confident that this transaction would have a positive impact on the professional development of Sygnity’s employees. The exchange of know-how and the ability to work within international business divisions of the Asseco Group would both provide great opportunities for long-term careers of the professional teams of Sygnity.

Asseco Poland S.A., in its historical development involving among others the consolidation of the information technology market, has repeatedly demonstrated it is capable of highly effective utilization of professional resources of companies incorporated into the Group. Owing to the successful implementation of such strategy, Asseco holds a leading position in the domestic IT market, and ranks seventh among the largest European software vendors according to the Truffle100 ranking.

Attachment

Legal basis:
Article 56 section 1 item 1 of the Law of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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4/2012

Appointment of the Chairman and Vice Chairman of the Supervisory Board of Asseco Poland S.A. and election of the Supervisory Board’s Audit Committee

Rzeszów, 9 February 2012

The Management Board of Asseco Poland S.A. (the "Company"), with reference to the current report no. 17/2011 on election of the Supervisory Board for the new term of office spanning from 2012 to 2016, hereby informs that the Supervisory Board, at its meeting held on 9 February 2012, passed resolutions to appoint Mr. Jacek Duch as Chairman of the Supervisory Board and Mr. Adam Noga as Vice Chairman of the Supervisory Board.   
Furthermore, the Supervisory Board passed a resolution on election of the Audit Committee in the following composition: Adam Noga – Chairman of the Audit Committee, Jacek Duch and Artur Kucharski – Members of the Audit Committee. 

Legal basis:
Article 5 section 1 item 22 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be submitted by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state (Journal of Laws of 2009 No. 33, item 259)

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3/2012

ING Pension Fund decreases its shareholding in Asseco Poland S.A.

Rzeszów, 13 January 2012

The Management Board of Asseco Poland S.A. (the "Company") informs that on 12 January 2012 the Company was notified by ING Open-End Pension Fund ("ING Pension Fund") that, as a result of disposal of the Company's shares conducted on the Warsaw Stock Exchange and accounted for on 9 January 2012, ING Pension Fund's voting interest in the Company dropped below 5%.

Before the above-mentioned disposal ING Pension Fund held 3,888,515 shares in Asseco Poland, which represented 5.01% of the Company's share capital and entitled to 3,888,515 votes or 5.01% of the total number of votes at the Company's General Meeting of Shareholders.

As at 12 January 2012, the securities account of ING Pension Fund shows 3,860,257 of Asseco Poland shares, constituting a 4.98% stake in the Company's share capital. These shares carry 3,860,257 voting rights at the Company's General Meeting of Shareholders, representing 4.98% of the total number of votes.

Legal basis:
Article 70 sect. 3 of the Law of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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2/2012

Aviva Pension Fund increases its shareholding in Asseco Poland S.A.

Rzeszów, 5 January 2012

The Management Board of Asseco Poland S.A. (the "Company") announces that on 5 January 2012 the Company was notified by Aviva BZ WBK Open-End Pension Fund (hereinafter "Aviva Pension Fund") that, as a result of acquisitions of Asseco Poland shares effected on 29 December 2011, Aviva Pension Fund increased its voting interest in the Company by at least 2% up from 10.08% of the total number of votes previously held in the Company (as informed in the current report no. 74/2010 of 18 December 2010).

Before the above-mentioned transactions, as at 2 January 2012, Aviva Pension Fund held 9,334,498 shares in Asseco Poland S.A., which represented 12.03% of the Company's share capital (outstanding shares) and entitled to 9,334,498 votes or 12.03% of the total number of votes at the Company's General Meeting of Shareholders.

Following execution and settlement of the above-mentioned transactions, this is as at 3 January 2012, Aviva OFE held 9,384,498 shares in Asseco Poland S.A., which represented 12.10% of the Company's share capital (outstanding shares) and entitled to 9,384,498 votes or 12.10% voting interest at the Company's General Meeting of Shareholders. 

Legal basis:
Article 70 sect. 3 of the Law of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to organized trading, and on public companies (Journal of Laws of 2005 No. 184, item 1539)

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1/2012

Deadlines for publication of financial reports in 2012

Rzeszów, 4 January 2012

The Management Board of Asseco Poland S.A. ("Company") informs that during the year 2012 the Company will publish its financial reports on the following dates:

Annual reports for the year 2011
Separate Annual Report                 16 March 2012 
Consolidated Annual Report         16 March 2012  

Semi-annual report for the 1st half of 2012
Extended Consolidated Semi-Annual Report               24 August 2012  

Quarterly reports
Extended Consolidated Quarterly Report for Q1 2012               11 May 2012
Extended Consolidated Quarterly Report for Q3 2012               14 November 2012 

In accordance with § 83 sections 1 and 3 of the Regulation regarding current and periodic information, the Company informs that the consolidated quarterly reports and consolidated semi-annual report will also contain separate quarterly financial information and separate semi-annual condensed financial statements, respectively.

Pursuant to §102 sect. 1 of the above stated Regulation, the Company will not publish any consolidated quarterly report for the 4th quarter of 2011; whereas, pursuant to §101 sect. 2 of the Regulation, the Company will not publish any consolidated quarterly report for the 2nd quarter of 2012.

Legal basis:
Article 103 sect. 1 of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information to be submitted by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state (Journal of Laws of 2009 No. 33, item 259)

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1/2012

Current reports Infovide-Matrix Archive till year 2016 [86MB]

Current reports Infovide-Matrix Archive till year 2016 [86MB]

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