AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Ciech S.A.

Major Shareholding Notification Jun 14, 2018

5563_rns_2018-06-14_b87e252a-64a8-4fcc-8554-52dc1c2ede5f.html

Major Shareholding Notification

Open in Viewer

Opens in native device viewer

Contents of the report:

TheManagement Board of CIECH S.A. with its registered office in Warsaw (the"Company") informs that today the Company received a noticefrom Mr Sebastian Kulczyk and Ms Dominika Kulczyk (the "Notice"),in compliance with the obligation under article 69 section 1 point 1 ofthe Act of 29 July 2005 on Public Offering, Conditions Governing theIntroduction of Financial Instruments to Organised Trading, and PublicCompanies (consolidated text: Journal of Laws of 2018, item 512, asamended) (the "Act"), of an indirect acquisition of theCompany's shares as a result of inheritance.

Accordingto the Notice, as a result of indirect acquisition of 26,952,052 (inwords: twenty-six million nine hundred and fifty-two thousand andfifty-two) shares in the Company on 13 June 2018, Mr Sebastian Kulczykand Ms Dominika Kulczyk exceeded the threshold of 50% (in words: fiftypercent) of the total number votes at the general meeting of theCompany. At the same time, Mr Sebastian Kulczyk and Ms Dominika Kulczykinformed that as a result of the indirect acquisition of the Company'sshares referred to in the preceding sentence, Mr Sebastian Kulczykbecame a dominant entity of the Company.

The indirect acquisition of shares in the Company wasa result of inheritance, while the shareswere handed over and the constitutive entry into the Cypriot companies'register was made on 13 June 2018.

The basis for the inheritance was the will of Dr JanKulczyk executed under Swiss law. The estate comprisedinter alia100% (say:one hundred percent) of shares in the company LuglioLimited ("Luglio"), a Cypriot law company, being thedominant entity of Kulczyk Investments S.A. ("KI"), whichholds indirectly via KI Chemistry S.à r.l. 26,952,052 (say:twenty-sixmillion nine hundred fifty-two thousand fifty-two) shares in theCompany, constituting 51.14% (say:fifty-one and fourteen hundredthpercent) of the Company's share capital and authorising to exercise26,952,052 (say:twenty-six million nine hundred fifty-two thousandfifty-two) votes on the Company's shareholders meeting, constituting51.14% (say:fifty-one and fourteen hundredth percent) of thetotal number of votes on the Company's shareholders meeting. Incompliance with Cypriot law the acquisition of the shares in Lugliorequires an entry to a relevant register and is effective as of themoment of such entry.

On 13 June 2018 in line with the certificated issuedby the Ministry of Energy, Commerce, Industry and Tourism Mr SebastianKulczyk and Ms Dominika Kulczyk were entered into the Cypriot companies'register as co-owners of 100% (say:one hundred percent) ofshares in Luglio. In compliance with Cypriot law Mr Sebastian Kulczykand Ms Dominika Kulczyk are co-owners of 100% (say:one hundredpercent) of shares in Luglio, while under Cypriot law each of themis considered to own all the shares subject to co-ownership. Further, inline with Cypriot law, in case shares in a company are subject toco-ownership, one of the co-owners needs to be entered into Cypriotcompanies' corporate register, as maintained by the company's secretaryas so called senior shareholder.

Mr Sebastian Kulczyk and Ms Dominika Kulczyk have notentered into any arrangement pertaining to the manner of exercisingtheir rights attaching to the shares in Luglio, in particular pertainingto the exercising of voting rights. In case of lack of agreement betweenthe co-owners as to the manner of exercising voting rights attaching tothe shares, Cypriot law stipulates that the senior shareholder hasa casting vote.

Mr Sebastian Kulczyk and Ms Dominika Kulczyk informedthat Mr Sebastian Kulczyk is the senior shareholder of Luglio, thus MrSebastian Kulczyk (individually) - given the status and rights ofa senior shareholder - is the dominant entity of the Company within themeaning of the Act.

As required under Art. 69 (4)(2) of the Act MrSebastian Kulczyk and Ms Dominika Kulczyk informed that prior to theacquisition of shares referred to the Notice they did not hold (directlyor indirectly) any shares in the Company.

As required under Art. 69 (4)(3) of the Act MrSebastian Kulczyk and Ms Dominika Kulczyk informed that as at the datehereof each of them holds 26,952,052 (say:twenty-six million ninehundred fifty-two thousand fifty-two) shares in the Company,constituting 51.14% (say:fifty-one and fourteen hundredth percent)of the Company's share capital and authorising to exercise 26,952,052(say:twenty-six million nine hundred fifty-two thousand fifty-two)votes on the Company's shareholders meeting, constituting 51.14% (say:fifty-oneand fourteen hundredth percent) of the total number of votes on theCompany's shareholders meeting.

As required under Art. 69 (4)(5) of the Act MrSebastian Kulczyk and Ms Dominika Kulczyk informed that they hold theCompany's shares referred to the Notice indirectly, via Luglio, KI andKI Chemistry S.à r.l. No other subsidiaries of Mr Sebastian Kulczyk orMs Dominika Kulczyk hold shares in the Company.

As required under Art. 69 (4)(6) of the Act MrSebastian Kulczyk and Ms Dominika Kulczyk informed that no personreferred to in Art. 87 (1)(3)(c) exists.

As required under Art. 69 (4)(7) of the Act MrSebastian Kulczyk and Ms Dominika Kulczyk informed that the number ofvotes calculated in line with Art. 69b (2) of the Act, to theacquisition of which Mr Sebastian Kulczyk or Ms Dominika Kulczyk wouldbe entitled or obliged as holders of financial instruments referred toin Art. 69b (1)(2) of the Act, which are executed solely by way ofpecuniary settlement is 0 (say:zero).

As required under Art. 69 (4)(8) of the Act MrSebastian Kulczyk and Ms Dominika Kulczyk informed that the number ofvotes calculated in line with Art. 69b (3) of the Act, to which thefinancial instruments referred to in Art. 69b (1)(2) of the Act would beconnected is 0 (say:zero).

Talk to a Data Expert

Have a question? We'll get back to you promptly.