GPW - Giełda Papierów Wartościowych w Warszawie S.A.

Regulatory Filings • Apr 1, 2020

Current Report No 5/2020Date: 1 April 2020Legal basis: Article17(4) MAR - notification of a delay of the disclosure of insideinformationTopic: Disclosure of delayed inside informationconcerning a potential VAT correction in a subsidiaryContent:TheManagement Board of the Warsaw Stock Exchange ("GPW", "Company") actingpursuant to Article 17(1), (4) and (7) of Regulation (EU) No 596/2014 ofthe European Parliament and of the Council on market abuse (market abuseregulation) and repealing Directive 2003/6/EC of the European Parliamentand of the Council and Commission Directives 2003/124/EC, 2003/125/ECand 2004/72/EC ("MAR"), in connection with the cessation of criteria ofdelay of the disclosure of inside information, publishes informationconcerning a potential VAT correction in a subsidiary ("InsideInformation of 5 February 2020").Content of the delayedinformation of 5 February 2020 in accordance with Article 17(4) MAR:"TheManagement Board of the Warsaw Stock Exchange ("GPW", "Company")announces that on5 February 2020, an annual tax review of the GPWGroup gave rise to inside information concerning a potential VATcorrection in a subsidiary of which it indirectly holds 100%. Thepotential correction will have an adverse impact on the financialresults of the GPW Group. The amount of the potential correction iscurrently under review. The subsidiary has requested several independentthird-party tax opinions. Following the completion of the review and theadditional opinions, decisions will be made concerning the potentialcorrection and next steps.GPW will announce the next steps in theprocess in a separate current report."Reasons for thedelay of the disclosure of the Inside Information:On 1 April2020, the Company decided to publish the Inside Information followingthe cessation of criteria of delay of the disclosure of the information.TheCompany delayed the publication of the Inside Information due to thefact that immediate disclosure of the information was likely toprejudice the legitimate interests of the issuer. At the time ofdeciding to delay the disclosure of the Inside Information, thesubsidiary had not received any notification from the tax authorities ofany requirement to correct the VAT other than an individual taxinterpretation concerning the date when the right to a VAT deductionarose, and the final results of the subsidiary's review of the potentialcorrection remained unknown. At the time of deciding to delay thedisclosure of the Inside Information, the probability of a potential VATcorrection could not be estimated.Immediate publication of theInside Information before the completion of the review was likely toprejudice the adequate understanding of the information by the generalpublic. The issuer took measures necessary to make the final decision assoon as possible. Premature publication of the Inside Information waslikely to be misleading to investors with regard to the probability andthe conditions of a potential tax correction, resulting in wrongunderstanding of the information by investors.At the time ofdeciding to delay the publication of the Inside Information, themeasures taken by the subsidiary were preliminary, the scenarios underconsideration were diverse, the amount of the potential liability wassubject to review; as a result, no final decisions had been made. In theopinion of the Company's Management Board, it was in the legitimateinterest of the Company and of the external environment to delay thepublication of the Inside Information until the internal procedures werecompleted.With a view to the legitimate interest of the Issuer andits shareholders, in compliance with the requirements of MAR, the Issuerwill publish a separate report presenting the next steps in the process,including potential information concerning a required VAT correction, ifsuch information meets the criteria of inside information.Accordingto the third paragraph of Article 17(4) MAR, the Company will inform thePolish Financial Supervision Authority of the delay in the disclosure ofthe inside information immediately after the publication of this reportand provide a written explanation of how the conditions set out inArticle 17(4)(a)-(c) MAR were met.Legal basis: Article 17(4) ofRegulation (EU) No 596/2014 of the European Parliament and of theCouncil on market abuse (market abuse regulation) and repealingDirective 2003/6/EC of the European Parliament and of the Council andCommission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (EUOfficial Journal L 173).