Transfer of an organized part of the undertaking TM SA to a subsidiary – 3LP SA
Date |
2016-07-01 |
Current report no. |
34/2016 |
The Management Board of TIM S.A. (hereinafter referred to as the Issuer) would like to inform that due to the performance of the resoluton of the Extraordinary General Meeting of TIM SA no. 5/28.01.2016 dated 28 January 2016 concerning the approval to sell an organized part of the undertaking in form of a Logistics Department, the Company informed about in the regulatory announcement no. 2/2016 dated 28 January 2016, on 30 June 2016, the Issuer concluded an agreement with 3LP SA, with its seat in Siechnice, in which TIM SA is the sole shareholder. The agreement concerns the transfer of an organized part of the undertaking in form of a unit defined as Logistics Department being a part of the undertaking run by TIM SA with its seat in Wrocław in favor of the subsidiary of the Issuer – 3LP SA. Pursuant to Resolution no. 2 of the Extraordinary General Meeting of 3LP SA dated 30 June 2016, the share capital of 3LP SA was raised from PLN 100,000.00 (in words: one hundred thousand zlotys) to PLN 35,100,000.00 (in words: thirty-five million one hundred thousand zlotys), i.e. by the amount of PLN 35,000,000.00 (in words: thirty-five million zlotys) by issuing 35,000,000 (in words: thirty-five million) new series B registered shares with numbers from B 00000001 to B 35000000, with a nominal value of PLN 1.00 (one Polish zloty) each. The newly issued shares of 3LP SA, which have been referred to above, have been acquired pursuant to the agreement concluded on 30.06.2016 by TIM SA and 3LP SA by private subscription by the sole shareholder of 3LP SA, i.e. the company TIM SA, in return for a non-cash contribution worth PLN 35,000,000 (in words: thirty-five million zlotys) in form of a unit described as Logistics Department constituting an organized part of the undertaking within the meaning of art. 4a point 4 of the act on corporate income tax, as well as art. 2 point 27e od the act on value added tax, being a part of the undertaking run as TIM SA, having properties of an independent undertaking within the meaning of art. 55.1. of the Civil Code, which consists of a set of tangible and intangible assets that have been organizationally and financially separated within an existing undertaking and that have been intended for logistics activities (including i.a. collection of goods to the warehouse, verification of data concerning goods, preparation of shipments on the basis of customers’ orders input into the information system, packaging of groups of goods, order picking, organization of shipment via package delivery companies), in particular: |
SIGNATURES OF PERSONS REPRESENTING THE COMPANY
2016-07-01, Artur Piekarczyk – Member of the Board |