Current reports

The Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Company") informs that today it has received a notification from the Company (the "Notice") submitted in performance of the obligations specified in Article 69(1)(1) of the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies (i.e. Journal of Laws of 2019, item 623), in connection with the purchase of the Company's 590,000 own shares as part of the buy-back of its own shares and the exceeding of 5% of the total number of votes in the Company.

The content of the received Notification is provided by the Company as an annex hereto.

Legal basis: Article 70 (1) of the Act on Public Offering - acquisition or disposal of a significant block of shares.        

The Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Issuer", the "Company") informs that as a result of the settlement of the transaction of purchase of its own shares on 27 June 2019, the Company purchased a total of 590,000 (in words: five hundred and ninety thousand) own shares coded as ISIN securities: PLERGPL00014, with a nominal value of PLN 4.00 each share, which together constitute 6.49% of the share capital of the Company. These shares correspond to 590,000 votes at the Company's General Meeting, which constitutes 6.49% of votes at the Company's General Meeting. All the acquired shares are ordinary shares. The purchase price was PLN 15.00 ( in words: fifteen zloty) per share. The total purchase price of Own Shares, increased by the costs of their acquisition, was not higher than the reserve capital established for this purpose from the amount which can be distributed under Art. 348.1 of the Polish Companies Act; however, the total amount the Company allocated for the purchase of its Own Shares did not exceed PLN 8,850,000,00.

The shares were purchased under the offer announced by the Company on 12 June 2019 (current reports no. 16/2019 and 16/2019/K) to purchase no more than 590,000 shares of the Company at a nominal value of PLN 4.00 each. The offer was announced on the basis of Resolution No. 15 of the Ordinary General Meeting of the Company of 6 June 2019 on authorization of the Management Board to purchase its own shares for the purpose of redemption, adopted pursuant to Article 362 § 1 point. 8 of the Commercial Companies Code.

The shares were purchased outside the regulated market, through mBank S.A. with its registered office in Warsaw - Dom Maklerski mBank, in the form of an invitation to tender for the sale of the Company's Own Shares, ensuring equal access of the Company's shareholders to the exercise of the right to sell the Company's Own Shares. In particular, each shareholder, in response to the invitation to tender for the sale of shares, could submit an offer to sell all the Company's shares to which he was entitled.

The purpose of acquiring Own Shares is to redeem them and subsequently reduce the Company's share capital, as determined in Art. 359 of the Polish Companies Act. Under § 2 of Resolution No. 15 of the Ordinary General Meeting of Shareholders of the Company of 6 June 2019, the Management Board of the Company shall submit a resolution on redemption of the acquired own shares to the agenda of the next General Meeting of Shareholders of the Company.

The Management Board informs that as of the date of publication of this report, the Company holds a total of 590,000 own shares, constituting 6.49% of the Company's share capital. These shares correspond to 590,000 votes at the General Meeting of the Company, which constitutes 6.49% of votes at the General Meeting of the Company.

Under the applicable legal regulations, the Company is not entitled to exercise voting rights attached to its own shares. Apart from the above, the Company does not hold any other own shares.

Legal basis: Article 17(1) MAR - confidential information.

The Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Company") informs that today, i.e. on 25 June 2019, it has received information about the result of the assignment and allocation of offers submitted by the Company's shareholders in response to the offer to buy back the Company's own shares announced by the Company on 12 June 2019 (current reports no. 16/2019 and 16/2019/K), pursuant to which:

a total of 20 offers were submitted, covering a total of 2,440,421 shares in the Company;

the average allocation rate was 24.18%;

the average reduction rate was 75.82%.

At the same time, on the basis of information obtained from mBank Brokerage House, an intermediary in the buy-back of own shares, the Company informs that the settlement of the buy-back of own shares is due to take place on 27 June 2019.

Legal basis: Article 17(1) MAR - confidential information.

The Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Issuer", the "Company") informs that in connection with the request of the Company's shareholder of 6 June 2019 addressed to the Company's Management Board during the Ordinary General Meeting of the Company (the "AGM") for information to be provided pursuant to Article 428 § 1 of the Commercial Companies Code (the "CCC"), the Management Board of the Issuer publishes the following list of questions received from the shareholder together with the Management Board's answers on 19 June 2019.

Centrum Nowoczesnych Technologii S.A. 

1. Maxer - trustee in bankruptcy. Is the execution of the contract at risk?

- Information contained on pages 34-35 of the separate financial statements of CNT S.A: "Maxer S.A. in bankruptcy - in accordance with the provisions of the agreement on assignment of payment claims in the amount of 97.5% of the net amount of each invoice issued by the General Contractor (MAXER S.A. in bankruptcy) to the Ordering Party: Państwowe Gospodarstwo Wodne Wody Polskie (hereinafter: Polish Waters) are made by the Ordering Party (the "Wody Polskie") directly to the account of the General Subcontractor (i.e. Consortium Leader - CNT S.A.) and Member of the Consortium (ETP S.A.)".

- The execution of the contract is not at risk.

2. At what stage is the realization of the Oder water barrage? Are there any delays in payments?

- The execution of the contract is proceeding in accordance with the assumed schedule specified in the Agreement. Within the framework of the contract execution under the name "Construction of the Malczyce water barrage on the Oder River", works related to, among others, liquidation of the permanent weir construction cofferdam, finishing works in the construction pit of the permanent weir and reconstruction of roads are still to be carried out.

- There are no delays in payments. 

3. Do the contracts take into account an increase in prices of materials and salaries?

- The answer to this question cannot be given because the contract details are confidential, and the breach thereof may expose the Company to damage (Legal basis §2 Art. 428 CCC).

GET EnTra Sp. z o.o.

1. Loss of PLN 8 million - what does it result from? - Is it the result of speculation on the energy market?

- GET EnTra sp. z o.o. is a separate business entity that operates its own bodies, i.e. the Management Board, the Supervisory Board, the General Meeting of Shareholders and its own reporting. Due to the nature of the business activity conducted by Get EnTra Sp. z o.o. where not all purchase contracts are concluded at the exact same time as the sale contracts, Get EnTra Sp. z o.o. may be exposed to market risks related to having a partially open position and a sudden change in prices on the market in 2018.

The year 2018 saw unprecedented fluctuations in some prices of futures contracts listed on the Polish Power Exchange (Towarowa Giełda Energii S.A.), which had a significant impact on the company's financial results. These events had a significant negative impact on the profitability of GET EnTra sp. z o.o. in 2018.

- The Issuing Party's Management Board proposes to review the current report no. 65/2018 and the Consolidated periodic report of the Capital Group for the third quarter of 2018 (pp. 57-58), where the factors influencing the occurrence of the above-mentioned loss are described.

2. Has Tomasz Krzyżewski been dismissed from the company in relation to the incurred loss?

- Information included on page 12 of the consolidated financial statements of the CNT Group for 2018: "On 27 August 2018 Mr. Tomasz Krzyżewski resigned from the position of Member of the Management Board of GET EnTra sp. z o.o.”. 

3. Risk measures have been established:

(a) Volumetric limit

(b) Value at Risk

Were these limits exceeded in 2018?

- In GET EnTra sp. z o.o., the internal control system is based on the market valuation of all open positions and a volumetric statement of those positions (mtm). Additionally, the Company has a fixed transaction volume limit and Value at Risk, which should not be exceeded under the Risk Control Procedure. The disclosure by the Company whether and when the risk levels in 2018 were exceeded is a disclosure of the internal Risk Control Procedure and constitutes the Company's trade secret.

4. What was the Value at Risk at the end of 2018?

- Disclosure of the Value at Risk level at the end of 2018 constitutes disclosure of the internal Risk Control Procedure and constitutes a trade secret of the company. At the same time, in the opinion of the Management Board of CNT S.A., the above question asked by the shareholder during the Ordinary General Meeting of CNT S.A. on 6 June 2019 does not meet the criteria set out in Article 428 § 1 of the Commercial Companies Code - it does not apply to the company and is not justified for the assessment of the issues included in the agenda of the Ordinary General Meeting of CNT S.A.

5. Why is the Czech branch run? What are the costs of running this branch? Has it been established for tax reasons?

- GET EnTra sp. z o.o. is a separate business entity from CNT S.A. which has its own bodies, i.e. the Management Board, Supervisory Board and Shareholders' Meeting, as well as its own reporting. In the opinion of the Management Board of CNT S.A., the above question asked by the shareholder during the Ordinary General Meeting of CNT S.A. on 6 June 2019 does not meet the criteria set out in Article 428 § 1 of the Commercial Companies Code - does not apply to the company and is not justified for the assessment of the issues included in the agenda, because the approval of the financial statements of GET EnTra sp. z o.o. for 2018 was the subject of the Ordinary General Meeting of Shareholders of GET EnTra sp. z o.o.

6. Is it possible to prepare the Company's financial results forecast? To what extent does the result depend on speculation on the energy market?

- GET EnTra sp. z o.o. is a separate business entity from CNT S.A. which has its own bodies, i.e. the Management Board, Supervisory Board and Shareholders' Meeting, as well as its own reporting. In the opinion of the Management Board of CNT S.A., the above question asked by the shareholder during the Ordinary General Meeting of CNT S.A. on 6 June 2019 year does not apply to CNT S.A. or matters included in the agenda of the Ordinary General Meeting of CNT S.A., because the approval of the financial statement of GET EnTra sp. z o.o. for 2018 year was the subject of the Ordinary General Meeting of Shareholders of GET EnTra sp. z o.o.

Centrum Nowoczesnych Technologii Spółka Akcyjna sp.k.

1. Did the Management Board take any steps in 2018 to find a new investment after the completion of Nowa 5 Dzielnica?

- Information included on page 15 of the consolidated financial statements of the CNT Group for 2018: "The activity of the limited partnership is focused on an investment in real estate purchased by the subsidiary and located in Krakow, Wrocławska 53. The subsidiary is implementing a development investment in the form of construction of a housing estate under the name of "Nowa 5 Dzielnica" (New 5th District) on the aforementioned real estate. (hereinafter the "N5D") with the necessary ancillary infrastructure and the sale of residential and commercial premises.

As it is evident from the above, Centrum Nowoczesnych Technologii Spółka Akcyjna sp. k. is a company established to carry out the investment under the name of "Nowa 5 Dzielnica", therefore the Management Board of CNT S.A. (acting on behalf of the general partner of a limited partnership) does not plan to carry out other investments by this subsidiary at the moment.

2. What is the sense of reducing the shares in the company in September 2018, and then the transfer of these funds to the company CNT S.A. sp.k.? Did the other shareholders provide the limited partnership with the funds in the same way?

- The reduction in the shares in September 2018 was a decision of all partners of the limited partnership and was carried out in accordance with the applicable legal regulations.

- Information contained on page 62 of the separate financial statements of CNT S.A:

"In 2018, the Company granted loans to its subsidiary Centrum Nowoczesnych Technologii Spółka Akcyjna spółka komandytowa. The balance of these loans as of 31.12.2018 amounted to PLN 9 000 thousand in total, with the repayment date by 31 August 2019. The interests and commissions were determined on an arm's length basis.”

"In February 2019, the Company granted a loan to its subsidiary Centrum Nowoczesnych Technologii Spółka Akcyjna spółka komandytowa for a total amount of PLN 3,000 thousand to be repaid by 31 August 2019. Interest and commissions were determined on an arm's length basis.

On 3 April 2019, as part of standard cash management tools at the level of the Capital Group, the Issuing Party granted another loan to the subsidiary Centrum Nowoczesnych Technologii Spółka Akcyjna spółka komandytowa for the amount of PLN 20,000 thousand to be repaid by 31 March 2020. Interest and commissions were established on an arm's length basis (WIBOR 3M plus margin).

On 3 April, the Issuing Party also signed annexes to the Contracts of loans granted to Centrum Nowoczesnych Technologii Spółka Akcyjna spółka komandytowa in 2018 for the amount of PLN 9,000 thousand and in February 2019 for the amount of PLN 3,000 thousand, and under these annexes the deadline for repayment of the aforementioned loans was extended until 31 March 2020. The remaining provisions of the aforementioned loan agreements remain unchanged.

The loans granted by the Group are described in the transfer pricing documentation. The loans were granted on the basis of written agreements. The terms and conditions of all loans are identical. The purpose of granting loans was to finance the ongoing operations of the company. The loans were granted against payment, i.e. with interest and a commission on granting them. The agreements do not require any additional arrangements upon early repayment of a given loan. The lender is obliged to return the loans on the dates specified in the agreements.”

3. What were the terms and conditions of the loan?

- Information on pages 62-63 of the separate financial statements of CNT S.A., where all loans granted, including those after the balance sheet date and the rules and interest rates applicable to loans (table on page 63) were described. Additionally, the company maintains transfer pricing documentation in this respect, and interest and commissions have been established on an arm's length basis.

4. Does the contract with Grimbud, Eiffage include clauses on changing the value of the contract due to an increase in prices of materials, wages and salaries?

- Information on page 34 of the consolidated financial statements of the CNT Group: "the contracts executed by the Company with Contractors are signed on the basis of lump-sum contracts" and therefore the lump-sum remuneration resulting from the above contracts will not change.

5. Did the company provide Ms. Joanna Mazur's with an apartment for free?

- In the opinion of the Management Board of CNT S.A., the above question asked by the shareholder during the Ordinary General Meeting of CNT S.A. on 6 June 2019 does not meet the criteria set out in Article 428 § 1 of the Commercial Companies Code - does not apply to the company and is not justified for the evaluation of matters included in the agenda of the Ordinary General Meeting of CNT S.A.

6. If so, why did the media not take care of the company's image in the course of the action, but of the image of Mr Jakubas himself?

- In the opinion of the Management Board of CNT S.A., the above question asked by the shareholder during the Ordinary General Meeting of CNT S.A. on 6 June 2019 does not meet the criteria set out in Article 428 § 1 of the Commercial Companies Code - does not apply to the company and is not justified for the assessment of the issues included in the agenda of the Ordinary General Meeting of Shareholders of CNT S.A.

Energopol - Południe sp. z o.o.

1. Business suspended until July 1st? What is the point of maintaining the company?

- In the opinion of the Management Board of CNT S.A., the above question asked by the shareholder during the Ordinary General Meeting of CNT S.A. on 6 June 2019 does not meet the criteria set out in Article 428 § 1 of the Commercial Companies Code - does not apply to the company and is not justified for the evaluation of the issues included in the agenda of the Ordinary General Meeting of Shareholders of CNT S.A.

Legal basis: § 19 section 1 item 12 of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state (Journal of Laws of 2018, item 757).

The Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Issuer", the "Company") hereby reports that today, i.e. on 19 June 2019 the Company and SQUARE 2 spółka z ograniczoną odpowiedzialnością spółka komandytowa with its registered office in Lublin (hereinafter referred to as the "SQUARE 2") signed a letter of intent concerning the determination of the possibility of the Issuer's (or the special purpose vehicle created for the purpose by the Issuer) acquisition of a land property located in Lublin, constituting plot No. 2/80, for which the District Court, Land and Mortgage Registers Department in Lublin, keeps the land and mortgage register number LU1I/00342197/4 (the "Property").

The Parties decided to conclude the Letter of Intent, as the Company is interested in purchasing the Real Property from SQUARE 2.

The Parties do not exclude also a possibility of joint investment in the form of a limited partnership, however, if such a cooperation takes place, SQUARE 2 shall be its limited partner, while the Issuer shall be the sole general partner of such a partnership.

The Parties will make a decision on the form and principles of their cooperation after CNT S.A. has regulated the principles of cooperation with the Maria Curie-Skłodowska University in Lublin (the "UMCS"), with which the Real Property is adjacent to.

The Parties agreed to sign a letter of intent to confirm their intentions regarding the determination of preliminary terms and conditions of development of the property in question and the determination of preliminary terms and conditions for a potential transaction of sale of real estate, provided that CNT S.A. takes further steps to acquire by CNT S.A. (or a special purpose vehicle established for this purpose by CNT S.A.) Real Property, including the regulation by CNT S.A. (or a special purpose vehicle established for this purpose by CNT S.A.) of the principles of good neighbourly cooperation with UMCS by concluding an agreement on good cooperation and neighbourly relations within the scope agreed by the Parties.

In the event of a possibility of purchasing the said real estate or joint investment, the Parties will be able to perform actions aimed at determining the rules, structure and schedule of transactions, which could be executed on the basis of a separate agreement.

Legal basis: Article 17(1) MAR - confidential information.

Due to an error in the contents of Current Report No. 16/2019, where point c) reads as follows:

"c) Own Shares shall be repurchased between 13 June 2019 and 24 June 2019;",

and correctly the content of letter c) should read:

"c) between 13 June 2019 and 24 June 2019, sales offers from the Company's shareholders wishing to sell their Own Shares shall be accepted, and the share repurchase is planned to take place on 27 June 2019;".

Below is the correct content of current report no. 16/2019:

"With reference to the current report no. 13/2019, the Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Issuer", the "Company") hereby informs that on 12 June 2019 it adopted a resolution on the adoption and publication of the Offer for the Share Repurchase carried out under the authorization granted by resolution no. 15 of the Ordinary General Meeting of Centrum Nowoczesnych Technologii S.A. of 6 June 2019.

Acting under Resolution No. 15 of the Ordinary General Meeting of the Company of 6 June 2019 on authorization of the Management Board to repurchase shares for redemption, adopted under Art. 362 § 1 point. 8 of the Commercial Companies Code, the Management Board of CNT S.A. adopted the Shares Repurchase Offer in the wording constituting an Appendix hereto and decided to make it public. Within the scope of the authorization granted and on the basis of Art. 362 § 2 of the Commercial Companies Code, the Management Board decided on the following principles and conditions for the acquisition of Own Shares:

a) the acquired Own Shares, i.e. shares of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec, designated with ISIN securities code: PLERGPL00014, shall be fully paid up;

b) Share Repurchase by the Company must be fully transferable and free from encumbrances, such as in particular ordinary, fiscal, register or financial pledge, attachment in enforcement proceedings, option, pre-emptive right or first option or any other right, encumbrance or restriction established for the benefit of third parties of a material or bond nature;

c) between 13 June 2019 and 24 June 2019, sale offers from the Company's shareholders wishing to sell their Own Shares shall be accepted, and the transaction of the share repurchase is planned take place on 27 June 2019;                                      

d) the purpose of share repurchasing is to redeem them and then reduce the Company's share capital in compliance with Art. 359 of the Commercial Companies Code;

e) The Shares shall be repurchased through mBank S.A. with its registered office in Warsaw (the "Intermediary Entity") outside the regulated market by an invitation to tender for the sale of Own Shares of the Company addressed to all shareholders of the Company (the "Offer"), which in each case shall not constitute: (i) a public call for subscription for the sale or exchange of shares referred to in Article 73 et seq. of the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies (Journal of Laws of 2019, item 623) (the "Public Offering Act"), or (ii) an offer within the meaning of Article 66 of the Act of 23 April 1964 of the Civil Code (Journal of Laws of 2018, item 1025, as amended), ensuring equal access of the Company's shareholders to the exercise of the right to sell Own Shares. In particular, each shareholder in response to the invitation to tender for the sale of shares may submit an offer to sell all the Company's shares to which he or she is entitled;

f) if the total number of the Company's shares covered by all the Sale Offers submitted at the time of acceptance of the Sale Offers is higher than the number of shares in the Share Repurchase Offer (590,000), the Company shall reduce the number of shares covered by the Sale Offers proportionally;

g) the total nominal value of the acquired Own Shares shall not exceed 6.49% of the Company's share capital;

h) the total number of Shares repurchased as part of the Offering shall not exceed 590,000 shares with a value of PLN 4.00 each;

i) before starting to buy Own Shares, the Company will publish the terms and conditions of the Offer in the form of a current report, published on the Company's website and on the website of the Intermediary Entity, bearing in mind the fact that the Company is a public company and to ensure that the shareholders of the Company are treated equally, in accordance with Article 20 of the Act on Public Offering;

j) the price offered by the Company will be PLN 15.00 per Share;

k) he total share repurchase price, increased by the costs of their acquisition, shall not be higher than the reserve capital established for this purpose from the amount which, pursuant to Article 348 § 1 of the Commercial Companies Code, may be allocated for distribution; however, the total amount which the Company shall allocate for the share repurchase shall not exceed PLN 8,850,000,00

Legal basis: Article 17(1) MAR - Confidential information.”

Centrum Nowoczesnych Technologii S.A. (the "Company") hereby provides the list of shareholders holding at least 5% of votes at the Annual General Meeting of Shareholders of CNT S.A. on 6 June 2019 (the "AGM") indicating the number of votes held by each of them proportionally to the number of shares and an indication of their percentage in the total number of votes at the AGM and the share capital of the Company.

At the Ordinary General Meeting of the Company on 6 June 2019 a total of 6,369,234 shares were represented (out of a total number of 9,090,000 shares in the Company), accounting for 70.07% of the share capital and entitling to a total of 6,369,234 votes at the AGM.

A list of shareholders holding at least 5% of votes at the AGM:

1. FIP 11 FIZ Non-Public Assets held 4,613,807 shares and the same number of votes at the AGM, which accounted for 72.44% of votes at the AGM and represent 50.76% of the share capital of the Company;
2. Multico sp. z o.o. held 614,890 shares and the same number of votes at the AGM, which accounted for 9.65% of votes at the AGM and represent 6.76% of the share capital of the Company;
3. Energopol-Warszawa S.A. held 464,519 shares and the same number of votes at the AGM, which accounted for 7.29% of votes at the AGM and represent 5.11% of the share capital of the Company;
4. Mr. Zbigniew Jakubas held 442,490 shares and the same number of votes at the AGM, which accounted for 6.95% of votes at the AGM and represent 4.87% of the share capital of the Company;

Legal basis: Art. 70 section 3 of the Act of 29 July 2005 on public offer and conditions for introducing financial instruments to organized trading system and on public companies (unified text: Journal of Laws 2019, item 623).

With reference to the current report no. 13/2019, the Management Board of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Issuer", the "Company") hereby informs that on 12 June 2019 it adopted a resolution on the adoption and publication of the Offer for the Share Repurchase carried out under the authorization granted by resolution no. 15 of the Ordinary General Meeting of Centrum Nowoczesnych Technologii S.A. of 6 June 2019.

Acting under Resolution No. 15 of the Ordinary General Meeting of the Company of 6 June 2019 on authorization of the Management Board to repurchase shares for redemption, adopted under Art. 362 § 1 point. 8 of the Commercial Companies Code, the Management Board of CNT S.A. adopted the Shares Repurchase Offer in the wording constituting an Appendix hereto and decided to make it public. Within the scope of the authorization granted and on the basis of Art. 362 § 2 of the Commercial Companies Code, the Management Board decided on the following principles and conditions for the acquisition of Own Shares:

a) the acquired Own Shares, i.e. shares of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec, designated with ISIN securities code: PLERGPL00014, shall be fully paid up;

b) Share Repurchase by the Company must be fully transferable and free from encumbrances, such as in particular ordinary, fiscal, register or financial pledge, attachment in enforcement proceedings, option, pre-emptive right or first option or any other right, encumbrance or restriction established for the benefit of third parties of a material or bond nature;

c) Own Shares shall be repurchased between 13 June 2019 and 24 June 2019;

d) the purpose of share repurchasing is to redeem them and then reduce the Company's share capital in compliance with Art. 359 of the Commercial Companies Code;

e) The Shares shall be repurchased through mBank S.A. with its registered office in Warsaw (the "Intermediary Entity") outside the regulated market by an invitation to tender for the sale of Own Shares of the Company addressed to all shareholders of the Company (the "Offer"), which in each case shall not constitute: (i) a public call for subscription for the sale or exchange of shares referred to in Article 73 et seq. of the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies (Journal of Laws of 2019, item 623) (the "Public Offering Act"), or (ii) an offer within the meaning of Article 66 of the Act of 23 April 1964 of the Civil Code (Journal of Laws of 2018, item 1025, as amended), ensuring equal access of the Company's shareholders to the exercise of the right to sell Own Shares. In particular, each shareholder in response to the invitation to tender for the sale of shares may submit an offer to sell all the Company's shares to which he or she is entitled;

f) if the total number of the Company's shares covered by all the Sale Offers submitted at the time of acceptance of the Sale Offers is higher than the number of shares in the Share Repurchase Offer (590,000), the Company shall reduce the number of shares covered by the Sale Offers proportionally;

g) the total nominal value of the acquired Own Shares shall not exceed 6.49% of the Company's share capital;

h) the total number of Shares repurchased as part of the Offering shall not exceed 590,000 shares with a value of PLN 4.00 each;

i) before starting to buy Own Shares, the Company will publish the terms and conditions of the Offer in the form of a current report, published on the Company's website and on the website of the Intermediary Entity, bearing in mind the fact that the Company is a public company and to ensure that the shareholders of the Company are treated equally, in accordance with Article 20 of the Act on Public Offering;

j) the price offered by the Company will be PLN 15.00 per Share;

k) he total share repurchase price, increased by the costs of their acquisition, shall not be higher than the reserve capital established for this purpose from the amount which, pursuant to Article 348 § 1 of the Commercial Companies Code, may be allocated for distribution; however, the total amount which the Company shall allocate for the share repurchase shall not exceed PLN 8,850,000,00

Legal basis: Article 17(1) MAR - Confidential information.

The Management of Centrum Nowoczesnych Technologii S.A. with its registered office in Sosnowiec (the "Issuer", the "Company") hereby informs that on 7June 2019, the Company received information that the Supervisory Board of the Company, acting on the basis Article 368 § 4 of the Commercial Companies Code, appointed on 6June 2019, Mr. Jacek Taźbirek to fulfil the function of the President of the Management Board of the Company of the next term of office i.e. until the day of the General Meeting of the Company confirming the financial statement of the Company for 2021. Simultaneously, the Supervisory Board decided about one-person Management Board of the next three-year term of office.

In accordance with the submitted declaration, Mr Jacek Taźbirek does not run any competitive activity towards the Company in particular, he does not participate in a competitive company as a partner in a civil law partnership, partnership or as a member of a competitive capital company or a member of the body of any competitive legal entity, with the exception of the position of the President of the Management Board of Maxer S.A. in bankruptcy and the function of the President of the Management Board of Energopol - Południe sp. o.o. fulfilled with the consent of the Supervisory Board of the Issuer and he is not entered in the Register of Insolvent Debtors under the Act of 20 August 1997 on the National Court Registry.

Mr. Jacek Taźbirek – since October 2007 President of the Board, Chief Executive Officer of the Centrum Nowoczesnych Technologii S.A.

Graduate of the Lublin University of Technology, Faculty of Construction and Sanitary Engineering and the Kozminski University of Entrepreneurship and Management in Warsaw (Executive MBA).

Professional background:

• 1985-1986 employed in Lublin Enterprise of Sanitary Installations,
• 1987-1988 employed in Enterprise for Export of Technical Services Exbud-Kielce Department in Lublin,
• 1988-1992 Director of Foreign Trade Office in Multico sp. z o.o. Joint-Venture,
• 1992-1999 Sales Director in Multico sp. z o.o. Joint-Venture,
• 2000-2001 Member of the Board, Commercial Director in Sonda S.A.,
• 2001-2002 Commercial Director in Multico sp. z o.o.,
• In 2003 President of the Board of Biazet S.A.,
• 2003-2004 Vice President of the Board of PMB S.A.,
• 2004-2005 adviser of the Board of Multico sp. z o.o.,
• Since March 2005 President of the Board of Maxer SA. in bankruptcy,
• Since February 2016 President of the Board of Energopol – Południe sp. z o.o. with its registered office in Sosnowiec (a subsidiary of CNT S.A.),
• Mr Jacek Taźbirek has been working for Centrum Nowoczesnych Technologii S.A. since 2006. Initially as a Board Advisor and since October 2007 as the President of the Board of the Company.

Mr. Jacek Taźbirek is a partner in the civil law partnership SEDNO s.c.

Legal basis: § 5 point 5 in connection with § 10 of the Regulation of the Minister of Finance of 29 March 2018 on 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 2018, item 757).

Management Board of Centrum Nowoczesnych Technologii S.A. (the "Issuer", the "Company") hereby informs that on 6 June 2019 The Annual General Meeting of CNT S.A. adopted a resolution on authorizing the Management Board to repurchase its own shares for the redemption, in the following wording:

“Resolution No. 15

of the Annual General Meeting of the Company

Centrum Nowoczesnych Technologii S.A.

dated on 6 June 2019

on the authorization of the Management Board to purchase the Company's own shares for their redemption

§1

The Ordinary General Meeting of Centrum Nowoczesnych Technologii Spółka Akcyjna with its registered office in Sosnowiec, acting pursuant to Article 362 § 1 point 8 of the Commercial Companies Code, hereby resolves to:

1) To give consent and authorize the Company's Management Board to repurchase the Company's own shares for their redemption, constituting not more than 6.49% of the Company's share capital, i.e. 590,000 shares with a nominal value of PLN 4.00 each (the "Own Shares"), provided that the Company shall acquire its Own Shares under the following conditions:

a) The repurchase of the Company's Own Shares will take place commencing on 12 June 2019 and will last no longer than until 27 June 2019 (the "Share repurchase period"),

b) Remuneration for Own Shares shall be paid from the supplementary capital created from profit or any other amount which, under Art. 348 § 1 of the Commercial Companies Code, may be allocated for distribution, provided that the total amount allocated by the Company for the share repurchase does not exceed PLN 8,850,000,000.00,

c) The Own Shares will be repurchased outside the regulated market by one or more invitations to tender for the sale of Own Shares addressed to all shareholders of the Company (the "Redemption Offer"),

d) The Company's Own Shares may be acquired directly by the Company or by the investment firm,

e) The purpose of share repurchasing is to redeem them and subsequently reduce the Company's share capital, as specified in Art. 359 of the Commercial Companies Code.

2) The share repurchase price in a given Buy-Back Offer will be the same for all the Shareholders. The Management Board is authorised to purchase up to PLN 15.00 for 1 Own Share. The repurchase price per own Share in the Share Repurchase Offer shall be the same for all Shareholders and shall amount to PLN 15.00 per 1 Share.

3) The invitation to submit offers for the sale of the Company's shares in each Repurchase Offer will be addressed to the Shareholders in a generally accessible manner, in particular via the website.

4) In order to redeem Own Shares, immediately after the expiry of the Share Repurchase Period, the Company's Management Board shall convene the Company's General Meeting with the agenda including at least adoption of resolution(s) on redemption of Own Shares and reduction of the Company's share capital as a result of redemption of Own Shares and an amendment to the Company's Articles of Association.

§2

1) The Management Board shall repurchase Shares with equal access of the Shareholders to the exercise of the right to sell the Shares. In particular, each shareholder, in response to an invitation to tender for the sale of shares, shall be able to submit an offer to sell all the Company's shares that he/she is entitled to. If the number of shares offered by the Shareholders is higher than the number of shares determined by the Company's Management Board in a given Repurchase Offer, the share repurchase shall be based on the principle of proportional reduction of the submitted offers and shall be rounded down to the nearest integer.

2) The Management Board of the Company is hereby authorised to take all factual and legal actions necessary to repurchase the Company's Shares for their redemption under this resolution.

3) The Management Board may resign or terminate the share repurchase before the expiry of the authorization period, prior to reaching the maximum number of Own Shares or before the amount referred to in § 1 Sec. 1 (b) above is reached.

§3

This Resolution shall come into force upon its adoption.

Legal basis: Article 17(1) MAR - confidential information.