Current reports

Centrum Nowoczesnych Technologii S.A. headquartered in Sosnowiec (hereinafter: the "Company" or "CNT SA") announces that in accordance with Art. 400 § 1 in conjunction with the Art. 401 § 1 of the Commercial Companies Code, on 18 January 2017 the Company received a motion by FIP 11 Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych, by a shareholder of Centrum Nowoczesnych Technologii S.A.  holding shares representing at least 1/20 of the share capital of the Company, for and on behalf of which Fundusze Inwestycji Polskich Towarzystwo Funduszy Inwestycyjnych Spółka Akcyjna acts, with a request to convene an Extraordinary General Meeting of Shareholders of the Company and add certain issues to the Agenda, with the following contents:

"Acting pursuant to Art. 400 § 1 in conjunction with the Art. 401 § 1 of the Commercial Companies Code, on 18 January 2017 the Company received a motion by FIP 11 Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych by a shareholder of Centrum Nowoczesnych Technologii S.A.  holding shares representing at least 1/20 of the share capital of the Company, for and on behalf of which Fundusze Inwestycji Polskich Towarzystwo Funduszy Inwestycyjnych Spółka Akcyjna hereby requests the convening the General Meeting of Shareholders Company not later than on 24 February 2017 and add to the Agenda an item on the adoption of resolutions on changes in the Supervisory Board.

Under the Art. 401 § 1 of the Commercial Companies Code, we submit the attached draft resolutions in this regard.

RESOLUTION No. [...]

EXTRAORDINARY GENERAL MEETING

CNT S.A.

based in Sosnowiec, ul. Partyzantów 11

of [...] 2017

on changes in the composition of the Supervisory Board.

§1

The General Meeting of the Company acting pursuant to Art. 385 of the Commercial Companies Code, hereby resolves to dismiss Mr / Ms [...] from the Supervisory Board of the current term.

§2

The resolution comes into force on the date of its adoption.

RESOLUTION No. [...]

EXTRAORDINARY GENERAL MEETING

CNT S.A.

based in Sosnowiec, ul. Partyzantów 11

of [...] 2017

on changes in the composition of the Supervisory Board.

§1

The General Meeting of the Company acting pursuant to Art. 385 of the Commercial Companies Code, hereby decides to appoint Mr. / Ms [...] to the Supervisory Board of the current term.

§2

The resolution comes into force on the date of its adoption. "

The Board of Management of CNT S.A. shall inform about the Extraordinary General Meeting, whose planned agenda will cover the points indicated above, in a separate current report.

 Legal Basis: Art. 17 (1) MAR - confidential information.

The Board of Management of Centrum Nowoczesnych Technologii S.A headquartered in Sosnowiec (hereinafter: the "CNT", "Issuer") informs that on 18 January 2017, the Issuer received information from its subsidiary GET EnTra Sp. o.o. (the "Subsidiary") about the conclusion on the same day an annex to significant electricity purchase agreement signed on 12 April 2011 under a framework agreement based on EFET standards dated on 21 March 2008, on the basis of which the Subsidiary purchases electricity from Polenergia Elektrociepłownia Nowa Sarzyna Sp. z o.o. with its seat in Nowa Skarzyna ( "the Seller"). The Issuer informed about the previous annex extending the duration of the aforementioned electricity purchase agreement in the current report No. 76/2016.

According to the Annex, the duration of the aforementioned electricity purchase agreement has been extended from 31 December 2017 until 31 December 2019. The maximum estimated value of the electricity supply for the period by which the sales contract has been extended is:

•             approx. PLN 120 million with a delivery date within the period from 1 January 2018 to 31 December 2018, and

•             approx. PLN 120 million with a delivery date within the period from 1 January 2019 to 31 December 2019.

Currently the Seller owns irrevocable and unconditional bank guarantee of PLN 13.2 million issued by the bank PKO BP S.A. as security of the receivables of the Seller under the contract. The bank guarantee is valid until 30 September 2017, and no later than 4 August 2017 it will be estimated and extended for a further period of the Agreement, i.e. until 30 Septemebr 2018. A similar procedure for securing implementation of the aforementioned agreement in a form of a bank guarantee shall be applied in relation to the additional period of the Agreement.

The agreement does not provide for contractual penalties.

Other terms and conditions of the aforementioned electricity sales agreement do not differ significantly from the commonly used terms and conditions and market standards applicable to such agreements and transactions.

At the same time, the Issuer explains that the current trading activity of GET EnTra Sp. o.o. is run at the Power Exchange S.A. and through bilateral transactions mainly on the basis of framework agreements. A the same time the turnover generated under the current agreement on electricity sales between the Subsidiary and Polenergia Elektrociepłownia Nowa Sarzyna Sp. z o.o. accounts for approx. 11% of the total turnover in electricity purchase made by the Subsidiary in 2016.

Legal Basis: Art. 17 (1) MAR - confidential information.

The Board of Management of Centrum Nowoczesnych Technologii S.A headquartered in Sosnowiec (hereinafter: the "CNT", "Issuer") informs that on 18 January 2017, the Issuer received information from its subsidiary GET EnTra Sp. o.o. (the "Subsidiary") about the conclusion on the same day an annex to significant electricity sales agreement signed on 12 April 2011 under a framework agreement based on EFET standards dated on 1 June 2009, on the basis of which the subsidiary sells electricity to Polenergia Obrót S.A.with its seat in Warsaw ( "the Annex"). The Issuer informed about the previous annex prolonging the duration of the aforementioned electricity sales agreement in the current report No. 73/2016.

According to the Annex, the duration of the aforementioned electricity sales agreement has been extended from 31 December 2017 until 31 December 2019. The maximum estimated value of the electricity supply for the period by which the sales contract has been extended is: 

•             approx. PLN 120 million with a delivery date within the period from 1 January 2018 to 31 December 2018, and

•             approx. PLN 120 million with a delivery date within the period from 1 January 2019 to 31 December 2019.

The transactions referred to above made by the Subsidiary shall be made in the ordinary course of business of electricity trading.

Currently the Subsidiary owns irrevocable and unconditional bank guarantee of PLN 12 million as security of the Subsidiary’s receivables of under the contract. The bank guarantee is valid until 4 February 2018, and no later than 22 December 2017 it will be estimated and extended for a further period of the Agreement, i.e. until 4 February 2019. A similar procedure for securing implementation of the aforementioned agreement in a form of a bank guarantee will be applied in relation to the additional period of the Agreement.

The agreement does not provide for contractual penalties.

Other terms and conditions of the aforementioned electricity sales agreement do not differ significantly from the commonly used terms and conditions and market standards applicable to such agreements and transactions.

At the same time, the Issuer explains that the current trading activity of GET EnTra Sp. o.o. is conducted at the Power Exchange S.A. and through bilateral transactions mainly on the basis of framework agreements. A the same time the turnover generated under the current agreement on electricity sales between the Subsidiary and Polenergia Obrót S.A accounts for approx. 11% of total turnover in electricity sales made by the Subsidiary in 2016.

Notwithstanding the foregoing, under the framework agreement the Subsidiary also concluded electricity sales transactions with Polenergia Obrót S.A accounting for about 1% of the total turnover in electricity sales made by the Subsidiary in 2016 and electricity purchase transactions accounting for about 1% of the total turnover in the purchase of electricity made by the Subsidiary in 2016.

Legal Basis: Art. 17 (1) MAR - confidential information

The Board of the Management of Centrum Nowoczesnych Technologii S.A. based in Sosnowiec (the "Issuer") announces that in connection with the sales of electricity and gas by the subsidiary GET EnTra Sp. o.o. (The "Subsidiary") on 11 January 2017, the total value of trading on the Polish Power Exchange S.A. (the "Exchange") in the period from 07.12.2016 to 11.01.2017 amounted to PLN 101,726 thous. The aforementioned amount includes, among others purchase and sales of electricity and gas with a delivery date during the period from 08.12.2016 to 31.12.2018. The transaction with the highest value contained in the aforementioned period was a package of deals of 13.12.2016 including the purchase and sales of electricity and gas with a total value of PLN 16,512 thous. with a delivery date during the period from 14 December 2016 to 31.12.2017.

The transactions referred to above made by the Subsidiary are carried out within the core business of energy trading, including in particular electricity trading and gas fuels trading in a network system.

Terms and conditions of concluded contracts (transactions) do not contain any provisions on contractual penalties as well as not diverge from typical terms and conditions of this kind / type of transactions on the market.

Legal Basis: Art. 17 (1) of MAR - confidential information.

The Board of Management of Centrum Nowoczesnych Technologii S.A. (hereinafter: the "Issuer") announces that on 9 January 2017 the subsidiary, i.e. Centrum Nowoczesnych Technologii Spółka Akcyjna spółka komandytowa (the "Subsidiary", "Ordering Party") concluded with a consortium composed of:

1. Eiffage Polska Serwis spółka z o.o. based in Warsaw  – Leader of the consortium,
2. Eiffage Polska Budownictwo S.A. based in Warsaw  – Member of the consortium

(hereinafter: the "Contractor") a contract to make a general contractor of two residential multi-family dwellings with services No. A2 and A3 with underground parking spaces, the necessary fixtures and infrastructure, as well as obtain by the Contractor on behalf of the Ordering Party final and unconditional decision about a permit to use the aforementioned buildings, which is the launch of the first stage of the Nowa 5 Dzielnica investment (Contract) in Krakow, 53 Wroclawska Street (Investment).

The Contractor's remuneration in respect of the contract is a lump sum and amounts to PLN 35,980 thousand net, which will be increased by the VAT due.

The Contractor is obliged to start the construction works constituting the subject of the contract within 7 days form transferring the site by the Ordering Party, which will take place on 16 January 2017, and complete the works by 08 May 2018, and get the final decision about the occupancy permit by 31 August 2018.

The contractor will guarantee the quality and warranty for the execution of the Contract for a period of 5 years and one month from the date of sale of the last apartment in A2 and A3 buildings, but no longer than 7 years from the date of signing the certificate of completion of the object of the contract.

The contract provides for the possibility of calculating contractual penalties for the Contractor in the amount of PLN 0.5 thousand to PLN 100 thousand due to:

1. a delay in the execution of the contract,
2. delays in the execution of the construction phase specified in the Material and Financial Schedule,
3. undue interruption of work lasting over 7 days,
4. a failure to notify about a Subcontractor or a notification infringing the contractual mode,
5. delays in the removal of faults and defects,
6. non-approved building material,
7. failure to comply with health and safety and fire safety regulations,

and resulting from other breaches of the contract.

Furthermore, the contract provides for the possibility of calculating contractual penalties of 10% of the gross remuneration for withdrawal from the contract by each of the parties for reasons attributable to the other party.

At the same time the Parties are entitled to claim additional compensation above the amount stipulated by the contractual penalties, in the general terms of the Civil Code.

Other terms and conditions of the contract, including in particular: 

• the technical conditions of the contract,
• insurance policies required from the Contractor,
• Performance Guarantee,
• the possibility of withdrawal,

do not differ from those commonly used and typical of this type of contracts.

Legal Basis: Art. 17 (1) MAR - confidential information.

The Board of Management of Centrum Nowoczesnych Technologii S.A. (hereinafter: the "Issuer") announces that on 9 January 2017 the subsidiary, i.e. Centrum Nowoczesnych Technologii Spółka Akcyjna spółka komandytowa (hereinafter: the "Subsidiary", "Ordering Party") concluded a contract with the Budimex S.A. based in Warsaw ( "the Contractor") to make them a general contractor of two residential multi-family dwellings with services No. A4 and A5 with underground parking spaces, the necessary fixtures and infrastructure, as well as obtain by the Contractor on behalf of the Ordering Party final and unconditional decision about a permit to use the aforementioned buildings, which means the launch of the first stage of the Nowa 5 Dzielnica investment (Contract) in Krakow, 53 Wroclawska Street (Investment).

The Contractor's remuneration in respect of the contract is a lump sum and amounts to

PLN 54,800 thousand net, which will be increased by the VAT due.

The Contractor is obliged to start the construction works constituting the subject of the contract within 7 days form transferring the site by the Ordering Party, which will take place on 16 January 2017, and complete the works by 08 May 2018, and get the final decision about the occupancy permit by 31 August 2018.

The contractor will guarantee the quality and warranty for the execution of the Contract for a period of 5 years and one month from the date of sale of the last apartment in A4 and A5 buildings, but no longer than 7 years from the date of signing the certificate of completion of the object of the contract.

The contract provides for the possibility of calculating contractual penalties for the Contractor in the amount of PLN 0.5 thousand to PLN 100 thousand due to:

1. a delay in the execution of the contract,
2. delays in the execution of the construction phase specified in the Material and Financial Schedule,
3. undue interruption of work lasting over 7 days,
4. a failure to notify about a Subcontractor or a notification infringing the contractual mode,
5. delays in the removal of faults and defects,
6. delays in delivery of the performance guarantee,
7. non-approved building material,
8. failure to comply with health and safety and fire safety regulations,

and resulting from other breaches of the contract.

Furthermore, the contract provides for the possibility of calculating contractual penalties of 10% of the gross remuneration for withdrawal from the contract by each of the parties for reasons attributable to the other party.

At the same time the Parties are entitled to claim additional compensation above the amount stipulated by the contractual penalties, in the general terms of the Civil Code.

Other terms and conditions of the contract, including in particular: 

• the technical conditions of the contract,
• insurance policies required from the Contractor,
• Performance Guarantee,
• the possibility of withdrawal,

do not differ from those commonly used and typical of this type of contracts.

Legal Basis: Art. 17 (1) MAR - confidential information.

In reference to the Current Report No. 84/2016, the Board of Management of Centrum Nowoczesnych Technologii Spółka Akcyjna with its seat in Sosnowiec (hereinafter: the "Issuer" or the "Company") announces that on January 4, 2017, the Issuer received information on the validation of the building permit covering construction of four residential multi-family dwellings within the implementation of the first stage of the Nowa 5 Dzielnica investment in Krakow.

According to information obtained from Krakow City Hall, facing no contestation, the building permit referred to in the aforementioned report at the time and manner provided by law, became binding on 3 January 2017 and shall be implemented starting from 4 January 2017.

Legal Basis: Art. 17 (1) MAR - confidential information.

The Board of Management of Centrum Nowoczesnych Technologii Spółka Akcyjna with its seat in Sosnowiec (hereinafter: the "Issuer" or the "Company") announces that on January 3, 2017, the Issuer has applied to the District Court in Wroclaw, 5^th Economic Department, with an action against Zakład Wodociągów i Kanalizacji Spółka z ograniczoną odpowiedzialnością in Oława ("Defendant") for the payment of part of the remuneration, including interest for work performed by the Company within the framework of the task entitled Contract 1 "Construction of water supply and sanitary sewage systems - Nowy Otok" implemented by the Company under the Project entitled "Modernization of the sewage treatment plant and the construction of water and sewage systems in Oława" (the "Contract"). The conclusion of the Contract, and then its termination was announced by the Issuer in the Current Reports No. 69/2010 and 11/2012, respectively.

The company explains that the lawsuit for payment filed today in the writ proceedings concerns the request for payment by the Defendant to the Company the amount of approx. PLN 5.4 million, together with interest. The amount required by the Issuer and indicated above comprises part of the remuneration payable to the Issuer for the execution of the Contract, the compensation due to the effective withdrawal of the Issuer by the fault of the Defendant from the unfulfilled part of the Contract and the capitalized interest for the delay.

skuteczność odstąpienia przez Emitenta od niewykonanej części Umowy z winy Pozwanego oraz brak podstaw do wstrzymania przez Pozwanego wypłaty wynagrodzenia należnego Spółce za wykonaną część robót.

According to the Issuer, the aforementioned claims as to the principle are justified. With reference to the information contained, among others, in the last periodic report, the Company reminds that the Wrocław Court of Appeal upheld the statement of the District Court confirming the efficiency of the renunciation by the Issuer from the unfulfilled part of the Contract by the fault of the Defendant, and there is no reason why the Defendant shall not pay the remuneration due to the Company for the performed works.

Legal Basis: Art. 17 (1) MAR - confidential information.

The Board of Management of Centrum Nowoczesnych Technologii Spółka Akcyjna with its seat in Sosnowiec (hereinafter: the "Issuer") announces that on December 16, 2016, the Issuer received from the subsidiary, i.e. Centrum Nowoczesnych Technologii Spółka Akcyjna spółka komandytowa (transl.: Limited Partnership) (the "Subsidiary") information concerning acknowledgment of receipt by the subsidiary on 16 December 2016 the decision issued by the Mayor of Krakow on 15 December 2016 approving the construction project and granting a building permit for four multi-family dwellings with services, with fixtures and an underground garage with parking spaces, with land development including the necessary technical infrastructure, internal roads, above-ground parking spaces and small architecture for real estate located in Krakow, the district of Krowodrza - on whose acquisition the Issuer informed, among others, in the Current Report No. 40/2016. This decision shall come into force after the expiration of fourteen days from the date of service by the parties to the proceedings and it applies to the first four buildings with numbers A2, A3, A4 and A5 commencing the implementation of the first stage of the investment Nowa 5 Dzielnica. The buildings will have from 7 to 9 floors above the ground level, two-storey underground parking spaces, and their total usable area will be about 27 thousand m2.

Immediately after the validation of the final building permit, the Subsidiary plans to start realization of the investment in Krakow. In the Issuer's opinion, the validation of the aforementioned building permit shall enable the Subsidiary to implement the strategy of the CNT Capital Group within its property development activity. The Company believes that the realization of investments will also significantly influence the financial results of future periods of the CNT Capital Group.

Legal Basis: Art. 17 (1) MAR - confidential information.

The Board of the Management of Centrum Nowoczesnych Technologii S.A. based in Sosnowiec (the "Issuer") announces that in connection with the sales of electricity and gas by the subsidiary GET EnTra Sp. o.o. (The "Subsidiary") on 6 December 2016, the total value of trading on the Polish Power Exchange S.A. (the "Exchange") in the period from 05.11.2016 to 06.12.2016 amounted to PLN 106,400 thous. The aforementioned amount includes, among others purchase and sales of electricity with a delivery date during the period from 06.11.2016 to 31.12.2018. The transaction with the highest value contained in the aforementioned period was a package of deals of 09.11.2016 including the purchase and sales of electricity with a total value of PLN 14,944 thous. with a delivery date during the period from 09 November 2016 to 31.12.2017.

The transactions referred to above made by the Subsidiary are carried out within the core business of energy trading, including in particular electricity trading and gas fuels trading in a network system.

Terms and conditions of concluded contracts (transactions) do not contain any provisions on contractual penalties as well as not diverge from typical terms and conditions of this kind / type of transactions on the market.

Legal Basis: Art. 17 (1) of MAR - confidential information.