Getin Noble Bank (GNB)

1.62PLN
0.00% 17:02

Current report number 16/2009

06.02.2009

Purchase of assets of significant value
 

Noble Bank S.A. (“Issuer”) hereby announces that on 6 February 2009 it was informed by its subsidiary Open Finance S.A., a company based in Warsaw, that on 6 February Open Finance executed an agreement with Getin Holding S.A., a company based in Wrocław, (“Getin Holding”) to purchase 500 (say: five hundred zlotys) ordinary registered shares in Panorama Finansów S.A., a company based in Warsaw, (“Company”) each with a nominal value of PLN 1000 (one thousand zlotys), for the price of PLN 500,000.00 (five hundred thousand zlotys), all of which shares account for 100 per cent of the Company’s share capital and entitle their holder to 100 per cent of votes at the Company’s general shareholders meeting.

The book value of the above assets in Open Finance’s books of account is PLN 500,000.00 (five hundred thousand zlotys). Open Finance purchased the assets with its own funds.

The shares account for more than 20 per cent of the Company’s share capital and therefore fall within the definition of “assets of significant value” under §2(1)(52) in connection with §2(5) of the Minister of Finance Regulation of 2005 October on current and periodic reporting by issuers of securities (Dz.U.(Official Journal) of , No.209, item 1744).

Open Finance has also informed the Issuer that the Company has been purchased in order to increase the effectiveness of distributing the financial products offered by Open Finance. The Issuer holds indirectly, i.e. through its subsidiary Open Finance, 500 shares in the Company, which shares account for 100 per cent of the Company’s share capital and entitle their holder to 100 per cent votes at the Company’s general shareholders meeting.

Open Finance is a subsidiary of the Issuer, with the Issuer holding 100 per cent of Open Finance’s shares, whereas Getin Holding holds shares in the Issuer, which shares account for 73.64 per cent of the Issuer’s share capital and entitle their holder to 73.64 per cent of votes at the Issuer’s general shareholders meeting.

In addition, the chairperson of the Issuer’s Management Board, Mr Jarosław Augustyniak, is a member of Open Finance’s Supervisory Board. The chairperson of the Issuer’s Supervisory Board, Mr Krzysztof Rosiński, is also a member of Open Finance’s Supervisory Board and the chairperson of Getin Holding’s Management Board. Mr Radosław Stefurak, who is a member of the Issuer’s Supervisory Board, is also a member of Getin Holding’s Management Board. Mr Dariusz Niedośpiał, who is a member of the Issuer’s Supervisory Board, is also a member of Open Finance’s Supervisory Board. Mr Remigiusz Baliński, who is a member of the Issuer’s Supervisory Board, is also the chairperson of Open Finance’s Supervisory Board and the deputy chairperson of Getin Holding’s Supervisory Board.

The assets purchased by Open Finance are considered as its long-term investment.  

Legal basis: §5(1)(1) in connection with §2(5) and §7 of the Minister of Finance Regulation of 19 October 2005 on current and periodic reporting by issuers of securities (Dz.U. (Journal of Laws) No.209, item 1744).