RB nr 20/2009

Legal basis: Art. 56 subpar. 1 pt. 2 the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies and § 39 subpar. 1 pt. 1) pt. 2) of RO

The Management Board of MCI Management S.A. informs that on May 4, 2009 a notification of the Company on the convocation of the Ordinary General Assembly on May 28, 2009 was published in Monitor Sądowy i Gospodarczy no. 85/2009. The session of the General Assembly shall begin at 11:00 a.m. in the conference room in the seat of the Company at Klecińska 125 in Wrocław with the following agenda:

1. Opening of the Assembly.
2. Election of the Chairperson of the Assembly.
3. Verification of the correct convocation of the Assembly.
4. Approval of the agenda of the Assembly.
5. Consideration of the financial statements of the Company for 2008.
6. Consideration of the Management Board report on the operations of the Company for 2008.
7. Consideration of:
a) the report on operations and evaluation of operations of the Supervisory Board in 2008.
b) the Supervisory Board evaluation of the situation of the Company in 2008.
8. Adoption of the resolutions on the financial statements of the Company for 2008.
a) approval of the financial statements of the Company for 2008;
b) approval of the Management Board report on the operations of the Company for 2008;
c) approval of the Supervisory Board report and evaluations;
d) granting of approval of the performance by the members of the Management Board of their duties in 2008,
e) granting of approval of the performance by the members of the Supervisory Board of their duties in 2008.
f) distribution of profits of the Company for 2008.
9. Consideration of the consolidated financial statements of the MCI Group Capital for 2008.
10. Adoption of a resolution on approval of the consolidated financial statements of the MCI Group Capital for 2008.
10. Adoption of resolutions on amending the Statutes of the Company.
11. Adoption of a resolution on establishing the unified text of the Statutes of the Company.
12. Declaration of the expiry of the mandates of the members of the Supervisory Board as a result of expiry of the term of office.
13. Changes in the membership of the Supervisory Board.
14. Adoption of a resolution on dematerialization of M shares, granting the consent to conclude agreements with the National Depository for Securities regarding M shares and introduction of M shares to trading on the regulated market of the WSE.
15. Closing of the session.

In connection with the intent to amend the Statutes of the Company – according to Art. 402 § 2 of the Commercial Companies Code – the Management Board hereby provides the wording of the previous and suggested new provisions of the Statutes of the Company:

Previous wording of § 14 subpar. 1:

§ 14 1. The Supervisory Board shall be composed of 5 (five) to 8 (eight) members, including the Chairperson and the Vice-Chairperson. The number of the members of the Supervisory Board shall be determined by the General Assembly through a resolution.

Suggested wording of § 14 subpar. 1:

§ 14 1. The Supervisory Board shall be composed of 5 (five) to 8 (eight) members, including the Chairperson and the Vice-Chairperson.

The shareholders who at least a week before the date of the General Assembly, that is before May 21, 2009 submit by 4:00 p.m. at the seat of the Company the registered depositary certificates issued by the entity operating the securities account and they shall not take the submitted depositary certificates before the end of the session of the General Assembly shall be entitled to participate in the General Assembly. A copy of the financial statements, report of the Management Board, report of the Supervisory Board, a copy of the registered auditor opinion and materials on other matters included in the agenda shall be displayed for the shareholders fifteen days before the beginning of the session of the General Assembly. The list of the shareholders authorized to participate in the General Assembly shall be displayed for three weekdays before the beginning of the session of the General Assembly. The materials and the list of the shareholders shall be displayed in the office of the Company in Wrocław at Klecińska 125.