Report 35/2015

3 listopada 2015

Current Report No. 35 /2015 dated 3 November 2015

The request of shareholder to convene an Extraordinary General Meeting of Wirtualna Polska Holding S.A.

Legal basis: Article 56 sec. 1 item 1 of the Act dated 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies.

Content of Report:

The Management Board of Wirtualna Polska Holding S.A. (“Company”) hereby announces that on November 3rd, 2015 the Management Board obtained the request for an immediate convening of the Extraordinary General Meeting of the Company from Orfe S.A., company, which holds 9,31 % of shares in share capital of Company.
Pursuant to article 400 sec. 1 Polish Commercial Companies Code Orfe S.A. submitted the request for an immediate convening of the Extraordinary General Meeting and placing following matters on the agenda:
In conjunction to sec. 26 item 1 of the statues of the Company adoption of resolutions to expressing consent to exercise the voting rights by pledgees:

1.Jacek Świderski – exercise voting rights attached to 789.554 (seven hundred eighty nine thousands five hundred fifty four) or other, indicated by him, amount of A series registered shares in share capital of the Company with a nominal value of PLN 0,05 each, which are owned by European Media Holding S.à r.l.;
2.Michał Brański – exercise voting rights attached to 789.554 (seven hundred eighty nine thousands five hundred fifty four) or other, indicated by him, amount of A series registered shares in share capital of the Company with a nominal value of PLN 0,05 each, which are owned by European Media Holding S.à r.l.;
3.Krzysztof Sierota – exercise voting rights attached to 789.554 (seven hundred eighty nine thousands five hundred fifty four) or other, indicated by him, amount of A series registered shares in share capital of the Company with a nominal value of PLN 0,05 each, which are owned by European Media Holding S.à r.l.;

in relation with the intention to conclude a registered pledge agreement between European Media Holding S.à r.l. and: (i) Jacek Świderski, (ii) Michał Brański, and (iii) Krzysztof Sierota and in relation to the intention of placing in those agreements the right of pledgees to exercise voting rights attached to the shares of Company pursuant to article 340 sec. 1 of Polish Commercial Companies Code

The Management Board of the Company hereby announces that, pursuant to article 400 sec. 3 of Polish Commercial Companies Code, the Extraordinary General Meeting would be convened within two weeks of the submission of the request of the shareholder.

The drafts of resolutions will be announced in a subsequent current report with announcement about convening an Extraordinary General Meeting.

Legal basis: Article 56 sec. 1 item 1 of the Act dated 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies.

Signatures of the individuals representing the Company:
Jacek Świderski – President of the Management Board
Elżbieta Bujniewicz – Belka – Memeber of the Manangement Board/CFO