RB 59/2018: Notification of major shareholding


RB 59/2018 
Date: June 2018
Legal basis: Art. 70 sec. 1 of the Act on Public Offering
Subject:  Notification of major shareholding


The Management Board of Benefit Systems S.A. with its registered seat in Warsaw (hereinafter, the ‘Company’) hereby announces that in furtherance of Article 69 Sec. 1 Item 2) and Article 69 Sec. 2 Item 1) point a) of 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 [Dz. U] of 2018, Item 512) (hereinafter, the ‘Act on Public Offering’) received a notice from Benefit Invest Ltd with its registered seat in Dublin (hereinafter, ‘BI’) on decrease in shareholding of BI below the threshold of 15% of the total number of votes in the Company; i.e. by at least 2% in the total number of votes in the Company.

The decrease in BI’s shareholding below the threshold of 15%, and therefore also by at least 2% of the total number of votes in the Company resulted from conclusion of a donation agreement between Fundacja Benefit Systems with its registered seat in Warsaw (hereinafter, the ‘Foundation’), and BI on the basis of which BI as the donor donated, and the Foundation, as the donee received 250 000 shares o the Company, representing 8.74% of the share capital of the Company and entitling to 250 000 votes at the Company’s General Meetings, which account for 8.74% of the total number of votes in the Company (hereinafter, ‘Transaction’).

As of 25 June 2018, i.e. directly before pursuing the Transaction, BI held 572 606 shares in the Company, which represented 20.03% of the share capital of the Company, entitled to 572 606 votes at the Company’s General Meetings and accounted for 20.03% of the total number of votes in the Company

After pursuing the Transaction BI holds 322 606 shares in the Company, which represent 11.28% of the share capital of the Company, entitle to 322 606 votes at the Company’s General Meetings and account for 11.28% of the total number of votes in the Company

In addition, BI announced the following:

1) BI has no subsidiaries (within the meaning of Article 4 Item 15) of the Act on Public Offering), that might hold any shares in the Company;

2) There is no person which is referred to in Article 87 Sec. 1 Item 3) letter point c) of the Act on Public Offering with respect to BI; and

3) BI is not entitled to any votes derived from shares in the Company, as referred to in Article 69 Sec. 4 Items 7) – 8) of the Act on Public Offering.

DateFirst name and surnamePosition/function
28 June 2018Izabela Walczewska-SchneyderMember of the Management Board
28 June 2018Grzegorz Haftarczyk Member of the Management Board