PLAN OF MERGER OF "STALPROFIL" COMPANIES S.A. based in Dąbrowa Górnicza and STALPROFIL HANDEL Sp. z o.o. with its registered office in Dąbrowa Górnicza agreed on 9 October 2018
The first notification of the intention to merge the "STALPROFIL" S.A. with STALPROFIL HANDEL sp. z o.o.
(of 09.10.2018)
The first notification of the intention to merge the "STALPROFIL" S.A. with STALPROFIL HANDEL sp. z o.o.
According to art. 504 of the Code of Commercial Companies, the Management Board of "STALPROFIL" SPÓŁKA AKCYJNA with its registered office in Dąbrowa Górnicza, entered into the Register of Entrepreneurs kept by the District Court Katowice-Wschód in Katowice, 8th Commercial Department of the National Court Register under KRS number: 0000113043, with the share capital of PLN 1 750 000.00 paid in full (the Acquiring Company), for the first time notifies shareholders about the intention to merge with STALPROFIL HANDEL sp. z o.o. with registered office in Dąbrowa Górnicza, entered into the Register of Entrepreneurs kept by the District Court Katowice-Wschód in Katowice, 8th Commercial Department of the National Court Register under KRS number: 0000558973, with share capital of PLN 100 000.00 paid in full (the Acquired Company) and and informs that on 9 October 2018 was signed the Plan of Merger of Companies: "STALPROFIL" SPÓŁKA AKCYJNA with its registered office in Dąbrowa Górnicza (the Acquiring Company) with STALPROFIL HANDEL sp. o.o. with its registered office in Dąbrowa Górnicza (the Acquired Company).
The merger plan has been made available on the website of "STALPROFIL" SPÓŁKA AKCYJNA at www.stalprofil.com.pl , starting from 9 October 2018 and will be available without interruption until the end of the Extraordinary General Meeting of the Company at which the resolution will be adopted. According to art. 500 §2 (1) of the Code of Commercial Companies, the Acquiring Company withdraws from the requirement to announce the Merger Plan in the Ministry of the State Treasury, in view of free access to the publicity of the Merger Plan on its website.
The merger will take place through the acquisition by "STALPROFIL" SPÓŁKA AKCYJNA with its registered office in Dąbrowa Górnicza, the company STALPROFIL HANDEL sp. z o.o. with its registered office in Dąbrowa Górnicza, by transferring to STALPROFIL S.A. as the only shareholder all assets of STALPROFIL HANDEL sp. z o.o., in a simplified manner and without increasing the share capital of "STALPROFIL" S.A., ie on the basis of art. 492 §1 point 1), art. 515 §1 and 516 §6 of the Code of Commercial Companies and on the terms set out in the Merger Plan of 9 October 2018.
Shareholders of the Acquiring Company from 9 October 2018 to the day of the end of the Extraordinary General Meeting of the Company, at which the merger resolution will be adopted, at the office of the Acquiring Company, ie in Dąbrowa Górnicza, at ul. Roździeńskiego 11a, first floor, room C117 on working days from 8.00 to 15.00 may read documents referred to in art. 505 §1 of the Code of Commercial Companies.