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GENERAL MEETING

THE SUWARY SPÓŁKA AKCYJNA MANAGEMENT BOARD NOTICE OF CONVENING AN ORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD AT 1 PM, ON MARCH 8, 2017 IN PABIANICE, PIOTRA SKARGI 45/47

15.02.2017

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Current report 41/2010 Concluding a significant transaction

The Management Board of SUWARY S.A. with its registered office in Pabianice (“the Company”) informs that today, i.e. on September 20th, 2010 the Company signed an agreement with Mr Szczepan Kwiatek, Mr Jerzy Marek Kamiński and the Kartpol Group Spółka z o.o. in Wołomin, ul. Łukaszewicza 11d, Wołomin 05-200 REGON 016275990, Tax Identification Number 1251076610, entered in the National Court Register kept by the District Court for the Capital City of Warsaw, XII Commercial Department of the National Court Register under the number KRS 0000080388 (“Kartpol”) hereinafter referred to as “an Agreement”. Mr Szczepan Kwiatek and Mr Jerzy Marek Kamiński are shareholders in Kartpol and currently they hold a 50% share each in the Kartpol share capital. The agreement specifies the terms and conditions of: - a sale contract with Mr Szczepan Kwiatek for the sale of 39 (in words: thirty nine) shares in Kartpol, which at the moment constitutes 39% (in words: thirty nine percent) of Kartpol share capital, and - a sale contract with Mr Jerzy Kamiński for the sale of 39 (in words: thirty nine) shares in Kartpol, which at the moment constitutes 39 % (in words: thirty nine percent) of Kartpol share capital - a preliminary sale contract with Mr Szczepan Kwiatek for the sale of 11 (in words: eleven) shares in Kartpol, which at the moment constitutes 11% (in words: eleven percent) of Kartpol share capital, and - a preliminary sale contract with Mr Jerzy Kaminski for the sale of 11 (in words: eleven) shares in Kartpol, which at the moment constitutes 11% (in words: eleven percent) of Kartpol share capital - the take-up of 10 (in words: ten) Kartpol shares by the Company of the total face value of PLN 500.00 (in words: five hundred złotys) each, for the total amount of PLN 3 300 000.00 (in words: three million three hundred thousand zlotys). The total acquisition price of 78 (in words: seventy eight ) shares in Kartpol for the acquisition of shares from Kartpol shareholders, which at the moment represent a 78% (in words: seventy eight percent) share in Kartpol share capital amounts to PLN 16 700 000.00 (in words: sixteen million seven hundred thousand złotys) (“the Total Acquisition Price”) and the price of one share in Kartpol amounts to PLN 214 102.56 (in words: two hundred fourteen thousand one hundred and two zlotys 56/100). The Parties provided for the option of lowering the Total Acquisition Price if the net profit of Kartpol from 2010 is lower than the one assumed by the Parties on the basis of the formula specified in the Agreement. The Agreement specifies the conditions for introducing the prohibition to run a competitive business by Mr Szczepan Kwiatek and Mr Jerzy Marek Kamiński, whose breach would entitle the Company to demand the payment of a stipulated penalty of PLN 2 000 000.00 (in words: two million zlotys) from each Shareholder of Kartpol. In addition, Kartpol, Mr Szczepan Kwiatek and Mr Jerzy Marek Kaminski submitted their respective declarations and assertions on the legal status of Kartpol, whose breach would result in an obligation to remedy the damage on the terms and conditions specified in the Agreement and the payment of a stipulated penalty in an amount of PLN 1 000 000.00 (in words: one million zlotys) by Mr Szczepan Kwiatek and Mr Jerzy Marek Kaminski The criterion for recognizing the Agreement as a significant one is the amount of the Company equity.

2010-09-20

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