Current reports

Registration by the court of changes in the share capital structure of the issuer and of the amendments to the Articles of Association

Current report number: 20/2011

Data: 8 June 2011

Financial Supervision Authority
Pl. Powstańców Warszawy 1
00-950 Warszawa

The Management Board of TELL S.A., acting pursuant to §5 sec.1 item 9) and §38 sec.1 item 2) of the Regulation of the Minister of Finance in Poland dated 19 February 2009 on current and periodic information published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state (Journal of Laws No. 33 item 259 as amended), hereby informs that on 8 June 2011 the Company received the decision of the District Court for Poznań – Nowe Miasto and Wilda in Poznań, 8th Commercial Division of the National Court Register, dated 2 June 2011, which served as a basis for the registration on 2 June 2011 of the amendment to §4 of the Company’s Articles of Association, and of the changes related to the share capital structure connected with the conversion of registered shares into bearer shares, referred to in the current report No. 15/2011 of 4 May 2011.

The share capital remains unaltered, and amounts to PLN 1,261,924.60 (one million two hundred one thousand nine hundred and twenty four zlotys 60/100).

After the change the capital shall be divisible into:

a) 2,046,625 (two million forty six thousand six hundred and twenty five) registered preference series A shares,

b) 4,262,998 (four million two hundred sixty two thousand nine hundred and ninety eight) ordinary bearer shares, series A and B.

Total number of votes from all the issued shares is 8,356,248 (eight million three hundred fifty six thousand two hundred and forty eight). The change of the total number of votes took place upon the conversion of shares, the registration of changes in the share capital structure in connection with the share conversion is declarative in nature.
Enclosed is the wording of §4 of the Articles of Association previously in force, and the wording of this provision of the Articles of Association after the change registered by the Court, as well as a uniform text of the Articles of Association incorporating the registered change. The text does not incorporate the change of the share capital structure referred to above; conversion of registered shares into bearer shares took place at the request of a shareholder made after the last Annual General Meeting of Shareholders. The Management Board intends to present an appropriate draft amendment to the Articles of Association (adjusting the provisions concerning the number of shares to the situation after the conversion) at the next General Meeting.

Legal basis: Art. 56 sec.1 item 2 of the Act on Offer – ongoing and periodical information

Signed: Rafał Stempniewicz – President of the Management Board