Raporty

12/2014 Conclusion of an agreement on transferring part of the enterprise to the subsidiary Centrum Medyczne Diagnostyka sp. z o.o.

Zarząd Centrum Medyczne ENEL-MED S.A. (hereinafter referred to as the Company) hereby informs on conclusion on 28 February 2014 between the Company and the subsidiary Centrum Medyczne Diagnostyka sp. z o.o. of an agreement on transferring the organised part of the enterprise by the Company to the subsidiary.

Based on the agreement the Company transferred to the subsidiary company Centrum Medyczne Diagnostyka sp. z o.o. an organised part of the Company being a collection of tangible and intangible assets used for providing diagnostic imagining services in the following facilities: Diagnostic Unit Bielany in Warsaw, MRI Laboratory in Konin, MRI Laboratory in Mielec, Computer Tomography Laboratory in Poznań, MRI Laboratory in ‎‎‎‎ Łomży, Computer Tomography Laboratory in Wołomin and Diagnostic Laboratory in Lublin (hereinafter referred to as: the Organised Part of the Enterprise) with a total value of PLN 47,000,000.00 (forty seven million zlotys). The Organised Part of the Enterprise constitutes a non-cash contribution for paying up 4,950 (four thousand nine hundred and fifty) shares with a total nominal value of PLN 495,000.00 (four hundred thousand nine hundred and fifty zlotys) in Centrum Medyczne Diagnostyka sp. z o.o., created by way of the Resolution no.3 of 28 February 2014 by the Extraordinary Shareholders’ Meeting of Centrum Medyczne Diagnostyka sp. z o.o. The surplus between the value of the Organised Part of the Enterprise and the nominal value of the shares taken up in exchange for the non-cash contribution in the amount of PLN 46,505,000.00 (forty six million five hundred and five thousand zlotys) shall be allocated to the reserve capital of Centrum Medyczne Diagnostyka sp. z o.o. The Company holds 100% of shares in the share capital of Centrum Medyczne sp. z o.o.

The agreement concluded by the parties thereto enters into force and its provisions shall be effective as of the end of 30 April 2014.

Centrum Medyczne Diagnostyka sp. z o.o. intends to continue its present manner of using the assets of the Organised Part of the Enterprise.

The criterion of the acknowledgement of the assets being the subject of this agreement as the assets of a substantial value is the value of the Organised Part of the Enterprise.

The conclusion of the agreement was approved by the Extraordinary General Shareholders’ Meeting by way of the Resolution no.3 of 2 October 2013, the amended Resolution no.3 of 28 February 2014 and the Supervisory Board by its Resolution no.02/09/2013 of 25 September 2013 and the Resolution no. 04/01/2014 of 31 January 2014.