In performance of an investment portfolio management agreement between Pioneer Pekao Towarzystwo Funduszy Inwestycyjnych S.A. and Pioneer Pekao Investment Management S.A. (“PPIM”), and acting pursuant to Art. 69.1.1 of  the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies of July 29th 2005 (Dz.U. of 2005 No. 184, item 1539, as amended), Pioneer Pekao Investment Management S.A. hereby notifies you on behalf of open-ended investment fund Pioneer Fundusz Inwestycyjny Otwarty that the fund’s involvement in PBG S.A., with respect to shares held in the fund’s portfolio managed by PPIM under an investment portfolio management agreement, has increased to 10.02% of the total vote at the Company’s General Shareholders Meeting.

The Bonds were issued based on an offer made to PBG S.A. by the Bank. Apart from the Bonds already issued, the Bank’s offer also includes a conditional cash credit facility of up to PLN 40,000,000. The credit facility may be made available to PBG S.A. on condition that the Bank approves the detailed cash flows (attributable to PBG) connected with the performance of the Contract, and such cash flows justify the need for financing in the form of a bank credit facility.
Once all the products have been made available to PBG S.A., Credit Agricole Corporate and Investment Bank S.A.’s commitment to PBG S.A. in connection with the execution of the LNG Terminal project in Świnoujście will reach PLN 201,014,200.

The agreement has been classified as significant based on the percentage of equity criterion.

The other material provisions of the agreement have not been amended.
 

Along with the framework agreement, on August 20th 2010 each Borrower also executed a guarantee agreement with the Polish Branch of Banco Espirito Santo de Investimento S.A. Under the guarantee agreements, the Companies guaranteed to the Bank timely and complete performance of their relevant obligations as well as due and timely repayment of any current and future liabilities under the framework agreement or any other liabilities as may arise thereunder. The Companies also agreed to pay up to PLN 225m, including interest, in the event of delay in any payment due under the agreement.
Concurrently, the Companies made a representation on submission to enforcement under the guarantee agreement up to PLN 225,000,000 (two hundred and twenty-five million złotys), including default interest accrued from the date of any writ of execution until the date of payment, with the reservation that the Bank should be authorized to submit application for attaching an enforcement clause to the execution title until December 31st 2021.
The Bank’s fee for performance of the agreements was determined on arm’s length basis.

The Agreement is deemed significant based on the value of equity.
 

In performance of an investment portfolio management agreement between Pioneer Pekao Towarzystwo Funduszy Inwestycyjnych S.A. and Pioneer Pekao Investment Management S.A. (“PPIM”), and acting pursuant to Art. 87.1.2.a of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies of July 29th 2005 (Dz.U. of 2005 No. 184, item 1539, as amended), Pioneer Pekao Investment Management S.A., hereby notifies you on behalf of:

1. Pioneer Fundusz Inwestycyjny Otwarty (open-end investment fund),
2. Specjalistyczny Fundusz Inwestycyjny Otwarty Telekomunikacji Polskiej (specialist open-end investment fund),
3. Pioneer Zmiennej Alokacji Specjalistyczny Fundusz Inwestycyjny Otwarty (open-end investment fund),
4. Pioneer Zmiennej Alokacji 2 Specjalistyczny Fundusz Inwestycyjny Otwarty (specialist open-end investment fund), and
5. Pioneer Zmiennej Alokacji 3 Specjalistyczny Fundusz Inwestycyjny Otwarty (specialist open-end investment fund),

that the aggregate shareholding of the investment funds  in PBG S.A., as regards shares held in the portfolios managed by PPIM under the investment portfolio management agreement, has increased to 10.02% of the total vote at the company’s general shareholders meeting.

Acting pursuant to Art.  87.1.3.b of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies of July 29th 2005 (Dz.U. of 2005 No. 184, item 1539, as amended) Pioneer Pekao Investment Management SA (PPIM) hereby informs you that its total shareholding in PBG S.A. has risen to 10.03% of the total vote at the General Shareholders Meeting of PBG SA as regards financial instruments held in the portfolios managed by PPIM as part of its portfolio management services.
 

Art. 56.5 of the Public Offering Act – information update
 

ALPINE Bau GmbH as the Consortium Leader is obliged to deliver and is responsible for 60% of the scope of work under the project, whereas PBG S.A., APRIVIA S.A. and HYDROBUDOWA POLSKA S.A. as Consortium Partners are obliged to deliver and are responsible for 40% of the scope of work under the project.

The Consortium undertook to complete the work under the Contract within 20 months from the start of work. The time necessary for completing the work does not include the periods between December 15th and March 15th.

The Contract provides for the following material contractual penalties:
The Consortium is obliged to pay contractual penalties to the Principal:
a) for failure to meet the Work Completion Time requirement – 0.03% of the Accepted Contract Amount for each day of delay;
b) for failure to use the annual limits for 2010 and 2011 – 0.01% of the annual limit for each day of delay;
c) in the event of termination of the Contract due to reasons attributable to the Contractor – 10% of the Accepted Contract Amount;
d) for failure to remove defects and carry out outstanding minor works specified in the Acceptance Certificate by the agreed date, or for failure to remove defects and carry out outstanding minor works within the warranty period by the date specified by the Engineer/ Principal – 0.01% of the Accepted Contract Amount for each day of delay.

In the event of termination of the Contract by the Principal due to reasons attributable to the Principal, the Consortium will be entitled to receive 10% of the Accepted Contract Amount.

Payment of contractual penalties by the Consortium does not relieve the Consortium from its obligation to complete the Work or from any other duties or obligations under the Contract. The parties are entitled to seek additional compensation in excess of the contractual penalties up to the amount of actually incurred damage. The Principal may deduct the amount of contractual penalties from any payment due to the Consortium. Payment of contractual penalties by the Consortium or deduction of the amount of contractual penalties by the Principal from any payment due to the Consortium in the circumstances referred to in item a) and b) does not relieve the Consortium from its obligation to complete the Work or from any other duties or obligations under the Contract.
The contract is classified as significant based on the percentage of equity criterion.

Legal basis:
Par. 5.1.3) of the Minister of Finance’s Regulation on current and periodic information to be 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, dated February 19th 2009.

The Management Board of PBG S.A. hereby reports that on July 20th 2010 the Company was notified of the conclusion on July 9th 2010 of an agreement with KGHM Polska Miedź S.A. for the execution and delivery of four complete Gas Turbine Generator Sets – gas turbines with low-emission burning systems, as well as their assembly and start-up. The turbines will be delivered for the following KGHM’s projects: Construction of a Combined Gas and Steam Cycle Unit in Highly-Efficient Cogeneration, and Construction of Combined Gas and Steam Cycle Units at the Głogów CHP Plant and the Polkowice CHP Plant.
PBG S.A. will have completed all the work, valued at PLN 95,100,000 (VAT-exclusive), by November 30th 2012.
The agreement is secured by a performance bond in the form of an insurance guarantee amounting to 10% of the contract’s price (VAT-inclusive).

The agreement has been classified as material due to the fact that it is the first power-sector contract procured by PBG S.A.

Legal Basis:
Art. 56.1.1 of the Public Offering Act – inside information.

Legal Basis:
Art. 56.5 of the Public Offering Act – information update.

The agreement has been classified as material due to the fact that it is the first power-sector contract procured by PBG S.A.

Legal Basis:
Art. 56.1.1 of the Public Offering Act – inside information.

Under the annex:
1. The amount of the limit granted was increased from PLN 150m to PLN 200m;
2. The term of the agreement was extended until December 16th 2010;
3. As INFRA S.A. ceased to be a member of the PBG Group, it withdrew from the agreement;
4. The list of security instruments under the agreement has been changed and comprises:
a) corporate guarantee issued by PBG S.A.,
b) five blank promissory notes with five promissory note declarations issued by PBG S.A. and guaranteed by HYDROBUDOWA POLSKA S.A. and HYDROBUDOWA 9 S.A.,
c) five blank promissory notes with five promissory note declarations issued by HYDROBUDOWA POLSKA S.A. and guaranteed by PBG S.A and HYDROBUDOWA 9 S.A.,
d) five blank promissory notes with five promissory note declarations issued by INFRA S.A. and guaranteed by PBG S.A.,
e) five blank promissory notes with five promissory note declarations issued by HYDROBUDOWA 9 S.A. and guaranteed by PBG S.A. and HYDROBUDOWA POLSKA S.A,
f) PBG S.A.’s, HYDROBUDOWA 9 S.A.’s and HYDROBUDOWA POLSKA S.A.’s declarations of voluntary submission to enforcement under Art. 777.1.5 of the Code of Civil Procedure; in the declarations each Applicant submits itself to enforcement with respect to TUiR WARTA S.A.’s claims under the performance bonds granted by TUiR WARTA S.A. for the benefit of both the Applicant and another Applicant being a party to the agreement.

The other material provisions of the agreement remain unchanged.

Further, in reference to Current Report No. 63/2008 dated September 10th 2008 (available at: http://www.pbg-sa.pl/en/investor-relations/current-reports/63-2008-conclusion-of-a-material-agreement-and-granting-mutual-guarantees.html), the Management Board of PBG S.A. hereby reports that on July 19th 2010 it became aware that on June 23rd 2010 an annex was signed to the performance bond insurance agreement with a specified guarantee limit concluded on August 29th 2008 between TUiR Warta S.A. and certain PBG Group members (PBG S.A., HYDROBUDOWA POLSKA S.A., INFRA S.A. and HYDROBUDOWA 9 S.A.).

Following INFRA S.A.’s withdrawal from the agreement, the original list of security instruments under the agreement has been changed and comprises:
a) corporate guarantee issued by PBG S.A.,
b) five blank promissory notes with five promissory note declarations issued by PBG S.A. and guaranteed by HYDROBUDOWA POLSKA S.A. and HYDROBUDOWA 9 S.A.,
c) five blank promissory notes with five promissory note declarations issued by HYDROBUDOWA POLSKA S.A. and guaranteed by PBG S.A and HYDROBUDOWA 9 S.A.,
d) five blank promissory notes with five promissory note declarations issued by INFRA S.A. and guaranteed by PBG S.A.,
e) five blank promissory notes with five promissory note declarations issued by HYDROBUDOWA 9 S.A. and guaranteed by PBG S.A. and HYDROBUDOWA POLSKA S.A,
f) PBG S.A.’s, HYDROBUDOWA 9 S.A.’s and HYDROBUDOWA POLSKA S.A.’s declarations of voluntary submission to enforcement under Art. 777.1.5 of the Code of Civil Procedure; in the declarations each Applicant submits itself to enforcement with respect to TUiR WARTA S.A.’s claims under the performance bonds granted by TUiR WARTA S.A. for the benefit of both the Applicant and another Applicant being a party to the agreement.

The other material provisions of the agreement remain unchanged.

Legal Basis:
Art. 56.5 of the Public Offering Act – information update.

The project is scheduled to be completed by June 30th 2014.

Following a written notice the Principal has the right to rescind the Contract with regard to certain Works contemplated thereby, namely:

a) the ORV system (Open-Rack LNG Vaporiser) – until June 30th 2011, as a result of which the contract price would be reduced by PLN 206,070,000 (two hundred and six million, seventy thousand) (VAT excl.),
b) the nitrogen injection plant – until December 31st 2011, as a result of which the contract price would be reduced by PLN 120,167,000 (one hundred and twenty million, one hundred and sixty-seven thousand) (VAT excl.).

The total amount of contractual penalties which may be imposed upon the Consortium for its failure to satisfy the conditions for signing the Handover Protocol and the Milestones will not exceed 10% of the contract price. Likewise, the total amount of contractual penalties which may be imposed upon the Consortium for its failure to meet the agreed specifications will not exceed 10% of the contract price. Thus, the maximum amount of contractual penalties which the Principal may charge against the Consortium under the Contract will not exceed 20% of the Contract Price.

Pursuant to the Contract, the Consortium is obliged to provide the Principal – within 30 days of the Contract execution – with a Performance Bond Guarantee securing the Principal’s claims against the Consortium due to non-performance or improper performance of the Contract or any other claims connected with the Contract’s performance, and with an Advance Payment Guarantee. The value of the Performance Bond Guarantee will equal 10% of the Contract Price as at the Contract execution date. Payment of the contract price will be conditional upon the delivery by the Consortium of the Performance Bond Guarantee and the Advance Payment Guarantee.

The Contract has been classified as material based on the percentage of equity criterion.

Legal Basis:
Par. 5.1.3) of the Minister of Finance’s Regulation on current and periodic information to be 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, dated February 19th 2009.
 

The final repayment date of the Credit Facility was set at June 30th 2013.
Under the Agreement, the Companies will be able to use the following banking products:
a) long-term performance bond of 5% of the Contract value, which will be subsequently replaced with a removal of defects and flaws warranty of 1.5% of the Contract value,
b) medium-term revolving loan in the form of an overdraft facility, and
c) short and medium-term guarantees or letters of credit related to the performance of the Contract, including a downpayment refund guarantee.

The Credit Facility is secured with:
a) claim assignments;
b) power of attorney over the Companies’ accounts operated by the Bank;
c) Borrower’s declaration on voluntary submission to enforcement, a joint and several surety;
d) accession to the Credit Facility and a surety by PBG S.A. and APRIVIA S.A. along with a declaration on submission to enforcement or a joint and several surety;
e) cash security deposit in the Bank’s account made is respect of other guarantees or letters of credit which, for whatever reason, will expire after the end of the Construction Period or exceed the outstanding amount to be paid by the General Directorate for National Roads and Motorways (GDDKiA) under the Contract.
The agreement was entered into on arms length terms.
The agreement has been classified as significant based on the percentage of equity criterion.

Legal Basis:
Par. 5.1.3 of the Minister of Finance’s Regulation on current and periodic information to be 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, dated February 19th 2009.

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

The contract provides for the following material contractual penalties:
The Contractor is obliged to pay contractual penalties to the Principal:
a) for failure to meet the Work Completion Time requirement – 0.01% of the Accepted Contract Amount for each day of delay;
b) in the event of termination of the Contract due to reasons attributable to the Contractor – 10% of the Accepted Contract Amount;
c) for failure to deliver the Required Minimum Performance within the timeframe defined in the Appendix to the Bid – Contract Details – 0.01% of the Accepted Contract Amount for each day of delay;
d) in the event of any other breach of the contractual obligations – 0.01% of the Accepted Contract Amount for each such breach.
The Contractor is also obliged to pay contractual penalties if the Principal does not suffer any damage. Payment of contractual penalties does not relieve the Contractor from its obligation to complete the Work or from any other duties or obligations under the Contract. The Principal is entitled to seek additional compensation in excess of the contractual penalties up to the amount of actually incurred damage.
The Principal may deduct the amount of contractual penalties from any payment due to the Contractor. Payment of contractual penalties by the Contractor or deduction of the amount of contractual penalties by the Principal from any payment due to the Contractor in the circumstances referred to in item a) does not relieve the Contractor from its obligation to complete the Work or from any other duties or obligations under the Contract.

The Consortium agreed on the following division of works (in percentage terms):
1) PBG S.A., APRIVIA S.A. and HYDROBUDOWA POLSKA S.A. – delivery of and responsibility for 50% of the scope of work related to the project;
2) SIAC Construction Ltd – delivery of and responsibility for 50% of the scope of work related to the project.

The contract has been classified as significant based on the percentage of equity criterion.

Legal Basis:
Par. 5.1.3) of the Minister of Finance’s Regulation on current and periodic information to be 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, dated February 19th 2009.

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

1) as Consortium Leader (Consortium comprising PBG S.A. as the Leader and the following Consortium Partners: subsidiary APRIVIA S.A., subsidiary HYDROBUDOWA POLSKA S.A., SRB Civil Engineering Limited of Dublin and John Sisk&Son Limited of Dublin, Ireland)
The contract provides for the “Construction of the A1 Toruń-Stryków Motorway, Brzezie-Kowal Section III, from km 186+348 to km 215+850”.
The Accepted Contract Amount is PLN 702,768,700 VAT exclusive or PLN 857,377,814 VAT inclusive.
  
2) as Consortium Partner (Consortium comprising SRB Civil Engineering Limited of Dublin  as Consortium Leader and the following Consortium Partners: PBG S.A., subsidiary APRIVIA S.A., subsidiary HYDROBUDOWA POLSKA S.A. and John Sisk&Son Limited of Dublin)
The contract provides for the “Construction of A1 Toruń-Stryków Motorway, Czerniewice-Odolion Section I, from km 151+900 to km 163+300, and Odolion-Brzezie Section II, from km 163+300 to km 186+366”.
The Accepted Contract Amount is PLN 765,632,889.69 VAT exclusive or  PLN 934,061,145.42 VAT inclusive.

The Parties agreed on the following division of works in both contracts (in percentage terms):
- SRB Civil Engineering Limited  and John Sisk&Son Limited – delivery and responsibility for 50% of the scope of work related to the project,
- PBG S.A., APRIVIA S.A. and HYDROBUDOWA POLSKA S.A. – delivery and responsibility for 50% of the scope of work related to the project.

- reviewing the interim separate and consolidated financial statements as at June 30th 2010;
- auditing the separate financial statements of PBG S.A. as well as the consolidated financial statements of the PBG Group for 2010.

Grant Thornton Frąckowiak Sp. z o.o. (registered office in Poznań, at pl. Wiosny Ludów 2), which is entered in the register of entities qualified to audit financial statements under Reg. No. 238, provides PBG S.A. with services consisting in the audit of separate and consolidated accounts, review of separate and consolidated accounts, audit of financial projections and, occasionally, confirmation services.

Legal basis:
Par. 5.1.19) of the Regulation of the Minister of Finance concerning current and periodic information to be published by issuers of securities and the conditions for recognition as equivalent of the information whose disclosure is required under the laws of a state which is not a member state, dated February 19th 2009.

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

Further to Current Report No. 22/2009 of May 4th 2009 (available at http://www.pbg-sa.pl/en/investor-relations/current-reports/22-2009-execution-of-major-contract-for-construction-of-national-stadium-in-warsaw.html), the Management Board of PBG S.A. hereby reports that on June 9th 2010 the consortium led by ALPINE BAU DEUTSCHLAND AG and comprising ALPINE BAU GmbH, ALPINE Construction Polska Sp. z o.o., HYDROBUDOWA POLSKA S.A., and PBG S.A.  as consortium partners, executed an annex to the contract with Narodowe Centrum Sportu Sp. z o.o., an entity acting for and on behalf of the Polish Ministry of State Treasury. The contract provides for the construction of a multi-purpose National Stadium in Warsaw together with the auxiliary infrastructure necessary for proper operation of the stadium, which will allow the stadium to host football matches during the UEFA EURO 2012 championship.

Under the annex, the contract completion date was set for June 30th 2011.
 
The other material terms and conditions of the contract remain unchanged.

Legal Basis:
Art. 56.5 of the Public Offering Act – amendment of information

Legal basis:
Art. 56.1.1 of the Public Offering Act – inside information

The other material terms and conditions of the agreement remained unchanged.

Legal basis:
Art. 56.5 of the Public Offering Act – information update

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

Legal Basis:
Par. 38.1.7 of the Regulation of February 19th 2009 on current and periodic information to be 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.

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Legal Basis:
Art. 56.5 of the Public Offering Act – update of information

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

Basis for Preparation and Forecast’s Underlying Assumptions:
• The forecast of the PBG Group’s financial performance in 2010 was prepared taking into account the Group’s current order book as well as contracts which the Group plans to win and execute in 2010. The forecast is also based on the Group’s actual performance in January and February 2010.
• Revenue from infrastructure projects (the industrial construction segment) is expected to account for the largest proportion of consolidated revenue, contributing 37%. The gas market (the natural gas, crude oil and fuels segment) is expected to be the second largest source of consolidated revenue, with a 29% share, followed by the environmental protection market (the water segment) - 26%, and the road construction market - 8%.
• The 2010 guidance does not account for the effect of potential new large-value contracts for which the Group is currently bidding in a number of tenders, such as construction of the LNG terminal in Świnoujście or construction of power units in Opole.
• The 2010 financial forecast assumes there will be no significant adverse changes on markets where the PBG Group operates. it has been assumed that in the period covered by the forecast the exchange rates will remain constant and will equal the mid exchange rates quoted by the National Bank of Poland for March 31st 2010. The exchange rates adopted in the forecast are as follows:
- EUR 1 = PLN 3.8622;
- USD 1 = PLN 2.8720;
- CAD 1 = PLN 2.8267.
• For the purpose of the forecast, interest rates have been assumed to remain constant in the period covered by the forecast and will equal the WIBOR rates at March 31st 2010, that is:
- 1M WIBOR = 3.63%;
- 3M WIBOR = 4.10%;
- 6M WIBOR =  4.21%.
• The 2010 guidance does not take into account effects of potential acquisitions, except for the completed acquisition of 25% and one share in Energomontaż Południe S.A.;
• The forecast allows for the planned PLN 43m dividend payment by INFRA S.A. and the disposal of INFRA S.A. shares for a price of PLN 8m.

Monitoring, Review and Revision of the Forecast
The forecast will be monitored during the financial year on an on-going basis, through comparison of the actual performance vs. the budgeted values. Any changes in excess of at least 10% of the forecast values will be disclosed by way of current reports.

Legal basis:
Par. 5.1.25) of the Regulation of February 19th 2009 on current and periodic information to be 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. 

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Legal basis:
Par. 103.2 of the Regulation of February 19th 2009 on current and periodic information to be published by issuers of securities.

Signature of authorised person:
Magdalena Eckert-Boruta

1. Mr Jerzy Wiśniewski held 8,470,108 votes at the Annual General Shareholders Meeting out of the total of 11,925,111 votes represented at the Meeting, that is 71.02% of the total vote represented at the Meeting and 45.7% of the total vote under the outstanding shares.

2. ING OTWARTY FUNDUSZ EMERYTALNY held 1,100,000 votes at the Annual General Shareholders Meeting out of the total of 11,925,111 votes represented at the Meeting, that is 9.20% of the total vote represented at the Meeting and 5.93% of the total vote under the outstanding shares.

3. PIONEER PEKAO Investment Management S.A. held 1,280,450 votes at the Annual General Shareholders Meeting out of the total of 11,925,111 votes represented at the Meeting, that is 10.74% of the total vote represented at the Meeting and 6.91% of the total vote under the outstanding shares.

Legal basis:
Art. 70.3 of the Public Offering Act

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

Other material provisions of the agreement have not been amended.

Legal Basis:
Art. 56.5 of the Tender Act - disclosure update

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Legal Basis:
Par. 38.2 of the Regulation of February 19th 2009 on current and periodic information to be 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.

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Legal Basis:
Par. 5.22 of the Regulation of February 19th 2009 on current and periodic information to be 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.

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Legal Basis:
Par. 38.1.7 of the Regulation of February 19th 2009 on current and periodic information to be 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.

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Appendixes:

• Rules of procedure of the Supervisory Board
• Rules of procedure of the General Shareholders Meeting

Basis for the disclosure:
"Good Practice of Companies Listed on the Warsaw Stock Exchange,” Principle II.1.5

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Legal basis:
Art. 56.1.1 of the Public Offering Act – inside information

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

Following the correction, Current Reort No. 16/2010 reads as follows:
The Management Board of PBG S.A. hereby reports that PBG S.A. acquired 650,507 shares of HYDROBUDOWA POLSKA S.A. at a price of PLN 3.60 per share in a block transaction executed on April 12th 2010. Following the transaction, PBG S.A.’s interest in HYDROBUDOWA POLSKA S.A. increased to 132,748,692 shares representing 63.05% of the share capital and total vote at the GM. Prior to the transaction, PBG S.A. held 132,098,185 shares which represented 62.74% of the share capital and total vote at the GM of HYDROBUDOWA POLSKA S.A.

Given the size of the traded block of shares, the transaction does not meet the disclosure requirement under Art. 69 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies.

Legal basis:
Art. 56.1.1 of the Act on Public Offering – Inside Information

On behalf of PBG S.A.:
Magdalena Eckert-Boruta
 

Given the size of the traded block of shares, the transaction does not meet the disclosure requirement under Art. 69 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies.

Legal basis:
Art. 56.1.1 of the Act on Public Offering – Inside Information

On behalf of PBG S.A.:
Magdalena Eckert-Boruta

Legal basis:
Article 65(1) of the Public Offering Act and terms of introduction of financial instruments to organised trading and on public companies

Signature of the authorised person:
Magdalena Eckert-Boruta

Basis for the report:
„Good Practice Implemented by Companies listed in the Warsaw Stock Exchange”, rule III section 1 point 1.

Signature of the authorised person:
Magdalena Eckert-Boruta
 

The Management Board of PBG S.A., having its registered office in Wysogotowo, acting pursuant to Article 395 and Article 399(1) of the Code of Commercial Companies and pursuant to § 20(1) and (2) of the Company's Articles of Association hereby convenes the Annual General Meeting to be held on 21 April 2010 at 13.00 in the company's office in Warsaw, Aleje Ujazdowskie 41.

I. MEETING'S AGENDA:

1. The opening of the GM.
2. Election of the Chairperson of the GM
3. Declaration of the GM being duly convened and able to adopt binding resolutions. 4. Presentation of the agenda.
5. Election of the Voting Committee members.
6. The Board's presentation of the following: financial statements for FY 2009, Board's report on the Company's operations in FY 2009, consolidated financial statements of the Capital Group for FY 2009, report on the Capital Group's operations in FY 2009 and the proposal to distribute profit generated by the Company in FY 2009.
7. The Supervisory Board's presentation of the concise assessment of the Company's financial standing and the report on the results of the assessment regarding the financial statements for FY 2009, Board's report on the Company's operations in FY 2009, consolidated financial statements of the Capital Group for FY 2009, report on the Capital Group's operations in FY 2009 and the Management Board's proposal to distribute profit generated by the Company in FY 2009.
8. Examination of the reports.
9. Resolution on the approval of the Board's report on the Company's operations and the financial statements for FY 2009.
10. Resolution on the approval of the report on the Capital Group's operations and the consolidated financial statements of the Capital Group for FY 2009.
11. Resolution on the distribution of profit generated in FY 2009.
12. Resolution on the establishment of the record date and dividend payment date.
13. Resolutions on discharging members of the Management Board for due performance of their duties in 2009.
14. Resolution on discharging of members of the Supervisory Board for due performance of their duties in 2009.
15. Resolution on the establishment of the number of Supervisory Board members in the next term of office.
16. Resolution on the appointment of the members of the Supervisory Board due to expiration of terms of current members.
17. Resolution on the amendment of the Company's Articles of Association.
18. Resolution on the authorisation of the Supervisory Board to establish consolidated text of the Company's Articles of Association.
19. Resolution on the amendment of the By-laws of the Supervisory Board.
20. Resolution on the amendment of the By-laws of the General Meeting.
21. Closing of the Annual General Meeting.

Legal basis:
§ 38 of the Regulation of 19 February 2009 on current and interim information provided by issuers of securities and the conditions for recognising information required under the non-Member State law as equivalent.

Signature of the authorised person:
Magdalena Eckert-Boruta

Attachments:

• Regulations of the Supervisory Board
• Regulations of the General Meeting of Shareholders
• Instrument of proxy form
• Voting by proxy form
• Voting by post form

Legal basis:
Art. 56 section 1 point 2 of the Public Offering Act - current and periodical information

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
§ 31(2)-(4) of the Regulation of 19th February 2009 on current and interim information provided by issuers of securities and the conditions for recognising information required under the non-Member State law as equivalent.

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
§ 5(1) item 3 of the Regulation of 19th February 2009 on current and interim information provided by issuers of securities and the conditions for recognising information required under the non-Member State law as equivalent.

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta

The agreements were recognised as material due to PBG equity criterion.

Legal basis:
§ 5(1) item 3 of the Regulation of 19th February 2009 on current and interim information provided by issuers of securities and the conditions for recognising information required under the non-Member State law as equivalent.

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
§ 103(2) of the Regulation on current and periodic information provided by the issuers of securities of 19 February 2009.

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Legal basis:
Art. 160 item 4 of Financial Instruments Trading Act- information on transactions of persons with access to confidential information

Signature of an authorized person:
Magdalena Eckert-Boruta

Legal basis:
§ 100(1) of the Regulation on current and periodic information provided by the issuers of securities of 19 February 2009.

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
Art. 160 item 4 of Financial Instruments Trading Act- information on transactions of persons with access to confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta

Under the annex, the limit of the credit line was increased from PLN 90,000,000 to PLN 138,000,000 until 31 January 2010 and then to PLN 125,000,000.
The annex postpones the final credit line maturity date until 30 December 2017. Additionally, more Companies from PBG Capital Group, i.e. APRIVIA SA and Hydrobudowa 9 SA were included into the agreement.

Pursuant to the provisions of the annex, the credit line up to PLN 133,000,000 until 30 January 2010 and up to PLN 120,000,000 from 31 January to 30 November 2010 may be used:
1) up to PLN 73,000,000 until 30 January 2010 and up to PLN 60,000,000 from 31 January 2010 to 30 November 2010, or the equivalent of the said amounts in EUR or USD
1. until 30 November 2010 in the form of revolving credits in PLN, EUR or USD, with the purpose of financing current needs related to supply, production and sale of goods or provision of services, of cash settlement process and financing inventories, prepaid expenses and receivables from contractor settlements,
2. until 30 December 2017 in the form of revolving credit facilities to finance guarantee payments,
2) up to PLN 60,000,000 or the equivalent in EUR or USD:
3. until 30 November 2010 in the form of bank guarantees, especially advance payment bonds, performance bonds, maintenance bonds and retention bonds, but up to PLN 13,000,000 in the form of bid bonds and the longest guarantee validity date expires on 30 December 2017.
Until 30 November 2010 – a credit line up to PLN 5,000,000.00 may be used for transactions concluded with the Borrower under the "Framework Agreement on the Terms and Conditions of conclusion and performance of financial market transactions in BGŻ SA" and/or "Agreement on the conclusion of currency exchange transactions whose conditions are agreed individually with BGŻ SA customers" under the transaction limit granted by the Bank, where the longest guarantee validity date under the transaction limit expires on 30 November 2015.
In connection with the postponement of the credit limit maturity date, Borrowers submitted a declaration of being ready to submit themselves to enforcement procedure up to PLN 207,000,000, and the Bank may apply for an immediate execution of the enforceable title until 30 December 2020.
Other provisions of the agreement have not been amended.

Legal basis:
Art. 56 ust. 5 Ustawy o ofercie - aktualizacja informacji

Signature of the authorised person:
Magdalena Eckert-Boruta

PBG Dom issued a blank promissory note with a blank promissory note statement.
The Loan was charged interest at arm's length.

The total value of the agreements concluded is considered material based on the total shareholders' equity criterion of PGB S.A..
PBG Dom is a subsidiary of PBG SA.
 

Legal basis:
§5 paragraph 3(1) of the Regulation on current and periodic information provided by the issuers of securities of 19 February 2009.

Signature of the authorised person:
Magdalena Eckert-Boruta
 

The most valuable individual agreement is the agreement entered into on 19 June 2009, which totals PLN 69,312,136.98 net, where PBG S.A. acts as the Contractor. The subject of the agreement is general contractorship within the investment concerning the construction of an aggregate (melaphyre) quarry site and processing plant in Tłumaczów together with the loading and transport system and the construction of a railway siding.
The following agreed penalties have been set in the agreement:
1) The Contracting Party
- shall pay to the Contractor a contractual penalty, i.e. 10 percent of the cost estimate value, for withdrawing from the agreement due to reasons under his control;
- for each day of delay in handing over within the agreed time limit - 0.1 percent of the estimated gross value of the contract;
- for failure to provide the Contractor with a security within the agreed time limit - 0.1 percent of the estimated gross value of the contract per each day.
2) The Contractor
- shall pay to the Contracting Party a contractual penalty, i.e. 10 percent of the cost estimate value, for withdrawing from the agreement due to reasons under his control;;
- shall pay to the Contracting Party for the delay in the works completion – 0.1 percent of the net contract value.
The agreement expires on 30 September 2010. The Parties may extend the scope of the agreement.
The total value of the agreements concluded is considered material based on the total shareholders' equity criterion of PGB S.A..
Strateg Capital is an affiliated company of PBG S.A. – PBG holds an 18-percent stake in the Company.
 

Legal basis:
§5 paragraph 1 (3) of the Regulation on current and periodic information provided by the issuers of securities of 19 February 2009.

Signature of the authorised person:
Magdalena Eckert-Boruta

Total amount of contractual penalties can not exceed 10% of the Contract Value (altogether with VAT). Contractual penalty does not have exclusive character and Ordering is entitled to a right to seek compensation under relevant laws and regulations, provided the damage value exceeds the amount of contractual penalties stipulated in the contract.
The agreement was regarded material on account of the criterion of equity capitals.

Legal basis:
§5 item 1 point 3 of the 19th of February 2009 Decree concerning current and periodical information handed down by issuers of securities

Signature of an authorized person:
Magdalena Eckert-Boruta

By virtue of the agreement TUiR “WARTA” SA granted the Applicants a guarantee limit, within which, on behalf of the aforementioned companies of the PBG Capital Group, contract insurance guarantees will be given with an expiry period no longer than:
a) 3 years for tender and advance payment return guarantees,
b) 4 years for proper execution guarantees (plus 30 days for securities release),
c) 5 years for proper fault removal guarantees (plus 15 days for securities release),
whereby the maximum total contract guarantee period for a single contract (in conformity with the above limitations) is 6 years. In the case of guarantees connected with construction contracts co-financed using EU funds, concluded within public tenders and for public Beneficiaries this period is 7 years (plus 45 days for securities release).

This agreement is made for the period from the 17th of November 2009 to the 16th of May 2010 with the possibility of termination by way of a written 30-day notice by either one of the parties.

In relation to the guarantees granted within the limit, the following are payment security interests for any liabilities towards TUiR “WARTA” S.A.:
1) A corporate guarantee issued by PBG S.A.,
2) Five blank promissory notes with five Exchange bill declarations issued by each of the Companies and warranted by other Companies being the part in this agreement,
3) A declaration of willful submission to execution of all Applicants according to art. 777 § 1 point 5 of the Civil Code, by force of which each of the Applicants will submit to execution of TUiR “WARTA” S.A. claims resulting from guarantees given on behalf of the individual Applicant as well as other Applicants who are a party in this agreement.

The remuneration of TUiR “WARTA” S.A. for the guarantees given within the guarantee limit was settled on market terms.

The criterion of deeming this agreement meaningful is the equity capital of the Issuer.

Legal basis:
§5 item 1 point 3 of the 19th of February 2009 Decree concerning current and periodical information handed down by issuers of securities

Signature of an authorized person:
Magdalena Eckert-Boruta

Other arrangements of the agreement have not been changed.

Legal basis:
Art. 56 sec. 5 Act on the Offer – information update

Signature of an authorized person:
Magdalena Eckert-Boruta

By virtue of an annex there has been prolonged a term of credits repayment:
- circulating and in current account by 30th of November, 2010;
- of given and executed guarantees and also opened and paid out letter of credits by 1st of December, 2013.

Simultaneously, in relation to the prolonged term of credit limit repayment Credited Parties have given a statement concerning readiness to undergo the execution up to PLN 180.000.000 with the possibility of appealing by the Bank for granting the bank enforcement title the enforceability clause by 1st of December, 2016.

Other arrangements of the agreement have not been changed.

Legal basis:
Art. 56 sec. 5 Act on the Offer – information update

Signature of an authorized person:
Magdalena Eckert-Boruta
 

Other arrangements of the agreement have not been changed.

Legal basis:
Art. 56 sec. 5 Act on the Offer – information update

Signature of an authorized person:
Magdalena Eckert-Boruta
 

Kino Development Sp. z o.o. owns a built-up property situated in Warsaw which has been encumbered by agreed bail mortgage of PLN 6,500,000 in value. A residential building is planned to be erected at the property.
Moreover, as at 27 November Kino Development Sp. z o.o. has some outstanding liabilities towards Ornament Trading (Overseas)  Limited – the Liability. 
PBG Dom Sp. z o.o. committed themselves to pay the price of PLN 5,500,000  for the Shares and PLN 1,500,000 for the Liability but the sales agreement will come into force upon the delivery of the guarantee agreement concerning the seller's liabilities arising from the agreement to PBG Dom Sp. z o.o. Another condition to pay the Shares and Liability selling price of PLN 5,000,000 is the Seller's furnishing of the Debtor's permission to discharge the said agreed bail mortgage but  if this condition is not met, PBG Dom Sp. z o.o. may and the Seller is obliged to enter into a reverse Shares and Liability Sales Agreement.

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information
 

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Legal basis:
Art. 56 section 5 of the Offering Act – update of information

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta

In connection with the exercise of 17,743,002 subscription warrants, PBG S.A. will acquire 17,743,002 (seventeen million seven hundred forty three thousand and two) series E shares. Per-share issue price is PLN 3.45, and the total price of shares is at PLN 61,213,356.90 (sixty one million two hundred and thirteen thousand three hundred fifty six and 90/100).

Legal basis:
Art. 56 par. 1 section 1 of Public Offering Act – confidential information
Signature of the authorised person:
Magdalena Eckert-Boruta
 

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information
Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta

Additionally, the Management Board submitted a representation on taking 17,743,002 (seventeen million seven hundred forty three thousand and two) Series A registered subscription warrants issued pursuant to the resolution of the Extraordinary Meeting of Energomontaż Południe S.A. no. 2 dated 22 September 2009 on the conditional increase of the share capital through the issue of Series E shares without the subscription rights, issue of Series A subscription warrants without the subscription rights and the amendment to the Articles of Association.

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta
 

As a result of transactions carried out with two natural persons, PBG Dom took up 21,000 shares in Villa Poznań of PLN 100 in nominal per share value.  Share Capital of Villa Poznań totals PLN 2,110,000. The acquired shares account for 100% in the company's share capital and 100% in the total number of votes at the GMS. PBG Dom paid PLN 2,230,100 for the said shares.
PBG Dom considers the investment in shares as a long-term investment. Villa Poznań is a special purpose vehicle, holding an unencumbered vacant lot of 11,103 sq. m in area located in Poznań and earmarked for a development investment.

Legal basis:
Art. 56 section 1 item 1 of the Offer Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Legal basis:
§ 103 sec. 2 of the Resolution dated Feb. 19, 2009 on current and periodic information to be supplied by issuers of securities

Signature of an authorized person:
Magdalena Eckert-Boruta
 

Legal basis:
Art. 70 item 1of the Public Offering Act

Signature of the authorised person:
Magdalena Eckert-Boruta

Under the said annex, the credit limit has been decreased form PLN 100,000,000.00 to PLN 90,000,000.00
Moreover, the final date of credit limit repayment has been rescheduled earlier to 30 December  2014.

Pursuant to the provisions of the annex, the credit line may be used:

1) up to the amount of PLN 85,000,000.00.

? by 23 August 2009 in the form of letters of credit demonstrated as ordered by the Borrower in PLN, EUR or USD.
? by 30 July 2012 in the form of revolving credits for covering the payments on account of letters of credit.”

2) up to the amount of PLN 73,000,000.00 or its equivalent in EUR or USD:

? by 30 November 2009 in the form of revolving credits in a credit account in PLN, EUR or USD, with the purpose of financing current needs related to supply, production and sale of goods or provision of services, of cash settlement process and financing inventories, prepaid expenses and receivables from contractor settlements,
? by 30 November 2009 in the form of revolving credits in PLN, EUR or USD,
? by 30 December 2014 in the form of revolving credits for covering the payments on account of letters of credit.”

3) up to the amount of PLN 40,000,000.00 or its equivalent in EUR or USD:

? by 30 November 2009 in the form of bank guarantees, in particular, advance payment bond, performance bonds, maintenance bonds, retention bonds up to the amount of PLN 13,000,000 in the form of tender bonds while the longest validity period of bond expires on 30 December 2014.

By 30 November 2009 a credit facility up to PLN 5,000,000.00 may be used in the form of revolving credit facilities to cover the receivables of the Bank under the transactions concluded with the Borrower under "the Framework Agreement concerning the conditions of conclusion and performance of financial market transactions in BGŻ SA" and/or "The agreement concerning the conclusion of currency exchange transactions, the conditions of which are agreed individually with each BGŻ SA customer under transaction limit granted by the Bank” and the validity period of the longest transaction under the transaction limit expires on 30 December 2014.

Pursuant to the annex concluded, all Borrowers have jointly committed themselves to repay the credit facility in the part concerning credits and Bank’s receivables resulting from the payment of the guarantees issued and letters of credit opened:
a) if payment is made by 30 November 2009 – on the last day of the period at the latest,
b) if payment is made after 30 November 2009 – on the Bank’s payment date.

Other provisions of the agreement have not been amended.

Legal basis:

Art. 56 section 5 of the Public Offering Act - information update

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
Art. 160 sec. 4 Act on the Offer

Signature of an authorized person
Magdalena Eckert-Boruta
 

The object of the Agreement valued at net PLN 93,000,000 includes Prefabrication, construction and installation of the steel roof structure within the scope of the investment: Second stage of construction works at the Baltic Arena construction site - football stadium in Gdańsk Letnica”. The remuneration may be decreased by net PLN 7,950,000 should the Contractor relinquish part of the construction and installation works stipulated in the Agreement.
The investment is to be delivered by the Subcontractor by 13 August 2010.

Pursuant to the Agreement, the following contractual penalties have been determined:
- 0.05% of the gross remuneration per each day of delay or stoppage in the performance of the object of the said Agreement, in the repair of defects identified upon acceptance of works or during the warranty period, as well as for causing stoppage through the fault of the Contractor’s.
15% of gross remuneration; for withdrawing from or terminating the Agreement with immediate effect due to reasons depending on the Contractor.
The aggregate amount of all contractual penalties cannot exceed 15% of gross contractual remuneration. Irrespective of the contractual penalties, the Parties may claim compensation up to the value of damage incurred.

The Contractors hold joint liability for obligations towards the Contracting Party.
Pursuant to the Agreement, the Consortium of Hydrobudowa Polska and Energomontaż Południe, Energomontaż will perform works worth net PLN 91.5m, but the value of the works may drop should the Contractor relinquish part of originally arranged works.

Additionally, with reference to current report 72/2009 published on 22 September 2009 (available at: http://www.pbg-sa.pl/relacje-inwestorskie/informacje-ogolne/raporty-biezace.html) the Management Board of PBG S.A. reminds that PBG S.A. is bound with Energomontaż Południe by a Conditional Investment Agreement that stipulates that PBG S.A. shall take up 17,734,002 series A subscription warrants excluding the subscription rights and in consideration for the subscription warrants, the Company will take up the same number of shares in the conditionally increased share capital of Energomontaż Company. 
The agreement was recognised as material due to PBG equity criterion.

Legal basis:
Article 5 par.1 point 3 of the Regulation of 19th February 2009 on current and interim information provided by issuers of securities and the conditions for recognising information required under the non-Member State law as equivalent.

Signature of the authorised person:
Magdalena Eckert-Boruta
 

By virtue of the concluded annex there has been prolonged, until 13th of August 2010, the period of using granted credit line and there has been excluded from that agreement PRIS Sp. z o.o. company ( due to excluding this Company from the PBG Capital Group).

In relation to the increase in maturity of the credit limit Borrowers declare their readiness to submit to execution to the amount of PLN 330 000 000,00, with the possibility of the Bank to give the title to the banking enforceability clause until 13th of August 2013.

There has also been extended the validity of a corporate guarantee issued by each of the Companies which are parties to this Agreement, to the amount of PLN 220 000 000,00.

Other terms of the agreement have not been changed.

Legal basis:
Art. 56 sec. 5 Act on the Offer – information update

Signature of an authorized person:
Magdalena Eckert-Boruta
 

By virtue of concluded annex there has been prolonged till 31st of December, 2009, a period when TUiR Euler Hermes SA will be granting contract guarantees (tender, appropriate execution of contract, proper removal of defects, return of prepayment).

Other arrangements of the agreement have not been changed.

Legal basis:
Art. 56 sec. 5 Act on the Offer – information update

Signature of an authorizes person:
Magdalena Eckert-Boruta
 

Transactions made by INFRA SA are related to the implementation of the PBG Capital Group’s strategy. 

Legal basis:
Art. 56 sec.1 point 1 Act on the Offer – confidential information

Signature of an authorized person:
Magdalena Eckert-Boruta
 

Legal basis:
§ 5 sec.1 point 21) of the resolution dated Feb. 19, 2009 on current and periodic information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.

Signature of an authorized person:
Magdalena Eckert-Boruta
 

The Agreement aims to determine the rules under which PBG S.A. will take up 17,734,002 series A subscription warrants excluding the subscription rights and in consideration of the subscription warrants the Company will take up the same number of shares in the conditionally increased share capital of Energomontaż – Południe S.A. The share capital is to be increased through the issue of 22,582,001 new series E shares at PLN 1 per each share. 

Legal basis:
Art. 56 section 1 item 1 of the Offer Act – confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta

By virtue of the concluded annex there has been prolonged, until 31st December 2009, the period when TU Allianz Polska SA will grant contracts guarantees to the Companies (tender, proper execution of an agreement, proper removal of defects, settlement of pre-payment).

Other terms of the agreement have not been changed.

Legal basis:
Art. 56 sec. 5 Act on the Offer – information update

Signature of an authorized person:
Magdalena Eckert-Boruta
 

By virtue of the concluded annex there has been prolonged the period of using granted credit line until 13th of November 2009.

Other significant terms of the agreement have not been changed.

Legal basis:
Art. 56 sec. 5 Act on the Offer – information update

Signature of an authorized person:
Magdalena Eckert-Boruta

2. Defining kind of issued bonds
Bearer bonds, issued in the dematerialized form according to the Act on Bonds from 29th of June 1995 (Dz.U. Nr 120 from 2001, pos. 1300, with later changes – “Bonds”).
3. Scale of issue
PLN 375.000.000 (three hundred seventy five million)
4. Nominal value and issue price of bond or the way of setting it
Nominal value of 1 bond amounts: PLN 100.00 and minimal issue price amounts 100% of Nominal Value of the bond.
5. Conditions of redemption and conditions of bond interest payment
Date of C series Bonds redemption is set on 10th of September 2012.
Interest are payable in relation to the variable base based on WIBOR 6M. Issue profitability is based on market conditions.
6. Amount and form of eventual securing and marking an entity granting guarantee
a) Guarantee in relation to the civil law to the amount of issue given by HYDROBUDOWA POLSKA SA – subsidiary of the Issuer
b) Guarantee in relation to the civil law to the amount of issue given by INFRA SA – subsidiary of the Issuer
c) Guarantee in relation to the civil law to the amount of issue given by HYDROBUDOWA 9 SA – subsidiary of the Issuer
7. Amount of incurred debt as of the last day of the quarter before making accessible the proposition of purchasing and perspectives of Issuer’s debt until the total redemption of bonds proposed for purchase PLN 757.306 thousands As of 30.06.2009.
Forecast of total bonds Issuer’s debt until the time of redemption PLN 683.587.000 + PLN 375.000.000.
8. Data enabling potential buyers of bonds an orientation in effects of the undertaking which is going to be financed from issue of bonds and Issuer’s ability to meet its obligations resulting form bonds, if an undertaking is determined.
Making accessible in the Issuer’s proposition of C bond series purchase.
9. Rules of calculating amount of non-financial benefit on financial benefit
There is no non-financial benefits resulting from bonds.

In relation to the information given in point 6 above, the Management Board of PBG SA informs that in relation to the C series bonds issue, subsidiaries INFRA S.A., HYDROBUDOWA POLSKA S.A. and Hydrobudowa 9 S.A. have granted guarantees to the amount of PLN 450.000.000 for the period till 10th March of 2013 all holders of the C series bonds. Each of guarantee includes record concerning loyal execution of obligations resulting from guarantee of guarantor altogether with Issuer of the bonds.
Guarantees given by subsidiaries are accounted under market conditions in yearly periods.

Legal basis:
§ 34 sec.1 pt 7 and 11 of the resolution dated Feb. 19, 2009 on current and periodic information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.

Signature of an authorized person:
Magdalena Eckert-Boruta

Legal basis:
§ 56 sec.1 point 1 Act on the Offer – confidential information

Signature of an authorized person:

Magdalena Eckert-Boruta
 

The pledge on cash has been established due to an annex of 14 August 2009 to the framework agreement entered into on 6 September 2007 by and between ING Bank Śląski and the Companies from PBG Capital Group, i.e. PBG SA, HYDROBUDOWA POLSKA SA, INFRA SA, HYDROBUDOWA 9 SA, AVATIA Sp. z o.o., PRIS Sp. z o.o. and PBG Technologia Sp. z o.o. and concerning a credit limit of up to PLN 220 000 000,00, hereinafter referred to as „Framework Agreement”.

The financial pledge has been established on cash that will be deposited in the Bank's account if cash is used as a result of exercising rights attached to advance payment bonds issued to the order of Tecnimont S.P.A., having its registered office at Viale Monte Grappa 3, 20124 Milan, Italy for the amount of PLN 28,322,460.00 and to advance payment bonds issued to the order of Societe Francaise d'Etudes et de Realisations d' Equipments Gaziers "SOFREGAZ", 4 Alle'e de Seine 93200 Saint-Denis France for the amount of PLN 14,453,049.18.
The above mentioned collateral refers solely to the Bank’s receivables arising from the advance payment bond granted by the Bank on 7 January 2009 under the Framework Agreement to: Polskie Górnictwo Naftowe i Gazownictwo S.A..
No relations exist between PBG S.A. and the persons managing and supervising the Company, and the business unit and persons managing and supervising the business unit for which the pledge has been established.

Moreover, a financial pledge agreement of 19 November 2008 concerning all the revenues related to the Agreement for general implementation of the investment called "Construction of a ground part of an underground Wierzchowice gas storage facility phase 3,5 bn nm3 subphase 1,2 bn nm3" has been concluded.  The pledge established is a collateral for the Bank’s receivables arising from the Framework Agreement:

The assets covered by the agreements have been considered material since their nominal value exceeds the equivalent of EUR 1,000,000. 
 

Legal basis:
§5 paragraph 1(1) of the Regulation on current and periodic information provided by the issuers of securities of 19 February 2009.

Signature of the authorised person:
Magdalena Eckert-Boruta
 

In accordance with the annexed agreement, the Companies are assigned a limit of liability up to the total sum of 145.000.000 PLN with the purpose of financing current operation. The limit may be used by any of the Companies in the form of:
- a revolving credit 1 in PLN, EUR and USD up to the sum equal to 100.000.000 PLN, where the final day when it is to be used is 27.11.2009 and the final payment date is 30.11.2009;
- a revolving credit 2 in PLN up to the sum of 20.000.000 PLN, where the final day when it is to be used is 27.07.2010 and the final payment date is the 30th of July 2010;
- a limit on letters of credit “without advance coverage” in PLN or another currency, up to the sum equal to 15.000.000 PLN, where the final day when they are to be used and the payment date is 29.11.2013;
- a limit on bank guarantees in PLN or another currency up to the sum equal to 75.000.000 PLN, where the final day when they are to be used and the final payment day is 29.11.2013.

At the same time the Companies have made a statement of subjecting themselves to execution in the order specified in article 97 of the Bank Law bill (that is, execution initiated by the Bank based on the bank’s execution claim), up to the total sum of the current debt including interest and other expenses, however, to a sum no higher than 317.500.000 PLN. The bank may file for granting the banks execution claim an executive clause in up to the 29th of November 2016.

Other conclusions of the agreement has not been changed.

Legal basis:
§5 item 1, point 5 Act on the Offer – information update 

Signature of an authorizes person:
Magdalena Eckert-Boruta
 

In connection with signing the abovementioned annex, the insurance of claims by the bank resulting from giving various forms of credit based on the described agreement states:

1. The liability transfer with monitoring from the Contract Agreement no 2000/PL/16/P/PE/016-14 for the “Renovation of the existing left bank Szczecin sewage network” signed on 09.12.2004 between Zakład Wodociągów i Kanalizacji Limited with an office in Szczecin at Szymanowskiego Street 2 and PBG S.A. with an office in Wysgotowo near Poznań at Skórzewiecka Street 35 as the leader o the Consortium along with Diringer&Scheidel Rohrsanierung GmbH&Co KG 19 Wilhelm Wundt Str., D-68199 Mannheim Germany as the Partner of the Consortium.
2. The liability transfer with monitoring from the Contract for construction and installation works no 1/DO/2006 from 18.12.2006 for the “Development and modernization of the sewage treatment plant in Ustka along with its technological run and construction of the pressure collector in Polna Street in Ustka along with the crossing under the Słupia River located on the construction territory according to the terms and agreements of the Contract.
3. The liability transfer with monitoring from the Contract no 11/07/2007 from the 01.06.2007 regarding the public order co-financed from the resources of the Coherence Fund, “The program for improving the cleanliness of the Wisłoka River drainage basin”; Coherence Fund no 2005/PL/16/C/PE/007
4. The liability transfer with monitoring from the Contract no 2004/PL/16/C/PE/027-1 from the 24.10.2007 for carrying out works for the assignment named “Improvement of the water and sewage management on the Zabrze Local District territory – Grzybowie and Rokitnica Districts – Task 1”, order financed from public resources, including resources from the Coherence Fund (decision no C(2004)5485 from 21.12.2004)
5. The conditional liability transfer from the Contract for the overall carrying out of the investment named “Construction of the surface part of the PMG Wierzchowice, level 3,5 billion nm3, sublevel 1,2 billion nm3” from 19.11.2008.
6. financial deposit on monetary resources, which will be deposited on a bank account no 09 1050 1520 1000 0023 4262 1378  in the Bank, kept based on the contract from 31.07.2009, in the case of activating the monetary resources as a result of taking advantage of the authority held on account of the guarantee of refund of pre-payments issued on demand of:
- Tecnimont S.P.A. with an office in Viale Monte Grappa 3, 20124 Milan, Italy, on a sum of 28.322.460,00 PLN (in words: twenty eight million three hundred and twenty two thousand four hundred and sixty zlotys), and
- Societe Francaise d’Etudes et de Realisations d’ Equipments Gaziers „SOFREGAZ”, 4 Alle’e de Seine 93200 Saint-Denis France, on the sum of 14.453.049,18 PLN ( in words: fourteen million four hundred fifty three thousand forty nine zlotys and eighteen grosh), with the restriction that the security is related exclusively to Bank liabilities from giving a Guarantee no 15/09/K by the Bank to: Polskie Górnictwo Naftowe i Gazownictwo S.A., Kasprzaka Street 25, 01-224 Warsaw, based on the following Contract on 07.01.2009.
7. power of attorney to administrate the bank accounts of the Issuer, and other companies closing the contract, which are kept in the bank
8. corporate guarantees issued by Borrowers.
9. financial securities from monetary resources from all income connected with the Contract for the overall carrying out of the investment named “Construction of the surface part of the PMG Wierzchowice, level 3,5 billion nm3, sublevel 1,2 billion nm3” from 19.11.2008, accumulated on the bank account no 08 1050 1520 1000 0023 3645 5882 kept in the Bank.
10. a deposit of 108.900.000 PLN deposited on the account kept in the Bank with the restriction that the security is valid until the time of establishing the securities which are mentioned in points 5 and 6 above and the restriction that the deposit may be released in 65% after signing a conditional transfer from the contract mentioned in point 5 and in the remaining 35% after establishing a financial deposit mentioned in point 6.

Other significant terms of the agreement remain unchanged.

Legal basis:
Article 56 item 5 of the Act on the offer – information update

Signature of an authorized person:
Magdalena Eckert-Boruta
 

Mr Jerzy Wiśniewski informed about making a transaction, on August 14, 2009, of selling 260.000 Company’s shares at the price of PLN 220 per shares on Warsaw Stock Exchange SA in the off-session packet transaction procedure.
Before transaction, Mr Jerzy Wiśniewski was in possession of 4.235.054 bearer A series shares privileged according to the voting rights (representing 29,63% in initial capital of the Company, giving 8.470.108 voting rights and constituting 45,70% in overall amount of voting rights) and also 260.000 ordinary A series shares (representing 1,82% in initial capital, giving 260.000 voting rights and constituting 1,45% in overall amount of voting rights) which all together have ensured 31,44% share in initial capital and 47,10% of amount of voting rights giving 8.730.108 voting rights. Together with his wife Mr Jerzy Wiśniewski was in possession of 4.238.333 bearer A series shares privileged according to the voting rights (representing 29,65% in initial capital of the Company, giving 8.476.666 voting rights and constituting 45,73% in initial capital of the Company ) and also 260.000 ordinary A series shares (giving 260.000 voting rights) which all together were giving 31,47% in initial capital and 47,14% in overall amount of voting rights.

After transaction Mr Jerzy Wiśniewski is in possession of 4.235.054 bearer A series shares privileged according to the voting rights (giving 8.470.108 votes) which all together ensure 29,63% share in initial capital and 45,70% in overall amount of voting rights. Together with his wife, Mr Jerzy Wiśniewski is In possession of 4.238.333 bearer A series shares priviledged according to the voting rights (giving 8.476.333 votes) which together ensure 29,55% share in initial capital and 45,73% in overall amount of voting rights.
Mr Jerzy Wiśniewski informed he does not possess subsidiaries which possess Company’s shares and is not a part in contracts which are described in art. 87 section 1 point 3 lit. c Act on the Offer and Conditions of Introducing Financial Instruments to the Trade System and on Publicly Traded Companies.

Simultaneously Management Board if the Company informs that as of today, according to the information available in the Company, Me Jerzy Wiśniewski in not going to sell another PBG SA shares in next 12 months.

Legal basis:
Art. 70 point 3 Acto on the Offer and Art. 160 section 4 Act on the Financial Instruments Trade.

Signature of authorized person:

Magdalena Eckert-Boruta

Legal basis:
§ 34 section 1 point 2 and 4 of the Regulation of 19th February 2009 on current and interim information provided by issuers of securities and the conditions for recognising information required under the non-Member State law as equivalent.

Signature of authorized person:
Magdalena Eckert-Boruta

Legal basis:
art. 56 item 1.1 of the Public Offering Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Before the transaction was conducted, the Funds held 948 747 shares of PBG SA, representing 6.64% in the share capital of PBG SA and carrying 948 747 votes, i.e. 5.12% of the total vote at the General Meeting of PBG Shareholders.

On 4 August 2009 the Funds held jointly 786 247 of PBG S.A. shares that constituted 5,5% in the company’s share capital and corresponded to 786 247 votes, which accounts for 4.24% of the total number of votes at the General Meeting of PBG S.A. Shareholders.

At the same time, BZ WBK AIB Towarzystwo Funduszy Inwestycyjnych S.A. informed that it commissioned the management of Funds’ investment portfolio to BZ WBK AIB Asset Management S.A. having its registered office in Poznań, which has the obligation to publish information related to the purchase of shares mentioned in this report.

BZ WBK AIB Asset Management S.A. that as a result of the Company's shares sales transaction conducted on 5 August 2009, the Company's clients held shares accounting for less than 5% in the total number of votes at the General Meeting of PBG SA.
Before the transaction, the Funds held 945 294 shares of PBG SA, representing 6.61% of share capital of PBG SA and carrying 945 294 votes, i.e. 5.10% of the total vote at the General Meeting of PBG Shareholders.

On 5 August 2009 the BZ WBK AIB Asset Management S.A. clients, whose accounts were covered by management agreements held jointly 914 675 shares of PBG S.A. that constituted 6,40% in the company’s share capital and corresponded to 914 675 votes, which accounts for 4.93% of the total number of votes at the General Meeting of PBG S.A. Shareholders.

At the same time, BZ WBK AIB Asset Management S.A. informed that BZ WBK AIB Towarzystwo Funduszy Inwestycyjnych S.A. commissioned the management of investment portfolios of funds governed by Towarzystwo Funduszy Inwestycyjnych S.A. to BZ WBK AIB Asset Management S.A.. Therefore, if the Funds hold PBG S.A. shares, BZ WBK AIB Asset Management S.A. is obliged to to include them in the notification.

Legal basis:
Art. 70 point 1 of Public Offering Act - acquisition or disposal of a considerable stake

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Legal basis:
art. 56 item 1.1 of the Public Offering Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Legal basis:
§103 (2) of the Regulation of 19th February 2009 on current and interim information provided by issuers of securities and the conditions for recognising information required under the non-Member State law as equivalent.

Signature of the authorised person:
Magdalena Eckert-Boruta

Under the said annex, the line may be used:
1) in the period until 28 August 2009 – in the form of working capital facilities in PLN, EUR or USD, for the financing of on-going needs related to supply, production and sale of goods or provision of services, cash settlement process, and the financing of inventories, prepaid expenses and receivables from contractors,
2) in the period until 23 August 2009 – in the form of revolving facilities in PLN, EUR or USD for the purposes outlined in section 1),
3) in the period until 23 August 2009 – in the form of bank guarantees, in particular bid bonds, advance payment guarantees, performance bonds, defects liability bonds, retention monies, and payment guarantees in PLN, EUR or USD,
4) in the period until 23 August 2009 – in the form of documentary letters of credit as instructed by the Borrower in PLN, EUR or USD,
5) in the period until 30 June 2015 – the line up to PLN 15,000,000.00 may be used in the form of revolving credit facilities to cover the Bank’s receivables under transactions concluded with the Borrower on the basis of the "Framework Agreement on the Terms and Conditions of conclusion and performance of financial market transactions at BGŻ SA" and/or "Agreement on the conclusion of currency exchange transactions whose conditions are agreed individually with BGŻ SA customers" under transaction limit granted by the Bank; the Bank may enter into financial market transactions on 23 August 2009 at the latest,
6) in the period until 30 July 2015 in the form of revolving credit facilities to finance payments under guarantees,
7) in the period until 30 July 2012 – in the form of revolving credit facilities to finance payments under letters of credit.

Under the said annex, PBG SA and other Borrowers shall jointly repay the credit line in the part referred to in sections 1) and 2) by 23 August 2009 at the latest, on the dates and in amounts specified in the Payment Schedules. As regards the facilities referred to in section 5) and the Bank's receivables arising from the payment of guarantees issued or letters of credit opened, or the facilities referred to in sections 6) and 7):
a) if the payment is made by 23 August 2009 – on the last day of this period at the latest,
b) if the payment is made after 23 August 2009 – on the day of payment made by the Bank.

Other provisions of the agreement were not amended.

Legal basis:

Art. 56 section 5 of the Public Offering Act – information update

Signature of the authorised person:
Magdalena Eckert-Boruta

The said application filed to KDPW by the Company was filed under Resolution of the Board of Directors of PBG S.A. no. 1 of 16 July 2009 adopted in reference to a motion submitted on the same day by a Stockholder.
Under the Board of Director’s Resolution that was adopted in compliance with Art. 334 § 2 of the Commercial Companies Code and § 12 and § 40 of the Company’s By-Laws, the Board of Directors decided to converse 260,000 bearer’s “A” series preferred stocks held by Mr. Jerzy Wiśniewski into bearer’s “A” series common stocks. In the resolution the Board of Directors stated that the conversion of the “A” series stocks requires the stock conversion operation to be performed by the Krajowy Depozyt Papierów Wartościowych S.A., which will be immediately requested by the Company. At the same time, in the said resolution the Board of Directors made themselves responsible for applying to KDPW for the stocks assimilation following the “A” series stocks conversion, and then for admitting and marketing the stocks on the regulated market of Giełda Papierów Wartościowych w Warszawie S.A. (Warsaw Stock Exchange).

By 31 July 2009, these 260,000 “A” series stocks that are subject to conversion had been preferred stocks in respect of the voting rights in such a manner that from 1 bearer’s stock a stockholder was entitled to 2 votes at the general meeting of stockholders. This way out of the 260,000 stocks there were 520,000 votes. After the conversion, i.e. as of 31 July 2009, these stocks entitle to 260,000 votes.
Before the conversion of the above stocks, 14,295,000 stocks representing the PBG S.A.’s share capital amounting at PLN 14,295,000 entitled the stockholders to 18,795,000 votes in total.  After the conversion, the 14,295,000 stocks entitle the stockholders to 18,535,000 votes in total. 

Legal basis:
§ 5 Sec.1 Point 10) of the resolution dated Feb. 19, 2009 on current and interim information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.

Signature of the authorized person:
Magdalena Eckert-Boruta
 

Legal foundation:
Art.56 item 1 point 1 of the Offer Bill – confidential information

Signature of the person authorized:
Magdalena Eckert-Boruta
 

Legal foundation:
§ 34 item 1 point 1) of the 19th of February 2009 decree regarding current and periodical information handed over by issuers of shares and the terms of acknowledgement as equivalent of information required by the law of the country not being a member country

Signature of the person authorised:
Magdalena Eckert-Boruta
 

Legal foundation:
§ 34 item 1 point 1) of the 19th of February 2009 decree regarding current and periodical information handed over by issuers of shares and the terms of acknowledgement as equivalent of information required by the law of the country not being a member country

Signature of the person authorized:
Magdalena Eckert-Boruta
  

In the decree the Market Board states that he following common bearer shares of the PBG S.A. Company will be issued for circulation on the prime market with the nominal value of 1 PLN (one zloty) per share:
1) 12.500 (twelve thousand five hundred) D series shares,
2) 865.000 (eight hundred sixty five thousand) G series shares.
Simultaneously on the same basis the Market Board decided on the 28th of July 2009 to issue in common procedure PBG S.A. Company shares on the prime market on the condition that on the 28th of July 2009 the National Deposit of Securities S.A.:
1) assimilates the D series shares with the company’s shares already in market circulation,
2) registers the G series shares and labels them with the code „PLPBG0000029”.

Legal foundation:
§ 34 item 1 point 2) of the 19th of the 19th of February 2009 decree regarding current and periodical information handed over by issuers of shares and the terms of acknowledgement as equivalent of information required by the law of the country not being a member country

Signature of the person authorized:
Magdalena Eckert-Boruta

Grant Thornton Frąckowiak with an office in Poznań, Wiosny Ludów Plaza 2, the entity authorized to study financial statements – no 238, cooperates with the PBG S.A. Company in the scope of studying the unitary and consolidated annual financial statements, the review of semi-annual unitary and consolidated statement and review of financial prognoses and periodically provides certification services.

Legal foundation:
§ 5 item 1 point 19) of the 19th of February 2009 decree regarding current and periodical information handed over by issuers of shares and the terms of acknowledgement as equivalent of information required by the law of the country not being a member country

Signature of the person authorized:
Magdalena Eckert-Boruta
 

Other significant contract terms remain unchanged.

Legal foundation:

Article 56, item 5 of The Offer Act – information update

Signature of the authorized person:
Magdalena Eckert-Boruta

Before the transactions, according to the portfolio of the OFE as of 15th of July 2009, Aviva OFE held 871 081 shares of PBG SA, representing 6,49% of share capital of PBG SA and carrying 871 081 votes, i.e. 4,86% of the total vote at the General Meeting of Shareholders. After signing transaction from 13th of July 2009, as of 16th of July 2009 Aviva OFE held on the account 898 581 shares of the Company, representing 6,69% of share capital of the Company and carrying 898 581 votes, i.e. 5,01% of the total vote at the General Meeting of Shareholder.

The statement was prepared in relation to the share capital of PBG SA dated at 15th of July 2009 without accounting effects of the new G series shares issue and change of privileged A series shares about what PBG SA company has informed in the current report on 16th of July 2009.

Legal basis:

§70 point 1 Act on the Offer – acquisition or disposal of a considerable stake

Signature of the authorized person:

Magdalena Eckert - Boruta
 

Under the said annex, the final date for the repayment of the credit line of PLN 100,000,000.00 was extended until 30 July 2015.

It was also agreed that the line may be used:
1) until 25 July 2009 – in the form of working capital facilities in PLN, EUR or USD, for the financing of on-going needs related to the supply, production and sale of goods or provision of services, cash settlement processes, and the financing of inventories, prepaid expenses and receivables from contractors,
2) until 25 July 2009 – in the form of revolving facilities in PLN, EUR or USD earmarked for the purposes set out in section 1) above,
3) until 25 July 2009 – in the form of bank guarantees, in particular bid bonds, advance payment guarantees, performance bonds, defects liability bonds, retention guarantees, and payment guarantees in PLN, EUR or USD,
4) until 25 July 2009 – in the form of documentary letters of credit as ordered by the Borrower in PLN, EUR or USD,
5) until 30 July 2015 – credit line up to PLN 15,000,000 may be used in the form of revolving credit facilities to cover the Bank’s receivables arising from transactions concluded with the Borrower under the "Framework Agreement on the Terms and Conditions of conclusion and performance of financial market transactions in BGŻ SA" and/or "Agreement on the conclusion of currency exchange transactions whose conditions are agreed individually with BGŻ SA customers" under transaction limit granted by the Bank,
6) until 30 July 2015 – in the form of revolving credit facilities to finance payments on account of guarantees,
7) until 30 July 2012 – in the form of revolving credit facilities to finance payments on account of letters of credit.”

Under the said annex, PBG SA and other Borrowers shall jointly repay the credit line in the proportion specified in sections 1) and 2) by 25 July 2009 at the latest on the dates and in amounts specified in the respective Payment Schedules. As regards credits referred to in section 5) and the Bank’s receivables referred to in sections 6) and 7) arising from the payment of guarantees issued or letters of credit opened:
a) at the latest on the last day of this period – if the payment has been made by 25 July 2009,
b) on the date of payment by the Bank – if the payment is made after 25 July 2009.

The Borrowers have declared that they jointly submit themselves to the enforcement of payment carried out in accordance with the Code of Civil Proceedings, on the basis of a bank enforceable title which can be issued by the Bank against Borrowers jointly up to the amount of PLN 150,000,000.00. The Bank may apply for granting immediate execution clause to its enforceable title by 25 July 2018.”

Other provisions of the agreement were not amended.

Legal basis:

Art. 56 par. 5 of the Act on Public Offering – update of information

Signature of the authorised person:
Magdalena Eckert-Boruta

Pursuant to Art. 70 item 1 of the Act on Public Offering, the Management Board of PBG S.A. hereby informs that the Company’s majority Shareholder, Mr Jerzy Wiśniewski, notified the Board of the reduction in the respective share in the total vote resulting from the registration of share capital increase following the issue of series G shares. In accordance with Art. 69 par. 2 section 1(a) and section 2) of the Act on Public Offering, the Shareholder informed that his share resulting from 4,495,054 registered preference shares carrying 8,990,108 votes at the Company’s General Meeting of Shareholders, was reduced:
- from 33.47% to 31.44% of the Company’s share capital;
- from 50.14% to 47.83% of the total vote.
Pursuant to Art. 69 par. 2 section 1 (a) and section 2), in connection with Art. 87 par. 4 of the Act on Public Offering, the Shareholder and his spouse jointly hold 4,498,333 registered preference shares carrying 8,996,666 votes at the Company’s General Meeting, representing the following share following the increase in the Company’s share capital:
- 31.47% of share capital (vs. 33.49% before the increase);
- 47.87% of the total vote (vs. 50.18% before the increase).

In addition, pursuant to Art. 56 par. 1 section 1 of the Act on Public Offering, the Management Board of PBG S.A. hereby informs that acting at the request of the Company’s Shareholder, Mr Jerzy Wiśniewski (submitted to the Company pursuant to Art. 334 § 2 of the Code of Commercial Companies on 16 July 2009 by Dom Maklerski BZ WBK S.A.), the Board adopted a resolution regarding the conversion of 260,000 series A registered preference shares held by Mr Jerzy Wiśniewski into series A ordinary bearer shares. Conversion of these shares in the National Depository for Securities will be required, and the Company applied for prompt conversion to the National Depository for Securities. Conversion of shares will take effect upon its registration on the day of conversion, in accordance with the relevant regulations adopted by the National Depository for Securities.
Pursuant to § 14 par. 1 of the Company’s Articles of Association, series A registered shares are preference shares – one registered series A share carries two votes at the Company’s General Meeting of Shareholders. The Company’s Articles of Association include no restrictions as to the conversion of series A registered shares into bearer shares. Pursuant to Art. 352 of the Code of Commercial Companies and § 14 par. 2 of the Company’s Articles of Association, the aforementioned preference shall expire after the conversion of series A registered shares into bearer shares – each of 260,000 series A shares shall be converted into an ordinary share carrying one vote at the Company's General Meeting. The Company’s share capital amounts to PLN 14,295,000.00 (PLN fourteen million two hundred ninety five thousand). As a result of the conversion of series A registered preference shares into series A ordinary bearer shares, all shares issued by the Company carry 18,535,000 votes at the General Meeting of Shareholders.

Signature of the authorised person:
Magdalena Eckert-Boruta

Signature of the authorized person:
Magdalena Eckert - Boruta

Other material conditions of the agreement has not been subject to change.

Legal basis:
§56 sec. 5 Act on the Offer – information update

Signature of the authorized person:
Magdalena Eckert - Boruta
 

Legal basis:
§ 33 Sec.1 Point 1) of the resolution dated Feb. 19, 2009 on current and periodic information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.

Signature of the authorized person:
Magdalena Eckert - Boruta
 

Change of the owner of the GÓRECKA PROJEKT Sp. z o.o. company is related to ordering PBG Capital Group organization where PBG DOM Sp. z o.o. is responsible for real estate management.
 
Legal basis:
§ 56 sec. 1 point 1) Acts on the offer – confidential information

Signature of the authorized person:
Magdalena Eckert - Boruta
 

Other terms and conditions have not been modified.

Legal basis:
Article 56, item 5 of the Public Offering Act

Signature of the authorised person:
Magdalena Eckert-Boruta
 
 

1) the establishment of PBG DOM Management Sp. z o.o., having its registered office in Wysogotowo k/ Poznania by PBG DOM Sp. z o.o. on 5 June 2009. The Company’s share capital amounts to PLN 5,000 and is divided into 100 shares of PLN 50.00 in face value per share. The shares are equal and cannot be split, and each share has one vote attached. All shares in the share capital of PBG DOM Management Sp. z o.o. have been taken up by PBG DOM. The Company has been established to operate in the real estate and development market. The book value of the said assets in PBG DOM Sp. z o.o. books amounts to PLN 5,416.00.

2) the increase in the share capital of CITY DEVELOPMENT Sp. z o.o. carried out on 9 June by the General Meeting of Shareholders. A subsidiary of PBG S.A. – PBG DOM Sp. z o.o. – holding 1 share in the Company so far expressed its will to take up 53,250 shares in CITY DEVELOPMENT Sp. z o.o. after the increase in the share capital is registered. The face value of each share from the new issue amounts to PLN 50. The share selling price will be equivalent to the face value. Shares held by PBG DOM Sp. z o.o. will translate into 75 per cent in share capital and votes at the GMS of CITY DEVELOPMENT. Total investment of PBG DOM  in the Company’s share capital will amount to PLN 2,662,500. CITY DEVELOPMENT Sp. z o.o. objects include the construction of residential buildings for sale and rent.
CITY DEVELOPMENT  is the proprietor of two plots where it intends to build over 300 flats. The book value of the said assets in PBG DOM Sp. z o.o. books amounts to PLN 2,664,558.00.

3) the submission of a declaration to take up new shares in Concept Development BSD 2 Sp. z o.o., based in Warsaw, on 9 June 2009 by PBG DOM Sp. z o.o. PBG DOM Sp. z o.o. expressed its will to take up:
- 265 shares privileged only in terms of voting rights (2 voting rights from 1 share);
- 970 ordinary shares after the share capital in the Company is increased.
After the registration PBG DOM will hold 1,235 shares which will be taken up in consideration of cash contribution in the amount of PLN 61,750. The shares held will entitle the company to exercise 51 per cent of voting rights at the GMS and account for 37 per cent stake in Concept Development BSD 2 share capital. Concept Development BSD 2 is the proprietor of the plot and construction design under which it was granted a construction permit. Concept Development BSD 2 Sp. z o.o objects include the construction of an office building in Warsaw. The book value of the said assets in PBG DOM Sp. z o.o. books amounts to PLN 71,025.00.

PBG Dom Sp. z o.o. does not plan to change  business activity profile of the Companies whose shares it is taking up and treats the investment in the Companies as a long-term investment. The actions taken will be financed from loans incurred by the Company. PBG Dom treats the assets as a long-term investment.
After registration by the National Court Register, the shares taken up will constitute material assets in each Company since they account for over 20 per cent in the share capital of every Company. 

Legal basis:
56 item 1 point 1 of Public Offering Act – confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta
 

At the same time, the Management Board of PBG S.A. hereby makes available information on the agreement concluded by and between the Seller and PBG S.A. on 30 April 2008 regarding the conditional acquisition of shares in Energopol – Ukraina with its registered office in Kiev by PBG S.A.. Under the said agreement, PBG S.A. was to become a direct holder of a majority stake in Energopol – Ukraina, estimated at PLN 40,000,000, provided that the following conditions precedent were satisfied: (i) positive result of an assessment of the Company’s situation and its business activity, and in particular its legal, financial, and fiscal standing, its personnel, agents, and advisors, or any other persons contracted by the Company, (ii) obtaining any documents and permits as may be required for the Seller to start real estate development activities.
Energopol – Ukraina with its registered office in Kiev is a joint-stock company duly organised and existing under the laws of Ukraine, with 100% of foreign capital – Polish. It holds the right to land with the area of 63,000 square meters, located in Kiev, where a real estate development project is planned with the built-up area of about 250,000 square meters. The Company provides a wide range of services throughout investment process, including general construction, manufacturing, and design works. The Company has a proven track record in trade and any works related to the upgrade of industrial facilities.
Although the above conditions precedent were satisfied, the said agreement expired by mutual agreement of the parties, and today PBG S.A. took up shares of WSCHODNI INVEST Sp. z o.o., whose portfolio includes the real estate development activities of Energopol - Ukraina with its registered office in Kiev, managed by WSCHODNI INVEST Sp. z o.o.. PBG S.A. and the Seller are not related parties.  
PBG S.A. does not intend to change the type of business activity of any of the above Companies.
At the same time, pursuant to § 56 par. 1 item 1) of the Act on Public Offering – Confidential Information, the Management Board of PBG S.A., on the basis of information obtained from its authorised representative, hereby informs that the procedure of establishment of a joint-stock company under the laws of Ukraine, under the name of PB Ukraina, with its registered office in Kiev, was initiated on the Company’s behalf.
The first phase of the company’s establishment has been completed – the entity was provisionally registered in order to make contributions to the Company’s share capital and take actions as may be necessary to properly register PBG Ukraina. The Company’s share capital as at today shall amount to UAH 900,000, i.e. USD 117,000, and the Company is to be wholly owned by PBG S.A. The Company shall operate in the broadly defined construction market.
The acquisition and Company establishment were financed from the proceeds from the issue of PBG S.A. shares. PBG S.A. considers the investment in assets as a long-term investment.
The book value of assets shall be announced in a report updating this current report.
The said assets were considered material as they represent over 20% of the acquiree’s capital.

Legal basis:
§ 5 par.1 item 1) of the Regulation of 19 February 2009 on current and interim information provided by issuers of securities and on the conditions under which information required by the regulations adopted by countries other than Member States is considered equivalent

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
§ 56 sec. 1 point 1) Acts on the offer – confidential information

Signature of the authorized person:
Magdalena Eckert - Boruta

Legal basis:
§ 34 Sec.1 Point 1) of the resolution dated Feb. 19, 2009 on current and periodic information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.

Signature of the authorized person:
Magdalena Eckert - Boruta

1. Jerzy Wiśniewski at AGM was in possession of 8 990 108 votes of sum total 12 022 186 at AGM which constituted 74,78% of votes at AGM and 50,14% of sum total votes. 

2. BZ WBK AIB TFI SA on behalf of ARKA BZ WBK AKCJI Fundusz Inwestycyjny Otwarty and ARKA BZ WBK Zrównoważony Fundusz Inwestycyjny Otwarty at AGM was in possesion of 900 000 of sum total 12 022 186 votes at AGM which constituted 7,49% votes at AGM and 5,02 of sum total votes.

Legal basis:
art. 70 sec. 3 Acts on the offer

Signature of the authorized person:
Magdalena Eckert - Boruta

Legal basis:
§ 56 Section 1 item 1 of the Offer Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta
 

Information related to members of the PBG Board of Directors, according to Corporate Governance Rules can be accessed on Company’s web site:
http://www.pbg-sa.pl/spolka/wladze-firmy.html .

Legal basis:

§ 5 sec. 1 pt 22 regulations from 19th of February 2009 in the matter of the current and periodic information provided by issuers of securities and of conditions of regarding equivalent of the required information with provisions of the law of the country not being the member state.

Signature of the authorized person:

Magdalena Eckert - Boruta

Legal basis:
§ 38 Point 5) of the resolution dated Feb. 19, 2009 on current and interim information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.

Signature of the authorized person:
Magdalena Eckert-Boruta

Legal basis:
§ 5 sec. 1 pt 21 regulations from 19th of February 2009 in the matter of the current and periodic information provided by issuers of securities and of conditions of regarding equivalent of the required information with provisions of the law of the country not being the member state.

Signature of the authorized person:
Magdalena Eckert - Boruta

Legal basis:
Article 56, item 5 of the Public Offering Act - information update

Signature of authorised person:
Magdalena Eckert-Boruta

Legal basis:
Article 5 par. 1 point 3) of the Regulation of 19 February 2009 on current and periodic information provided by issuers of securities and conditions for recognising information required under the non-Member State law as equivalent

Signature of authorised person:
Magdalena Eckert-Boruta

Legal basis:
Art. 56, item 1 point 1 of the Public Offering Act - confidential information

Signature of the authorised person:
Magdalena Eckert-Boruta

Legal basis:
§ 56 sec. 1 pt 1 Regulation in the matter of the current and periodic information provided by issuers of securities

Signature of the authorized person:
Magdalena Eckert-Boruta
 

Legal basis: Good Practices of GPW Listed Companies

Signature of the authorized person:
Magdalena Eckert-Boruta

Legal basis:
§ 38 Sec.1 Point 3) of the resolution dated Feb. 19, 2009 on current and periodic information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.
 
Signature of the authorized person:
Magdalena Eckert-Boruta

1) consolidated quaterly report for 1st quarter 2009 published in May 11, 2009

Correction concerns consolidated balance sheet of the PBG Capital Group as of 31.03.2009. Irregularity in previously presented data relied on wrong presentation of cash advance received from investor for execution of a contract as of 31.03.2009.
Value of the correction amounts 89.647 thousand PLN and results in increase of consolidated balance sheet as follows:
- in assets of the balance sheet: receivables from contracting parties for works
completed under contracts for construction/long-term services
- in equity: trade liabilities.
As a result of that correction total amount of balance sheet has increased its value by 89.647 thousand PLN.
Corrected transcript can be found on pages 09-08/69 of the report.
 
Above correction has caused changes in the chart called “Selected financial data” as well. Namely positions: “Assets” and “Financial liabilities”.
Corrected transcript can be fund on page 05/69 of the report.

Other financial data presented in comparative periods of the balance sheet stay the same.

2) report of the Board of Directors of the PBG SA for the period from 01.01.2008 to 31.12.2008 and report of the Board of Directors of the PBG Capital Group for the period from 01.01.2008 to 31.12.2008, published by the Company on 30th April 2009 
Mistake in reports of Board of Directors is an obvious editorial mistake In the point concerning number of shares of the Company and options for them possessed by managing people and supervisory people of the PBG SA. An editorial mistake was about wrong number of shares possessed by Vice President of the Board – Mr. Tomasz Woroch. In both reports an indicated number was 8.403 instead of 1.778 which is a correct number.

Legal basis:
§ 56 sec. 2 pt 2 Regulation in the matter of the current and periodic information provided by issuers of securities

Signature of the authorized person:
Magdalena Eckert-Boruta

Legal basis:

§ 38 sec. 1 pt 1 - 2 regulations from 19th of February 2009 in the matter of the current and periodic information provided by issuers of securities and of conditions of regarding equivalent of the required information with provisions of the law of the country not being the member state.

Signature of the authorized person:
Magdalena Eckert - Boruta

Signature of the authorized person
Magdalena Eckert - Boruta

Legal basis:
§ 103 sec. 2 ruling from the day 19 February 2009 in the matter of the current and periodic information provided by issuers of securities and of conditions of regarding equivalent of the required information with provisions of the law of the country not being the member state.

Signature of the authorized person:

Magdalena Eckert – Boruta

Legal basis:
§ 5 sec. 1 pt 1 Regulation in the matter of the current and periodic information provided by issuers of securities from day 19 of February 2009.

Signature of the authorized person:
Magdalena Eckert - Boruta

Legal basis:
§5 Sec.1 Point 3 of the Resolution 19 February 2009 on current and interim information provided by the issuers of securities.

Signature of the authorized person:
Magdalena Eckert-Boruta
                                                         

Legal basis:
§ 5 Sec.1 Point 25) of the resolution dated Feb. 19, 2009 on current and periodic information to be supplied by issuers of securities and on conditions of acknowledging information required by the laws of a non-member country as equivalent.

Signature of the authorized person:
Magdalena Eckert-Boruta

The amendment arises from incorrect presentation of guarantees granted that
took place on 31 December 2008.

The incorrectness of the numerical data consists in failure to include
exclusions from consolidation concerning guarantees granted mutually by
entities being part of PBG Capital Group.

The Management Board of PBG S.A. publishes the amended Financial Statements.

Signature of the authorised person:
Magdalena Eckert-Boruta