Announcement.

APANET SA (26/2018) Meeting of the Supervisory Board of the Issuer on 10/08/2018 and the activities of the Members of the Supervisory Board taken on August 27, 2018.

Legal basis: Article 17 para. 1 MAR - confidential information.
The Management Board of APANET S.A. with its registered office in Wrocław ("Issuer", "Company"), announces the following:
On 27 August 2018, the Issuer's Management Board received an email from the Member of the Supervisory Board of Jacek Konopa, which shows that on that day some Members of the Supervisory Board met who, considering that they have the right to act as the Issuer's Supervisory Board, decided to appoint Anna Gardiasz as the Vice-President of the Issuer's Supervisory Board, dismiss Dariusz Karolak from the post of President of the Issuer's Management Board and appoint Andrzej Lis for this function. Copy of the document entitled "Minutes of the Supervisory Board of APANET S.A." of August 27, 2018 is an attachment to this announcement. The document has been signed by Mr. Andrzej Łebek who describes himself as the Chairman of the Supervisory Board. The Management Board of the Issuer informs that as at August 27, 2018, the meeting of the Issuer's Supervisory Board was not convened. The first meeting of the newly elected Supervisory Board of the Issuer, convened by the Issuer's Management Board at the request of a Member of the Supervisory Board of Jacek Konopa, took place on 10 August 2018, however, only three out of seven members of the Supervisory Board of the current term were present, ie Jacek Konopa, Andrzej Łebek and Maciej Górski, hence there was no quorum to adopt resolutions (pursuant to Article 388 § 1 of the Commercial Companies Code, the supervisory board of a joint stock company adopts resolutions if at least half of its members are present at the meeting and all its members have been invited; from § 22.1 of the Issuer's Articles of Association, an absolute majority of votes cast in the presence of at least half of the members of the Supervisory Board will be required to adopt a resolution by the Supervisory Board of the Company.). Nevertheless, those present at the meeting of the Supervisory Board on August 10, 2018. Members of the Supervisory Board Jacek Konopa, Andrzej Łebek and Maciej Górski considered that they have a quorum enabling them to adopt resolutions as the Issuer's Supervisory Board regarding: entrusting the meeting to the meeting of Andrzej Łebek, adopting the agenda , election of the Chairman of the Supervisory Board, commitment of the Issuer's Management Board to present the minutes of the Issuer's General Meeting of Shareholders from 2017 and 2018, financial statements and activity reportsIssuer for 2016 and 2017 (all publicly available on the Issuer's and NewConnect's website) and the notification of the crime filed by the Issuer) and resolutions to suspend the meeting by August 27, 2018. Report of the meeting of the Issuer's Supervisory Board on August 10, 2018 with attachments is attached to this communication. On August 10, 2018, the Issuer's Management Board sent scans of the minutes of the Supervisory Board meeting of 10 August 2018 to the Supervisory Board Members absent at the meeting. Until the publication of this announcement, the Issuer received objections from three Supervisory Board Members regarding the course of the Supervisory Board meeting on August 10, 2018, disputing that any resolutions were adopted at the meeting.
Due to the fact that at the meeting convened for August 10, 2018, the Chairman of the Supervisory Board was to be elected, the Issuer's Management Board commissioned a written legal opinion regarding the meeting of the Supervisory Board taking place on 10/08/2018, from which It follows that: 1. Members of the Issuer's Supervisory Board present at the meeting held on August 10, 2018, ie Andrzej Łebek, Jacek Konopa and Maciej Górski, were not entitled to adopt resolutions as the Issuer's Supervisory Board with attention to the lack of the quorum referred to in Article 388 § 1 k.s.h. and in § 22 para. 1 of the Issuer's Articles of Association enabling the Supervisory Board to adopt resolutions and the lack of invitation to the Supervisory Board meeting of the Member of the Supervisory Board of Piotr Leszczyński. 2. In the minutes of the meeting of the Supervisory Board of the Issuer dated August 10, 2018, resolutions: appointing the chairman, adopting the agenda, appointing the Chairman of the Supervisory Board, obliging the Management Board to submit certain documents and the break in the meetings of the Supervisory Board until August 27, 2018, they were not taken by the Supervisory Board of the Issuer and do not constitute resolutions of the Supervisory Board of the Issuer.
On August 23, 2018, the Issuer's Management Board sent an e-mail legal opinion to all seven Members of the Supervisory Board of the current term of office.
Due to the nature of the actions taken by the Issuer's Supervisory Board members present at the meeting of the Supervisory Board on August 10, 2018 and at the meeting held on August 27, 2018, the Issuer's Management Board took stepsto avoid destabilizing the Company's situation and to eliminate any doubts regarding the authorization of the current Management Board to represent it.
The Issuer's Management Board reminds that as a result of the Issuer's notification of April 27, 2018 (described in ESPI report No. 7/2018 of April 27, 2018) by a decision of the Wrocław Fabryczna District Prosecutor from July 1, 2018, instigated there was an investigation regarding the abuse of rights granted in the period from August 1, 2017 to September 20, 2017 in Wroclaw, and failure of the former President of the Management Board of the Issuer Andrzej Lisa to perform duties through, among others disposal to third parties at a discounted price not including the market value, 200 shares of the subsidiary Apanet Green System sp. o.o. for PLN 20000, which in turn led to the loss of the Issuer's previous control over the subsidiary Apanet Green System sp. o.o., and then through participation in the Extraordinary General Meeting of Shareholders of Apanet Green System sp. o.o. and voting for the adoption of a resolution amending the agreement of this company and introducing provisions extremely unfavorable for APANET S.A. resulting in loss of control APANET S.A. over the subsidiary Apanet Green System sp. z oo, as well as allowing Apanet Green System Sp. z oo to repay the loans granted to the above entity by the Issuer in the total amount of PLN 343,000 despite the expiration of the repayment deadline and attempting to repay the repayment date loans, as a result of which substantial damage to the Issuer was caused to the Issuer, i.e. for an act under Art. 296 § 1 of the Penal Code, about which the Issuer's Management Board informed in the ESPI report No. 23/2018 of July 24, 2018.
The Issuer's Management Board decided to publish the above information due to the fact that it may potentially have a significant impact on the valuation financial instruments of the Issuer listed in the Alternative Trading System on the NewConnect market.

Source: company website, investor relations, current and periodic reports.

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Company information
Company name:Apanet SA
ISIN:PLAPANT00017
NIP:8971780588
Adress: Aleja Piastów 27 52-424 Wrocław
Phone:+48 71 7832930
website:www.apanet.pl

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