The Management Board of Asseco Business Solutions Spółka Akcyjna with its registered office in Lublin (hereinafter "Asseco BS") informs that on 31/08/2017 it has decided to start preparatory works in order to conduct the merger of Asseco BS (as the acquiring company) with its subsidiary Macrologic S.A. (hereinafter "Macrologic", as the acquired company) with its registered office in Warsaw, ul. Kłopotowskiego 22, 03-717 Warsaw, KRS No. 0000045462, in which Asseco BS holds directly 91.56% of the share capital. The company Macrologic - as a subsidiary of Asseco BS - holds 159,436 own shares, constituting approx. 8.44% of the share capital. In total, Asseco BS together with its subsidiary, ie Macrologic, holds a total of 1,888,719 shares of the issuer, representing a 100% share in the share capital of Macrologic. Br> The merger of the Companies would be: br> 1.w art. 492 § 1 point 1 of the Code of Commercial Companies, i.e. by transferring all assets of Macrologic to Asseco BS (merger by acquisition); as a result of the merger, Macrologic will be terminated without liquidation, br> 2. art. 515 § 1 of the Code of Commercial Companies, i.e. without increasing the share capital of the acquiring company and without changing the statute of the acquiring company, br> 3. in accordance with art. 516 § 5 of the Code of Commercial Companies without preparation of management reports justifying the merger and without being examined by an expert Merger Plan, br> 4. after approval by Asseco BS Supervisory Board of the Asseco BS Management Board regarding merger, br> 5. based on resolutions of General Asseco BS and Macrologic Assemblies, adopted in accordance with the provisions of the Code of Commercial Companies. br> The Management Boards of both Companies will agree the Combination Plan. The signing of the Plan of the merger will be reported by Asseco BS in a separate report. Br> The justification for the merger are strategic considerations. The purpose of the merger is to optimize the operation of entities within the "Asseco Business Solutions" capital group, as well as to take advantage of the synergies and further development of Asseco Business Solutions SA's competences. in the field of IT services related to ERP systems in the enterprise sector. The merger will allow for more effective organization of work and management, and thus will affect a more effective way of using the potential of both companies. Br>
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