Report no 9 Sale of shares in subsidiary company

The Management Board of Stalexport Autostrady S.A. informs the public that on 23 March 2012 Stalexport Autostrady S.A. and Węglokoks S.A. signed a conditional share sale agreement.

The agreement covers the sale by Stalexport Autostrady S.A. (the Seller) to Weglokoks SA (the Buyer) of 54 shares in Biuro Centrum Sp. z o. o. with its seat in Katowice, with the nominal value of PLN 500 each share, at a price of PLN 9,162.50 per share.

The transfer of shares will take place after fulfillment (jointly) of two conditions:

1. The Buyer obtains an approval of the General Meeting for the purchase of Shares, preceded by the release of an opinion by the Supervisory Board in accordance with the requirements of the Statutes of the Buyer,
2. The Extraordinary General Meeting of Biuro Centrum Sp. z o. o. is held with participation of both Parties (i.e. the Seller and the Buyer) and they agreeably make changes to the Articles of the Association of Biuro Centrum Sp. z o. o.

The total transaction value amounts to PLN 494,775.00 (say: four hundred and ninety four thousand seven hundred seventy five zlotys).

Currently Stalexport Autostrady S.A. holds 119 shares in Biuro Centrum Sp. z o.o. which constitutes 74.38% stake in Biuro Centrum Sp. z o.o.

After transfer of the shares Stalexport Autostrady S.A. will hold 65 shares in Biuro Centrum Sp. z o.o. which will constitute 40.63% stake in Biuro Centrum Sp. z o.o.

The main area of operations of Biuro Centrum is related to managing and technical operation of the office and conference building in Katowice at Mickiewicza 29, which is jointly owned by Stalexport Autostrady S.A. (40.46%) and Węglokoks S.A. (59,54%).

In 2011 Węglokoks S.A. proposed Stalexport Autostrady S.A. to adjust the structure of ownership in Biuro Centrum to the structure of ownership in property through the redemption of 54 shares in Biuro Centrum from Stalexport Autostrady S.A.

If the transaction is done, the ownership structure of shares in Biuro Centrum Sp. z o. o. will correspond to the ownership structure in property managed by this company