Resolution of the Extraordinary General Meeting of Shareholders ? giving an opinion

The Management Board of Stalexport SA informs that on 26th April 2004 the Supervisory Board passed a resolution at the meeting in regard to giving an opinion on the resolution project of the Extraordinary General Meeting of Shareholders of Stalexport SA submitted by the Management Board, convened on 13th May 2004 in regard to amending the Statutes of the Company in § 8 item2 and § 8 item 2a of the Statutes which would have the following wording:
?2. The Management Board of the Company is entitled until 12th May 2007 to a ?one-off? or a multiple stock capital increase by the maximum value of 161 643 034 PLN (one hundred sixty one million six hundred forty three thousand thirty four PLN) constituting the provision capital according to art. 444 of the Code of commercial companies by issuing up to 80 821 517 ordinary bearer shares of a nominal value of 2 (two) PLN with the right to deprive the right to the shares either entirely or partially under the reservation of the following conditions:

1. the shares can also be issued in exchange for non-cash contributions, yet upon receiving the consent of the Supervisory Board;
2. the issued shares cannot be priviledged nor claim rights from art. 354 of the Code of commercial companies;
3. the resolution of the Management Board on depriving of the right to shares requires the consent of the Supervisory Board in order to be effective.

2a The Management Board of the Company is simultaneously entitled to issue subscription warranties, mentioned in art. 453 A§ 2 of the Code of commercial companies?.
According to its resolution, passed on 26th April 2004, the Supervisory Board gives a positive opinion on the resolution draft of the Extraordinary General Meeting of Shareholders submitted by the Management Board of the Company in regard to amending the Statutes of the Company, assuming that the Management Board will submit its own amendment to the draft at the Extraordinary General Meeting of Shareholders on 13th May of the current year and will:
not introduce item 2a to the Statutes
decrease the value of the new share emission to maximum 50 m shares.