Current Report 

Drafted on:

20.05.2016

Current report No

36/2016

Abbreviated issuer’s name

mBank

Contents: 

Reference is made to current report No. 103/2015 of 15 December 2015, current report No. 5/2016 of 5 February 2016 and current report No. 7/2016 of 25 February 2016. The management board of mBank Spółka Akcyjna with its registered office in Warsaw, postal address: ul. Senatorska 18, 00-950 Warsaw, entered in the Register of Business Entities kept by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register, under KRS No. 0000025237 (the “Bank”), hereby gives notice of the completed division of:

• Dom Maklerski mBanku Spółka Akcyjna with its registered office in Warsaw, postal address: ul. Wspólna 47/49, 00-684 Warsaw, entered in the Register of Business Entities kept by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register, under KRS No. 0000003151 (“mDM”) (the “mDM Division”); and
• mWealth Management Spółka Akcyjna with its registered office in Warsaw, postal address: ul. Królewska 14, 00-065 Warsaw, entered in the Register of Business Entities kept by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register, under KRS No. 0000021519 (“mWM”) (the “mWM Division”).

The division of mDM was effected in accordance with the procedure specified in Art. 529 § 1.1 of the CCC, i.e. through a transfer to:

• the Bank of a part of the assets and liabilities of mDM in the form of an organised part of the enterprise of mDM connected with the provision of brokerage services (the “Brokerage Business”);
• mCentrum Operacji sp. z o.o., with its registered office in Łódź, postal address: ul. Traktorowa 143, 91-203 Łódź, entered in the Register of Business Entities kept by the District Court for Łódź-Śródmieście, XX Commercial Division of the National Court Register under KRS No. 0000156764 (“mCO”) of a part of the assets and liabilities of mDM in the form of an organised part of the enterprise of mDM connected with the servicing of and rendering of human resources and payroll services (the “HR and Payroll Services”).

The division of mWM was effected in accordance with the procedure specified in Art. 529 § 1.1 of the Commercial Companies Code, i.e. through a transfer to:

• the Bank of a part of the assets and liabilities of mWM in the form of an organised part of the enterprise of mWM connected with the provision of brokerage services, as well as other activities that do not constitute the Operations of the Office of the Real Estate Market and Alternative Investments as defined below (the “Brokerage Business”); and
• through a transfer to BRE Property Partner sp. z o.o. with its registered office in Warsaw, postal address: ul. Królewska 14, 00-065 Warsaw, entered in the Register of Business Entities kept by the District Court for the Capital City of Warsaw, XII Division of the National Court Register under KRS No. 0000271011 (“BRE PP”) of a part of the assets and liabilities of mWM in the form of an organised part of the enterprise of mWM connected with advisory and intermediation services, within the scope of acquiring and investing in real estate as well as other alternative investments (investment gold, investment silver, fine art), in favour of natural persons as well as the performance of an analysis within the scope of the real estate market (the “Operations of the Office of the Real Estate Market and Alternative Investments”).

The management board of the Bank hereby notifies that with reference to the mDM Division and the mWM Division, on 20 May 2016, it learned of the following:

- the striking off of mDM from the National Court Register on 20 May 2016 by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register, as a result of the mDM Division;

- the striking off of mWM from the National Court Register on 20 May 2016 by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register, as a result of the mWM Division.

Consequently, pursuant to Art. 530 § 1 of the Commercial Companies Code, as a result of the mDM Division and the mWM Division, mDM and mWM, respectively, were wound up without going into liquidation on the date on which they were struck off the register.

Legal basis for the announcement:

Art. 539 §1 and 2 of the Act of 15 September 2000 – the Commercial Companies Code (Journal of Laws of 2013, item 1030, as amended), in connection with Article 402(1) of the Commercial Companies Code and Article 56 section 1.2 of the Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies of 29 July 2005 (consolidated text: Journal of Laws of 2013, item 1382, as amended).

President of the Management Board

Cezary Stypułkowski 20.05.2016