⁽¹⁾ On January 10th 2011, the Extraordinary General Shareholders Meeting of LOTOS Gaz S.A. adopted a resolution to dissolve LOTOS Gaz S.A. by liquidation. On February 14th 2011, the District Court for the Capital City of Warsaw, XIV Commercial Division of the National Court Register, registered the opening of the liquidation proceedings.

⁽²⁾ On June 7th 2011, the Extraordinary General Shareholders Meeting of LOTOS Gaz S.A. w likwidacji (in liquidation) adopted a resolution to relocate its registered office from Mława to Kraków. On July 8th 2011, the District Court for the Capital City of Warsaw, XIV Commercial Division of the National Court Register, registered the relocation of the company’s registered office from Mława to Kraków.

⁽³⁾ On January 10th 2012, Grupa LOTOS sold 100% of the shares in LOTOS Parafiny Sp. z o.o. to Krokus Chem Sp. z o.o. (third-party investor), in which Nova Polonia Natexis LP II and the management staff of LOTOS Parafiny Sp. z o.o. hold shares.

⁽⁴⁾ Till October 16th 2011, LOTOS Tank Sp. z o.o. was operating on the aviation fuel market, where it was engaged in trading and logistics. In 2011, LOTOS Tank Sp. z o.o. underwent reorganization whereby the logistics business was left at LOTOS Tank Sp. z o.o., while the core trading operations were transferred to Grupa LOTOS.

⁽⁵⁾ On December 1st 2010, the Extraordinary General Shareholders Meeting of LOTOS Czechowice S.A. adopted a resolution regarding minority squeeze-out. On April 7th 2011, the minority squeeze-out process involving the purchase of LOTOS Czechowice S.A. shares from minority shareholders was completed by entering the acquired shares into the share register and cancelling the shares which had not been surrendered by minority shareholders. As a result of the above process, as of April 7th 2011 Grupa LOTOS has held 100% of the share capital of LOTOS Czechowice S.A.

⁽⁶⁾ On February 11th 2011, LOTOS Jasło S.A. executed an agreement for the sale of 95.5% of the shares in PLASTEKOL Organizacja Odzysku S.A., a direct subsidiary, and ceased to have a group.

⁽⁷⁾ On November 30th 2010, the Extraordinary General Shareholders Meeting of LOTOS Jasło S.A. adopted a resolution regarding minority squeeze-out. On April 8th 2011, the minority squeeze-out process involving the purchase of LOTOS Jasło S.A. shares from minority shareholders was completed by entering the acquired shares into the share register and cancelling the shares which had not been surrendered by minority shareholders. As a result of the above process, as of April 8th 2011 Grupa LOTOS has held 100% of the share capital of LOTOS Jasło S.A.

⁽⁸⁾ In 2011, Grupa LOTOS purchased employee shares from minority shareholders of LOTOS Petrobaltic S.A. as part of a voluntary sale process. As a result of the above process, the Company’s interest in the share capital of LOTOS Petrobaltic S.A. increased from 99.32% to 99.94%. On November 29th 2011, the District Court for Gdańsk-Północ of Gdańsk, VII Commercial Division of the National Court Register, registered an increase in the share capital of LOTOS Petrobaltic S.A. Following the share capital increase, the interest of Grupa LOTOS in the share capital of LOTOS Petrobaltic S.A. increased from 99.94% to 99.95%.

⁽⁹⁾ On September 26th 2011, the General Shareholders Meeting of Aphrodite Offshore Services N.V. adopted a resolution to sell the Aphrodite I ship. On October 17th 2011, the new owner of the ship, Petro Aphrodite Company Ltd., was entered in the register of Saint Vincent and the Grenadines, upon which Aphrodite Offshore Services N.V. ceased to conduct operating activities.

⁽¹⁰⁾ In 2011, the equity restructuring process at the LOTOS Petrobaltic Group was in progress.

• On May 23rd 2011, a change in the legal form of UAB LOTOS Baltija to AB LOTOS Baltija was registered in the Register of Legal Entities of the Republic of Lithuania.
• On February 3rd 2011, the acquisition of full control over AB Geonafta was finalised (in performance of the conditional agreement for the purchase of 59.41% shares in AB Geonafta, dated December 14th 2010).
• On March 23rd 2011, LOTOS Petrobaltic S.A. sold one share in AB Geonafta to Grupa LOTOS.
• On May 10th 2011, a change in the legal form of UAB LOTOS Meditus to AB LOTOS Meditus was registered in the Register of Legal Entities of the Republic of Lithuania.
• On November 30th 2011, the merger of AB Geonafta, AB Meditus and AB LOTOS Baltija as well as the name change from AB Geonafta to AB LOTOS Geonafta were registered in the Register of Legal Entities of the Republic of Lithuania. In connection with the merger, the ownership structure of AB Geonafta changed as follows:
  • before the merger:
    • AB Meditus (a wholly-owned subsidiary of AB LOTOS Baltija, which in turn is wholly owned by LOTOS Petrobaltic S.A.) – 59.41% of the share capital,
    • LOTOS Petrobaltic S.A. – 40.59% of the share capital,
    • Grupa LOTOS S.A. – 0.00062% of the share capital;
  • following the merger:
    • LOTOS Petrobaltic S.A. – 43.19808% of the share capital (99.99862% of the total vote at the General Shareholders Meeting),
    • Grupa LOTOS S.A. – 0.0005934% of the share capital (0.00137% of the total vote at the General Shareholders Meeting),
    • treasury shares – 56.80132% of the share capital (treasury shares carry no voting rights at the General Shareholders Meeting).

⁽¹¹⁾ In 2011, the restructuring of the sea transport business of the LOTOS Petrobaltic Group was in progress.

• On July 22nd 2011, Miliana Shipping Company Ltd. established two new companies:
  • Miliana Shipmanagement Ltd. and
  • Miliana Shipping Group Ltd.
• Both companies are wholly owned by Miliana Shipping Company Ltd. and incorporated in the Republic of Cyprus.
  • On September 13th 2011, Miliana Shipping Company Ltd. received a formal confirmation of the ownership of six companies based in Cyprus: Bazalt Navigation Company Ltd., Granit Navigation Company Ltd., Kambr Navigation Company Ltd, St. Barbara Navigation Company Ltd., Petro Icarus Company Ltd. and Petro Aphrodite Company Ltd. Miliana Shipping Company Ltd. acquired the companies to provide ship charter services.
  • On December 12th and 13th 2011, Cypriot certificates were issued confirming transfer of shares in the six companies from Miliana Shipping Company Ltd. to Miliana Shipping Group Ltd., which marked the completion of the process aimed at forming the target equity structure for the sea transport business of the LOTOS Petrobaltic Group.

⁽¹²⁾ On January 23rd 2012, a name change from Miliana Shipping Company Ltd. to Miliana Shipholding Company Ltd. was registered.