The Management Board of the company under the business name ADMINOTAUR Sp. z o.o., with its registered seat in Kraków (address: ul. Wygrana 9/4, 30-311 Kraków), entered in the Register of Entrepreneurs of the National Court Register under the KRS number: 0000542836 (registration court: District Court Kraków Śródmieście in Kraków, XI Economic Department of the National Court Register), holding the following NIP number: 6751513915 and REGON number: 360779875, share capital in the amount of: PLN 40,000.00 (in words: forty thousand 00/100); ("Acquired Company") announces its intention to merge with the company under the name CENTURIA S.A. with its registered seat in Poznań (address: ul. Sarmacka 11, 61-616 Poznań), entered in the Register of Entrepreneurs of the National Court Register under the KRS number: 0000999492 (registration court: District Court Poznań - Nowe Miasto and Wilda in Poznań, VIII Economic Department of the National Court Register), holding the following NIP number: 9721184489 and REGON number: 300882746, share capital amounting to: PLN 555,555.50 (PLN: five hundred and fifty-five thousand five hundred and fifty-five 00/100); ("Acquiring Company").
The Board of Directors of the Acquired Company announces that on 10 October 2023, it agreed and signed a plan of merger ("Plan of Merger") with the Board of Directors of the Acquired Company, which is made available to the public free of charge on the websites of the Acquiring Company and the Acquired Company.
The release of the Plan of Merger shall continue uninterruptedly from today's closing date of the meeting of shareholders of the Acquiring Company at which the resolution on the merger of the Acquiring Company and the Acquired Company is adopted.
The Merger will be effected pursuant to Article 492 § 1(1) of the Companies Act, by transferring all the assets of the Acquired Company to the Acquiring Company and dissolving the Acquired Company without liquidating the Acquired Company ("Merger").
As a result of the Merger, the Acquiring Company will enter into all rights and obligations of the Acquired Company as of the date of the Merger, and the Acquired Company will be dissolved without liquidation, in accordance with Art. 494.1 of the CCC and Art. 493.1 of the CCC.