The Management Board of Z. Ch. „POLICE” S.A.
Ul. Kuźnicka I, 72-010 Police

Invites everyone interested to negotiations concerning the purchase of: 
• 2 482 shares of the nominal value of PLN 500 each, which constitutes 100% of the share capital of „Automatika” Usługi Kontrolno - Pomiarowe Sp. z o.o. with its registered office in Police, ul. Kuźnicka 1, www.automatika.com.pl,
• 2 780 shares of the nominal value of PLN 500 each, which constitutes 100% of the share capital of „Centrum” Elektrotechnika Instalacje Serwis Sp. z o.o. with its registered office in Police, ul. Kuźnicka 1, www.centrum.zchpolice.pl,
• 12 425 shares of the nominal value of PLN 500 each, which constitutes 100% of the share capital of „Remech” Grupa Remontowo - Inwestycyjna Sp. z o.o. with its registered office in Police, ul. Kuźnicka 1, www.remech.pl
• 261 797 shares of the nominal value of PLN 50 each, which constitutes 100% of the share capital of „Transtech” Usługi Sprzętowe i Transportowe Sp. z o.o. with its registered office in Police, ul. Kuźnicka 1, www.transtech.pl,
• 1 023 shares of the nominal value of PLN 500 each, which constitutes 100% of the share capital of „Koncept” Sp. z o.o. with its registered office in Police, ul. Kuźnicka 1, providing design services, www.koncept-zchpolice.pl
• 394 424 shares of the nominal value of PLN 50 each, which constitutes 100% of the share capital of „Supra” Agrochemia Sp. z o.o. with its registered office in Wrocław, ul. Monopolowa 6, providing fertilizer packaging and storing services, www.supra-agrochemia.com.pl

The subjects of the negotiations will be in particular:
• prices of shares,
• obligations concerning employee rights protection,
• program for growth,
• rules and conditions for commercial cooperation with Z.Ch. „Police” S.A.,
• ways of securing the fulfillment of obligations.

The potential Investor will receive from the Department of Corporate Supervision 72-010 Police ul. Kuźnicka 1, room no. 243, „Procedure for the sale of shares in a Z. Ch. „POLICED” S.A.'s subsidiary in the form of public invitation to negotiations”, and information memorandums of the above-mentioned companies including information on their legal as well as economic and financial standing, following a payment of PLN 100.00 (for a single company's memorandum) at the cash office of Z.Ch. „Police” S.A. or into the account no. 71 1240 3826 1111 0000 4398 1081 run by PEKAO S.A. III/0 Szczecin, and upon delivery of the signed original of the confidentiality statement (text of the statement to be obtained from : zbycie.spolek@zchpolice.com), signed by duly authorized persons (along with documents confirming their authorization). The deadline for delivering written responses to the published invitation to negotiations concerning the purchase of the shares expires on 17 December 2009 at 3 p.m. Polish time (delivery date counts). responses from Potential Investors made only in Polish shall be submitted in a sealed (glued) envelope, in person or through a courier to the Department of Corporate Supervision, room no. 243, Police ul. Kuźnicka 1. The envelope should bear the following, duly completed, text:

„Response to the public invitation to negotiations concerning the purchase of shares in  … with its registered office in … - do not open” (the dotted lines should be filled out with the relevant name of the Company and its registered office), and the Potential Investor's identification data. An Investor shall only be admitted to the negotiations concerning the purchase of shares if they attach to their response a confirmation of having paid the bid bond in the following amount:

For „Automatika” Sp. z o.o.  – bid bond of PLN 50 000
­For „Centrum” Sp. z o.o.,  – bid bond of PLN 50 000
­For „Remech” Sp. z o.o.,  – bid bond of PLN 50 000
­For „Transtech” Sp. z o.o.,  – bid bond of PLN 50 000
­For „Koncept” Sp. z o.o.,  – bid bond of PLN 10 000
­For „Supra” Sp. z o.o.,  – bid bond of PLN 50 000

into the account no. 71 1240 3826 1111 0000 4398 1081 run by PEKAO S.A. III/0 Szczecin, or at the cash office of Z.Ch. „Police” S.A. not later than 3 p.m. Polish time on 17 December 2009. If a Potential Investor is interested in more than one Company, a separate written response to the invitation to negotiations concerning the purchase of shares should be submitted for each of the Companies.

The Management Board of Z. Ch. “POLICE” S.A. reserves the right to select one or a few entities, which whom it will start negotiations, or to withdraw from negotiations without stating the cause, and to request that the entities which have submitted responses to this invitation provide additional information and explanations at each of the stages of the procedure.

The Management Board of Z. Ch. “POLICE” S.A. also reserves that it does not bear any costs incurred by the Potential Investor in connection with their participation in the negotiations and conclusion of the share transfer agreement.