FAQ

The Company never announced that it would announce a dividend policy in January 2014. The President of the Management Board, Mr. Józef Siwiec, only announced in the media last year that "We want the payment of dividend from the profit for 2012 to be the beginning of the dividend policy. We want to share in the following years with shareholders at a profit'.

Any information about the amount of dividend from the profit for 2014, appearing on Internet forums, are only speculation of investors. Appropriate information on the distribution of profit for 2013 will be given in an appropriate message after approval by the Supervisory Board of the Company.

The project of acquisition of ZM INVEST S.A. is in progress. Due to its considerable degree of complexity (e.g. tax issues), we hope that the project will be completed by the end of 2014. We will inform you about all important issues in current announcements.

At the stage of project preparation, the valuation was carried out using market methods commonly used for this type of transactions, which allowed to determine the share exchange parity in the range of about 45-50%. However, the final issue price will be determined before the issue itself and will take into account the market discount level. The issue price of shares will be verified by an independent auditor.

The issue price will depend on many factors - parity, current share price of ZMR S.A., financial results. For obvious reasons, we are currently not in a position to determine this price. The Management Board assures that the exchange parity (and thus the final issue price) will not deviate from market standards and good practices in this respect.

The Management Board estimates that both revenues and profits may increase by about half as compared to the previous results of ZMR S.A.

Issuance of shares for the market is only one of the ways of obtaining financing for the Company's current operations. Others are e.g. bond issue or debt financing. We do not rule out the possibility of issuing shares or bonds in the future, along with the development of our business and investment plans.

Information on market analysis and sales, both domestic and foreign, are regularly published by the Company in periodic reports (quarterly, mid-year and annual), published on our website www.ropczyce.com.pl in the section Investor Zone / Periodic Reports. The scope of this information is quite detailed and concerns both the effects of actions already carried out and those carried out in a given reporting period. Considering the above, the Company does not see the need to expand the scope of information on exports, all the more so as they are strategic in nature and determine the future of the company in the global competitive environment.

We did not consider the idea of organizing a meeting for individual investors. You are the first person who turns to the company with such a proposal. Of course, we will consider this idea. Some time ago we tried to organize such a conference, but the problem is the location of such a meeting. While almost all the funds have their offices in Warsaw and it is obvious that we organise the conferences in Warsaw, the Company's shareholders are dispersed all over Poland. Much more effective than such a meeting seems to us to be the investor chat, which we plan to conduct in the near future. We will see what interest there will be. We will inform about the details in due time.

Our Company does not use the form of communication with the market through newsletters and does not plan to introduce them at this moment. The answer to this part of the question is consistent with the answer to question 7, in which we note that detailed information on the Company (both market and sales analysis, capital investments made, development prospects, etc.) is regularly published in periodic reports (quarterly, half-yearly and annual). In addition, we provide all relevant information about the Company in the form of current announcements published on our website. We believe that the scope of this information is quite detailed, therefore the Company does not see the need to expand the scope of information with newsletters at this point in time.
As far as the impact of the situation in Ukraine on our Company is concerned, we can say that this country was and still is in the sphere of our interest mainly due to its economy, which has a great potential. The business activity conducted for many years allowed us to recognize very well the economic realities of our neighbour, to which we are constantly adapting. The unstable political situation in Ukraine does not preclude mutual economic cooperation. We do not feel any significant impact of the current situation in Ukraine on our business relations, in some areas cooperation has been tightened.
We are present on the Chinese market in the area of business cooperation in the area of purchase of raw materials and machinery and equipment. We are constantly looking for new directions of cooperation, not necessarily based on capital ties.

In the structure of our revenues, the share of sales to Russia and Ukraine is approximately 15%. The above data refer to the period from January to September 2013. The latest sales data will be presented in the annual report published by the Company on 17 March 2013.

The Management Board, when deciding on a recommendation to the Supervisory Board and the General Meeting of Shareholders of such and no other dividend level, is guided by the long-term interest of the Company and takes into account plans and conditions.
The amount of 0.45 per share is about 30% higher than in 2013. This is a consistent implementation of the announcement that the Company will return to regular dividend payments.
Currently, following the announcement of the General Meeting of Shareholders together with draft resolutions, including the payment of dividends, the Management Board cannot publish any information about the change of this recommendation, as it is ultimately decided by all shareholders in a democratic vote. Of course, if such a proposal is submitted to the General Meeting of Shareholders, it will be put to a vote. Both theoretically and practically it is therefore possible for shareholders to vote on the payment of a higher dividend - but this is a decision of the Shareholders and not of the Management Board of the Company.