Management Board Report on the activity of the JSW S.A. Capital Group for 2012
1.2. Organizational or capital ties
JSW S.A. is the Parent Company in the Group. The main line of business is extraction of black coal, which takes place in separate organizational units, i.e. mines. Coke production in the Group is the responsibility of Koksownia Przyjaźń, KK Zabrze and WZK Victoria, and distribution of the Group’s products is primarily the responsibility of JSW S.A. and Polski Koks S.A. Production of electricity, heat and cooling for the mines is the responsibility of SEJ
On 14 March 2012, the procedure to transform Koksownia Przyjaźń Sp. z o.o. into a joint-stock company was launched. The transformation plan was filed with the District Court for Katowice-East in Katowice, 8th Business Division of the National Court Register, on 28 May 2012 in order to examine its correctness by an auditor appointed by the Court. The transformation plan has been sent to all shareholders for their perusal. On 30 May 2012, the Court issued a decision to appoint auditor Piotr Rojek to examine the plan for its correctness and reliability, and obligated the auditor to issue an opinion in writing within no later than two months. On 11 July 2012, the company received an audit opinion dated 29 June 2012 stating that the transformation plan is correct and reliable and contains all the elements required by the Commercial Company Code ("CCC") and the value of shares for transformation purposes had been determined correctly. On 20 November 2012, the Extraordinary Shareholder Meeting adopted a resolution to transform Koksownia Przyjaźń Sp. z o.o. into a joint-stock company. On 2 January 2013, the District Court in Katowice issued a decision to register the transformation of Koksownia Przyjaźń Sp. z o.o. into a joint-stock company in the National Court Register.
In addition to the aforementioned entities, JSW S.A. has different subsidiaries which provide support services to the Group. These subsidiaries include: JZR, JSK, CLPB, ADVICOM Sp. z o.o., PGWiR and JSU.
The Parent Company also holds a minority stake in the share capital of other entities; in addition, in the Group there are companies which are the Parent Company’s subsidiaries only indirectly. The lines of business of the Capital Group companies are presented in the table in Item 1.1.2 of this report.
