Management Board Report on the activity of the JSW S.A. for 2012

1.4.1. The Company’s capital and ownership structure

As at the last date of the reporting period and at the date of this report, the Company’s share capital was PLN 587,057,980.00 and was divided into 117,411,596 ordinary shares with a par value of PLN 5.00 each, as follows:

• 99,524,020 series A shares,
• 9,325,580 series B shares,
• 2,157,886 series C shares,
• 6,404,110 series D shares.

Registered shares which will be dematerialized pursuant to the Act on Trading in Financial Instruments of 29 July 2005 will be transformed into bearer shares upon such dematerialization. The total number of votes linked to all the shares issued by JSW S.A. is 117,411,596 votes at the JSW S.A. Shareholder Meeting.

As at 31 December 2012 and at the date of the Management Board Report on the activity of the JSW S.A. for 2012 ⁽¹⁾, the shareholding structure of JSW S.A. was as follows:

	Number of shares	Number of votes at the Shareholder Meeting	Percentage of share capital	Percentage of the total number of votes at the Shareholder Meeting
State Treasury of the Republic of Poland(2)	64,775,542	64,775,542	55.16%	55.16%
Other shareholders(3)	50,478,168	50,478,168	43.00%	43.00%
Other shareholders(4)	2,157,886	2,157,886	1.84%	1.84%
Total	117,411,596	117,411,596	100.00%	100.00%

(1) The Company does not hold an itemized breakdown of the shareholder structure as at 31 December 2012 or at the date of the Management Board Report on the activity of the JSW S.A. for 2012 due to the pending process of the Company’s eligible employees acquiring shares free of charge from the State Treasury by the power of the Act on Commercialization and Privatization of 30 August 1996. The information included in the foregoing table was transmitted in Current Report no. 40/2012 on 30 November 2012 prepared on the basis of the notification submitted by the State Treasury.
(2) The State Treasury, including Employee Shares. The shares of eligible employees or their successors until their transfer remain the property of the State Treasury. 1. Starting on 10 October 2011, JSW S.A. began to dispose, free of charge, 14,928,603 registered series A shares with a par value of PLN 5.00 each to eligible employees. 2. In connection with the contribution of KK Zabrze shares to JSW S.A., the shares of persons entitled to a gratuitous purchase of KK Zabrze shares allowing them to exercise their right to a gratuitous purchase of JSW S.A. shares instead of KK Zabrze shares. Starting on 23 April 2012, JSW S.A. began to dispose, free of charge, 1,130,137 series D shares with a par value of PLN 5.00 each to eligible employees.
(3) Institutional and individual investors, including employees of JSW S.A., KK Zabrze and their heirs, who have taken advantage of their entitlement to acquire Employee Shares free of charge, pursuant to the Act on Commercialization and Privatization of 30 August 1996.
(4) Series C employee shares offered in a private subscription to an investment company which offered to dispose of the taken-up series C shares to the employees referred to in sec. 5 of Resolution no. 3 of the Company’s Shareholder Meeting of 12 May 2011, Rep. A no. 3173/2011. On 17 April 2012, the JSW S.A. Shareholder Meeting adopted a resolution to retire 1,796,324 series C shares (Current Report no. 25/2012). Information about the adjustment of the number of series C shares is presented in Item 1.4.3 of the Management Board Report on the activity of the JSW S.A. for 2012.

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The Company has not received any information about the percentage thresholds of the total number of votes being exceeded as prescribed by art. 69 section 1 of the Act on Public Offerings and the Conditions for Admitting Financial Instruments to an Organized Trading System and on Public Companies.

As at the date of submission of this report, according to the notices received from shareholders holding directly or indirectly through subsidiaries at least 5% of the total number of votes at the JSW S.A. Shareholder Meeting (Current Report No. 40/2012 of 30 November 2012), the ownership structure of JSW S.A. was as follows: