Public offering

2005 - Issue of Series A, B and C shares

On the basis of the EMC Instytut Medyczny SA prospectus, approved by the Securities and Exchange Commission in Warsaw, decision No. DIF/E/4110/50/68/2005 of 21 June 2005, the following shares have been introduced to trading:

1,500,038 inscribed preferred Series A shares of a nominal value of PLN 4.00 each
2,500,062 ordinary bearer Series B shares of a nominal value of PLN 4.00 each
1,500,000 ordinary bearer Series C shares of a nominal value of PLN 4.00 each

Series A and B shares have been taken up by the shareholders of EuroMediCare Instytut Medyczny spółka z ograniczoną odpowiedzialnością (EuroMediCare Medical Institute Ltd) and EuroMediCare Serwis Spółka z ograniczoną odpowiedzialnością (EuroMediCare Service Ltd) seated in Wrocław as a result of a merger of the companies performed pursuant to Art. 492 of the Code of Commercial Partnerships and Companies §1 (2). The legal basis for the issue of Series C shares are the provisions of the Code of Commercial Partnerships and Companies and the Articles of Association, valid from the date of issue of the Series C Shares.

Pursuant to Art. 431 § 1 in relation to Art. 430 of the Code of Commercial Partnerships and Companies, the body authorised to decide upon issue of Series C shares was the General Meeting. The legal basis for introducing Series C shares to trading was resolution No. 9/2005 of the Extraordinary General Meeting held on 17 April 2005.

Series C shares were offered by the Issuer through public subscription, in the following tranches:

Large Investor Tranche (Transza Dużych Inwestorów - TDI) — 1,200,000 Series C shares
Small Investor Tranche (Transza Małych Inwestorów - TMI) — 300,000 Series C shares

Before the commencement of the Public Offering of Series C shares the Issuer, through the Offerer, went through the book-building process for Series C shares.

The issue price of ordinary bearer Series C shares was fixed at PLN 7.60 per share. The total value of the issue amounted to PLN 11,400,000 .

Dates for the Public Offering of Series C shares:

by 12 July 2005 - publication of the Price Range for Series C shares
from 14 to 15 July 2005 - acceptance of binding Declarations of Interest in the Purchase of Series C shares as part of book-building for the Large Investor Tranche
15 July 2005 - establishment of the Issue Price and its publication
18 July 2005 - opening of the Public Offering
from 18 to 20 July 2005 - acceptance of subscriptions for Series C shares, Small Investor Tranche
from 18 to 21 July 2005 - acceptance of subscriptions for Series C shares, Large Investor Tranche
The Public Offering was closed on the day of allotment of Series C shares for both tranches. The allotment of Series C shares was carried out within three working days of the date on which the subscription for the Large Investor Tranche was completed.

2007 - Issue of series D shares

On 9 January 2007 the General Meeting of EMC Instytut Medyczny SA adopted a resolution on the increase of the share capital of the company through the issue of ordinary bearer Series D shares.

In accordance with the resolutions adopted, 400,000 Series D shares were taken up through private subscription pursuant to Art. 431 § 2 (1) of the Code of Commercial Partnerships and Companies, on the basis of an offer made by the Management Board of the Company to six individually identified investors. The offers were accepted by all six investors on 30 January 2007. The Issue Price of Series D shares was PLN 14.50 per share. The total value of the subscription was PLN 5,800,000. For the issue of Series D shares a prospectus was not drawn up.

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