Initial capital increase in Petro-Oil

Change in the initial capital of Petro-Oil Sp. z o.o.

Polski Koncern Naftowy ORLEN S.A. (“PKN ORLEN”), Central Europe’s largest downstream oil company, today announces that Rafineria Trzebinia S.A. has been notified of the registration of a change in the initial capital of Petro-Oil Sp. z o.o. (”Petro-Oil”). The registration took place on 25 March 2002 in Sad Rejonowy in Krakow.

The initial capital of Petro-Oil was increased by PLN 29,558,000 (29,558 shares with a nominal value of PLN 1,000 each) from PLN 14,000,000 to PLN 43,558,000. The capital was increased by Rafineria Trzebinia S.A. through a contribution in kind (lubricant oil plant) with a value of PLN 23,719,000 and a cash contribution of PLN 5,839,000. After this change, the initial capital of Petro-Oil of PLN 43,558,000 consists of 43,558 shares with a nominal value of PLN 1,000 each.

Consequently Rafineria Trzebinia S.A. now owns 75.58% of Petro-Oil's shares. The remainder is held by:
Rafineria Nafty Jedlicze S.A. - 7.71%
Rafineria Czechowice S.A. - 7.71%
PKN ORLEN S.A. - 9.00%

All of these shares are voting shares. The book value of assets contributed by Rafineria Trzebinia S.A. to Petro-Oil is equivalent PLN 22,722,675.46 in addition to PLN 5,839,000 in cash. The assets were valued according to DCF method and will be recorded in Petro-Oil’s books at a value of PLN 23,719,000.