| |
MESSAGE _ENGLISH VERSION_ |
|
| |
Current Report No. 13/2026
Date of preparation:
09 September 2026
Abbreviated name of the issuer:
Comperia.pl S.A.
Subject:
Conclusion of an agreement on the transfer of an organised part of the
enterprise to the subsidiary company
Legal basis:
Article 17_1_ MAR - confidential information
Content of the report:
The Management Board of Comperia.pl S.A. with its registered office in
Warsaw _the "Company"_, acting pursuant to Article 17_1_ of Regulation
_EU_ No 596/2014 of the European Parliament and of the Council on market
abuse and repealing Directive 2003/6/EC of the European Parliament and
of the Council and Commission Directives 2003/124/EC, 2003/125/EC and
2004/72/EC _OJ EU L 173, 2014, p. 1, as amended_ ["MAR"], hereby
announces that on 9 September 2026 it concluded an agreement on the
transfer of an organised part of the enterprise between the Company and
its subsidiary - ComfinoPay sp. z o.o. with its registered office in
Warsaw _"ComfinoPay"_, previously operating under the name ComperiaPay
sp. z o.o. _the "Agreement"_.
The conclusion of the Agreement constitutes a finalisation of the
process of reorganising the conduct of business within the Company's
capital group _the "Group"_, the commencement of which was announced by
the Company in current report No. 7/2026 of 1 July 2026.
Under the Agreement, the Company transferred to ComfinoPay an organised
part of the enterprise _"OPE"_, comprising a set of tangible and
intangible assets, separated in organisational, financial and functional
terms, used to conduct activities in the area of online payments
_e-commerce_ under the "Comfino" brand _the "E-Commerce Business"_. As a
result of the conclusion of the Agreement, the aforementioned set of
assets constituting OPE, which has been transferred to ComfinoPay, will
constitute ComfinoPay's business, on the basis of which ComfinoPay will
be able to carry out its E-Commerce Business.
The transfer of the OPE was effected in the form of a contribution in
kind _in-kind contribution_ made by the Company to cover 1,090 new
shares in the increased share capital of ComfinoPay, with a nominal
value of PLN 500 each, with a total nominal value of PLN 545,000. As a
result of the contribution, the share capital of ComfinoPay was
increased from PLN 55,000 to PLN 600,000. The value of the OPE as a
contribution in kind was determined at PLN 13,571,000; the surplus of
value of the contribution in kind over the nominal value of the shares
subscribed for shall be allocated to reserve capital of ComfinoPay.
The conclusion of the Agreement took place following the obtaining of
the necessary corporate approvals from the relevant authorities of both
parties to the Agreement, including, in particular, approval for the
transfer of the OPE as set out in Resolution No. 3 of the Company's
Extraordinary General Meeting. dated 29 July 2026, the adoption of which
the Company announced in Current Report No. 9/2026 dated 29 July 2026.
The purpose of transferring the OPE is to increase the transparency and
efficiency of the Group's operations by continuing the E-Commerce
Business within the structure of a subsidiary holding the status of a
small payment institution.
As a result of the analysis of the event indicated above, the Company
has assessed that it is justified to classify information about this
event as confidential information within the meaning of Article 17_1_ of
MAR, subject to publication in the form of this report.
Persons representing the Company:
Szymon Fiecek - President of the Management Board
Cezary Tokarski - Member of the Management Board
|
|
|
RB: Zawarcie umowy przeniesienia zorganizowanej części przedsiębiorstwa na spółkę zależną
ComfinoPay sp. z o.o. 
