Minister of Treasury, ul. Krucza 36/Wspólna 6, postal code: 00-522 Warszawa, acting on behalf of the State Treasury, pursuant to Article 33 (1)(3) of the Act of 30 August 1996 on Commercialisation and Privatisation (Journal of Laws of 2002, No. 171, item 1397, as amended), hereinafter referred to as the “Act”, and pursuant to the Resolution of the Council of Ministers of 17 February 2009 on detailed procedure of disposal of State Treasury-owned shares (Journal of Laws No. 34, item 264) hereinafter extends an invitation to negotiations to all interested parties regarding the purchase of

850,000 shares (in words: eight hundred fifty thousand) for a single buyer, with nominal value of PLN 10.00 each (in words: ten), constituting 85% of the share capital of the company operating under the business name of “Fabryka Zapałek „Czechowice” S.A. seated in Czechowice - Dziedzice ul. Łukasiewicza 5, 43 – 502 Czechowice - Dziedzice, hereinafter referred to as the “Company”.

Pursuant to Article 36 (1) of the Act, the eligible employees are entitled to acquire, free of charge, up to 15% of the shares of the Company taken up by the State Treasury on the day of entering the Company in the register. The Minister of Treasury takes into account the possibility to sell the shares, which have not been acquired by the eligible employees, to the Investor selected as a result of this invitation to negotiations, after the expiration of the right of eligible persons to acquire the shares free-of-charge.

The major product manufactured by the Company are standard matches. Also, the Company has experience in the production of advertising matches, fancy match products, and grill/fireplace lighters.

Each interested party, upon reporting to the Ministry of Treasury, room 570 on business days, between 12:00 and 2:00 PM within the period from April 19th, 2010 to May 14th, 2010, and after submitting a transcript from the Register of Entrepreneurs of the National Court Register/ Certificate of entry in the register of business activity, specifying the current representation of the entity (issued not earlier than three months prior to the document presentation date), and after signing the document entitled “Confidentiality Statement” by duly authorized representatives of the Potential Investor, shall be offered the “Information Memorandum on the Company” containing information on the legal, economic and financial situation of the Company and on the structure of response to the public invitation to negotiations against payment. The purchase price for “Company’s Information Memorandum” is PLN 100 and is payable at Cashier’s Office, room 372, in the Accounting and Payroll Section of the Budget and Finance Department of the Ministry of Treasury between 12:00 PM and 02:00 PM or to the MST account no. 83113010170019942625200008 kept by Bank Gospodarstwa Krajowego, First Office in Warsaw.
The person responsible for receiving applications is Mrs. Paulina Warszewska, room 570, phone. (022) 695 83 11.

The subject of negotiations shall be in particular: the price for the stake of shares, the Company development program including proposed by the Potential Investor including, among others, the commitment to raise the share capital, and other investment commitments, including those related to environmental protection, protection of the interest of Company employees and other persons associated with the Company, and the measures for securing the fulfilment of those commitments. Minister of Treasury accepts only one-off payment for the shares to be purchased, by means of bank transfer to MST account, effected before the signature of the Share Purchase Agreement.

The deadline for submitting written responses to the public invitation to negotiations for the purchase of the stake of Company shares shall expire on May 17th, 2010 at 02:00 PM (Warsaw time).

Responses of the Potential Investors shall be made in the Polish language. They should be submitted in one copy, in a sealed envelope, to the Ministry of Treasury, 00-522 Warszawa, ul. Krucza 36/Wspólna 6, to the front office of the Department of Ownership Supervision and Privatisation IV, room no. 553, phone (022) 695 87 10, fax (022) 695 87 09.
The envelope should bear date the enable identification of the Potential Investor and the following inscription:
“Response to the public invitation to negotiations for the purchase of shares of the company Fabryka Zapałek „Czechowice” S.A. seated in Czechowice – Dziedzice – Do not open”,

Only responses submitted by such Potential Investors who have signed the document “Confidentiality Statement” and collected the “Information Memorandum on the Company” will be examined.

The Minister of Treasury reserves the right to request additional explanations from the Potential Investors who have submitted their responses to the public invitation to negotiations.

Minister of Treasury will notify each Potential Investor who has submitted a response to the public invitation to negotiations, by registered mail letters, sent until June 7th, 2010, of the result of examination of the response.

The Minister of Treasury also reserves the right to: select one, or several Potential Investors, with whom negotiations will be conducted; modify the procedure and schedule of negotiations; withdraw from negotiations without giving any reasons; extend the deadline for submitting responses to the public invitation to negotiations and the date for informing potential investors of the result of examination of such responses.

The Minister of Treasury shall bear no costs incurred by entities interested in purchasing the shares related to their participation in the negotiations and the conclusion of a share purchase agreement.

Minister of Treasury encourages to get acquainted with the privatization issues, including the 4-year Privatization Programme, addressed on the websites of the Ministry at: www.msp.gov.pl.