Prospectus - Notowania

agreement for consideration is not determined at arm’s length, i.e. differs materially, without a
legitimate reason, from the market value of the subscription rights, it may be challenged by the
tax authorities. With respect to disposal against consideration, the expenditures (if any)
incurred to acquire the subscription rights constitute tax-deductible expenses of such disposal,
reducing the taxable base.
Corporate Investors
With respect to corporate entities, rules of establishing and taxing the income (revenue) on
disposal of the subscription rights for consideration should be analogous as in the case of
trading in UniCredit shares. Therefore, the tax regime described above in “— Taxation of
Income from trading Shares — Income of Polish Corporate Entities Trading in Shares”, shall
apply.
Foreign Investors
Similarly to trading in UniCredit shares income (revenues) from the sale of the subscription
rights on the Warsaw Stock Exchange will be considered an income earned in Poland. The
rules of taxation with respect to trading in subscription rights shall be analogous as in the case
of UniCredit shares, as described at “— Taxation of Income from trading Shares — Income of
Foreign Persons Trading in Shares in Poland”.
Tax on civil law transactions (transfer tax)
The tax on civil law transactions (i.e. the tax levied by virtue of Law on tax on civil law
transactions dated September 9, 2000; unified text published in Journal of Laws of 2007, no. 68
item 450 as amended; the “transfer tax”) is levied on agreements providing for the sale or
exchange of rights, provided that these rights are exercised in Poland or, if exercised abroad,
the transferee is a Polish tax resident and the transaction is carried out in Poland.
Thus, the tax rate on the sale of UniCredit shares and/or subscription rights is 1% and the
applicable tax should be paid within 14 days of the date on which the tax obligation arose, i.e.
the date on which the transaction was completed. In case of a purchase agreement, the
purchaser is liable for paying the tax due on civil law transactions. In case of an exchange of
UniCredit shares and/or subscription rights, the parties to the transactions are jointly and
severally liable to settle the transfer tax.
Exemptions from the transfer tax apply, without limitation, to transactions related to the sale of
brokers’ financial instruments (including the UniCredit shares and/or subscription rights) to or
through investment companies (e.g. brokerage houses, banks carrying on brokerage activities),
and selling such instruments within the framework of organized trading as defined in the Polish
Law on trading in financial instruments dated July 25, 2005 (unified text published in Journal
of Laws of 2005, no. 183, item 1538, as amended).
Inheritance and donation tax
The inheritance and donation tax (i.e. the tax levied by virtue of the Law on inheritance and
donation tax dated July 28, 1983 (unified text published in Journal of Laws of 2004, no. 142
item 1514, as amended) in Poland applies only to individuals. The recipient of the donation or
inheritance is obliged to pay the tax. The taxpayer is obliged to provide the relevant tax office
with tax return (SD-3) and appropriate documents within one month from the receipt of
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