Mhp Reg S Regulatory News (MHPC)

PRESS RELEASE

August 23, 2017, Kyiv, Ukraine

MHP SE

Intended transfer of MHP SE from the Grand Duchy of Luxembourg to Cyprus

MHP SE, a European Company ("SE") with registered office at 5, rue Guillaume Kroll, L-1882 Luxembourg, Grand Duchy of Luxembourg (the "Company"), belonging to one of the leading agro-industrial group in Ukraine, announces that on August 22, 2017, the board of directors of the Company (the "Board") decided to propose to the general meeting of shareholders to transfer the Company's registered office from the Grand Duchy of Luxembourg to Cyprus (the "Transfer") in accordance with articles 101-1 and seq. of the Luxembourg law of August 10, 1915 on commercial companies, as amended (the "Company Law") and article 8 of the Council Regulation (EC) No 2157/2001 of October 8, 2001 on the Statute for a European company (SE) (the "SE Regulation").

In accordance with the Company Law and the SE Regulation, the Board has prepared (i) a transfer project which will be published in Luxembourg in the Recueil Electronique des Sociétés et Associations and (ii) a management report explaining and justifying the legal and economic aspects of the Transfer and indicating the consequences for shareholders and creditors. Upon the Transfer, the address of the registered office of the Company will be at 16-18 Zinas Kanther Street, Agia Triada, 3035 Limassol, Cyprus and the Company shall adopt new memorandum and articles of association to comply with the provisions of the Cyprus Companies Law, Cap. 113, Council Directive 2001/86/EC of 8 October 2001 supplementing the Statute for a European Company with regard to the involvement of employees, the SE Regulation and the European Public Limited - Liability Company Regulations 2006 as are applicable in Cyprus. The Transfer will have no effect on the Company's share capital which will remain at EUR 221,540,000 represented by 110,770,000 shares with a nominal value of EUR 2 each.

The Transfer is the second step in process of simplification and rationalization of the group's structure and activities. Implementation of the Transfer is conditional upon all resolutions required to implement the Transfer, as set out in the notice of the extraordinary general meeting of the shareholders of the Company, being duly passed.

Note: "The European Union Market Abuse Regulation EU 596/2014 requires MHP SE to disclose that this announcement contains inside information, as defined in that Regulation."

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