Valinor Public Limited - Dom Maklerski BZ WBK SA

Until 20 July 2011 – Submission of purchase orders, ifany, by the Managers in performance of theirobligations under the Placement Agreement; allotmentof the Offer Shares in the Offering.On or about 25 July 2011 – Registration of the OfferShares in the securities accounts of Retail Investorsand Institutional Investors.On or about 26 July 2011 – First day of listing of theShares on the WSE.Offer SharesListing dateNot less than 8,020,365 New Shares in the sharecapital of the Company with a nominal value of USD0.01 per share and not less than 9,415,210 Sale Sharesin the share capital of the Company with a nominalvalue of USD 0.01 per share, held by the SellingShareholder.The Shares have not been and are not traded on anyregulated market.The Company intends to apply for the Shares to belisted on the WSE. It is the Company’s intention thattrading in the Shares on the WSE will commence on orabout 26 July 2011.Shares issued and outstandingVoting rightsUse of proceedsPrior to the Offering, the Company’s share capitalconsisted of 35,000,000 Existing Shares issued andoutstanding. Following the closing of the Offering andassuming the issue of 8,020,365 New Shares, theCompany’s share capital will consist of 43,020,365Shares issued and outstanding.Each Share (including the Offer Shares) gives itsholder one vote. Decisions at the general meeting ofshareholders are taken by a simple or an increasedmajority of votes of shares whose holders are presentor represented by proxy at the meeting. As at the dateof this Prospectus, the Company’s articles ofassociation (“Articles of Association”) do not containany limitations on the number of shares or voting rightsthat may be held by any one or more persons.The Company intends to use the net proceeds from theOffering for the following purposes: (i) increasing theGroup’s agricultural land portfolio in Russia andUkraine; (ii) purchasing additional agriculturalmachinery; (iii) expanding the Group’s storagecapacity for agricultural products; (iv) implementing apilot scheme to reconstruct and improve existing but- 20 -