Auction | Office Building | Kraków (Kraków, Grochowska)

NOTICE OF SALE OF REAL ESTATE BY AUCTIONPoczta Polska S.A. and Orange Polska S.A., as joint perpetual usufructuaries, invite you to participate in an auction for the sale of the perpetual usufruct right to the property in Kraków at 2 Grochowska Street.The auction is conducted under the terms set out in the Rules for Proceedings for the Sale of Real Estate by Poczta Polska S.A. and Orange Polska S.A. (the “Rules”), adopted by Resolution No. 87/2025 of the Management Board of Poczta Polska S.A. dated 10 June 2025, which the joint perpetual usufructuaries apply to joint auctions in their mutual relations. The Rules are available at nieruchomosci.poczta-polska.pl and nieruchomosci.orange.pl, as well as at the offices of the Proceedings Administrator. The Bidder is required to accept the contents of the above Rules in writing.1. Seller: POCZTA POLSKA S.A., with its registered office in Warszawa (00-940 Warszawa, 8 Rodziny Hiszpańskich Street), hereinafter also referred to as PP, and ORANGE POLSKA S.A., with its registered office in Warszawa (02-326 Warszawa, 160 Al. Jerozolimskie), hereinafter also referred to as OPL, as joint perpetual usufructuaries of the Sale Property.
2. Auction Administrator: Poczta Polska S.A., with its registered office in Warszawa, 00-940 Warszawa, 8 Rodziny Hiszpańskich Street (the “Proceedings Administrator”), with the participation of Orange Polska S.A., with its registered office in Warszawa (02-326 Warszawa, 160 Al. Jerozolimskie), as a joint perpetual usufructuary of the Sale Property.
3. Sale Property: the perpetual usufruct right to the land property located in Kraków, in the Małopolskie Voivodeship, at 2 Grochowska Street, recorded in the land register as plot no. 234/7 with an area of 0,4251 ha, together with the ownership right to the office building located on it, entered in land and mortgage register No. KR1P/00064282/1, maintained by the District Court for Kraków–Podgórze in Kraków, 4th Land and Mortgage Register Division.
Both joint perpetual usufructuaries will participate in the transaction, and each will transfer its share in the right to the purchaser.

Property Information:
• Address: Kraków, 2 Grochowska Street,
• The property is owned by the State Treasury and held in perpetual usufruct by PP (54/100 share) and OPL (46/100 share),
• The property is covered by the local zoning plan for the “Osiedle Oficerskie” area, adopted by Resolution No. LXII/888/12 of the Kraków City Council dated 5 December 2012. The property is located in an area designated UŁ – telecommunications services development area,
• Plot 234/7 is located within the urban layout of Osiedle Oficerskie, which is listed in the register of historic monuments,
• Cadastral plot no. 234/7 is not located in a revitalisation area; no pre-emption right has been established under Article 11(5) of the Revitalisation Act of 9 October 2015; and it is not covered by a simplified forest management plan or a decision issued by the Starosta on the basis of a forest inventory,
• The following structures are located on the Property:
- an office and technical building (office building), for which an energy performance certificate has been prepared. The building is quadrilateral in shape, with an internal courtyard. The area surrounding the building is partly paved and serves as an access route and parking area,
- a ramp for people with disabilities, located on plot no. 234/7, which partially extends beyond the property boundary and occupies part of neighbouring plot no. 527/6, with an area of 0,85 m²,
- a transport hatch and underground passage with an area of 13,3m2, forming the subject of the easement referred to below,
- a section of the Property with an area of 1 m2 contains a concrete slab pavement, which partially extends beyond the boundary onto neighbouring cadastral plot 527/6.

In the conditional property sale agreement, the purchaser of the rights to the Property shall establish the following on the Property, subject to acquiring the Property under a transfer agreement:
a) in favour of OPL and its legal successors, for an indefinite period, a paid transmission easement with an area of 365,88 m2 for telecommunications infrastructure located in the ground of plot 234/7, in accordance with the plan to be published in the virtual data room (“VDR”) made available to Bidders under the terms set out in section 9 below, for a one-off fee of 414.290,00 zł net payable by Orange Polska S.A. to the purchaser,
b) in favour of OPL and its legal successors, for an indefinite period, a paid transmission easement with an area of 2 m2 for telecommunications infrastructure located in the basement of the office building, in accordance with the plan to be published in the VDR made available to Bidders under the terms set out in section 9 below, for a one-off fee of 500,00 zł net payable by Orange Polska S.A. to the purchaser,
c) in favour of each successive perpetual usufructuary of the property comprising cadastral plot no. 234/6, located in Kraków at 51 Rakowicka Street, for which the District Court for Kraków–Podgórze in Kraków, 4th Land and Mortgage Register Division, maintains land and mortgage register No. KR1P/00198796/5, a paid easement for an indefinite period consisting of:
i. the right to maintain on the Property a transport hatch and underground passage with an easement area of 13,3m2, forming part of the building identified as 126105_9.0006.234/6.3_BUD, located on neighbouring cadastral plot no. 234/6 at Rakowicka Street, in accordance with the plan to be published in the VDR made available to Bidders under the terms set out in section 9 below, for a one-off fee of 25.540,00 zł net payable by Orange Polska S.A. to the purchaser,
ii. the right of free and unrestricted passage and access by vehicle, including access by specialist vehicles such as cranes and lifts, with the area over which the above easement may be exercised limited to 10,40m2 on plot no. 234/6, in accordance with the plan to be published in the VDR made available to Bidders under the terms set out in section 9 below, for a one-off fee of 15.690,00 zł net payable by Orange Polska S.A. to the purchaser,
and the terms of the agreements establishing the limited rights in rem referred to in points a), b) and c) above, to be executed in the form of a notarial deed as part of the conditional sale agreement, shall substantially correspond to the template to be published in the VDR made available to Bidders under the terms set out in section 9 below,

• A post office currently operates on the property and will be relocated before the sale.
• The sale of Poczta Polska S.A.’s share is subject to the pre-emption right of the National Real Estate Stock under Article 30a of the Act of 20 July 2017 on the National Real Estate Stock (consolidated text: Journal of Laws of 2024, items 1026, 1089, as amended). The sole condition for concluding the transfer agreement pursuant to the conditional sale agreement for the Property is that the entitled party does not exercise its pre-emption right,

Net starting price: 28 300 000 zł
Minimum bid increment: 283 000 zł
Deposit: 2 830 000 zł

The sale of the Property, including the land, structures and buildings, is exempt from VAT. The starting price is the Starting Price referred to in §1 section 2 point 2 of the Rules.
The auctioned purchase price for the rights to the Property shall be paid under the notarial deed for the conditional sale agreement in proportion to the shares held by the two joint perpetual usufructuaries; the deposit shall be credited towards the price in the same proportions.

4. The auction will be held at the offices of the Proceedings Administrator in Warszawa (00-940), at 8 Rodziny Hiszpańskich Street, on 6 October 2026. Document review will take place at 10.00, and the auction will begin at 12.00 in conference room no. 1 at the offices of the Proceedings Administrator.
5. A deposit paid in cash must be paid no later than 02 October 2026; the payment date is understood to be the date on which the Proceedings Administrator’s bank account is credited, which will be verified by the Proceedings Administrator before the auction is called. The deposit, in the amount specified above, must be paid to bank account no.: 85 1320 0019 0099 0718 2000 0025, with the transfer reference: “aukcja – Kraków Grochowska 2”

NOTE – deposit:
1) the deposit submitted by the Purchaser will be credited towards the purchase price of the Property, as described above (allocated in proportion to the shares); the deposit amount stated above will be treated as earnest money within the meaning of Article 394 of the Civil Code,
2) deposits submitted by Bidders whose bids are not accepted will be refunded within 7 working days of the selection of the Purchaser. The Bidder must submit a statement specifying the bank account number to which the deposit should be refunded if the Participant does not win the Proceedings, as well as a correspondence address to which other documents obtained from the Participant under this Notice should be sent.

6. The Property may be viewed by prior telephone arrangement (contact: Wioleta Czarnecka (OPL), tel. 501 500 227, e-mail: czarnecka@orange.com, 502 015 432, e-mail margret.keulemans@poczta-polska.pl on working days between 8.00-16.00, from the date of publication of the notice until 21 September 2026.
7. The Bidder must submit the original documents or notarised copies of the documents specified in §3 section 1 of the Rules at the offices of the Proceedings Administrator by 21 September 2026.
8. A natural person participating in the auction, including a person representing a legal entity, must submit a written statement consenting to the processing of their personal data for the purposes of the auction.
9. The Bidder must familiarise themselves with the physical and legal condition of the Property being sold and, if participating in the auction, submit a written statement confirming that they have reviewed the physical and legal condition of the Property, including the documents, plans and designs published in the VDR. The Bidder will be granted access to the VDR after first signing a confidentiality undertaking in the form set out in Appendix 1 to the notice and sending it to wioleta.czarnecka@orange.com from the date of publication of the notice until 21 September 2026.
10. A condition for admission to the auction includes obtaining a positive recommendation from the Orange Polska S.A. Compliance Committee and the Poczta Polska S.A. Compliance Department.
11. If the selected Purchaser fails to conclude the conditional agreement, Poczta Polska S.A. and Orange Polska S.A. are entitled to retain the deposit or claim damages; additionally, if the Purchaser fails to conclude the sale agreement, they are entitled to seek a court order requiring the agreement to be concluded.
12. Upon the auction award, the parties are required to conclude a conditional sale agreement (subject to the entitled entity not exercising its pre-emption right). The transfer agreement will be concluded by the parties within the period specified in the conditional agreement, but in no event later than 60 days from the date of conclusion of the conditional agreement.
13. A Purchaser who fails to pay the purchase price within the period specified in §6 section 3 of the Rules forfeits the rights arising from the auction award and the deposit submitted.
14. Further information about the auction item and the auction procedure is available at nieruchomosci.poczta-polska.pl, by calling 502 015 432 (PP) or 501 500 227 (OPL), and at www.nieruchomosci.orange.pl.
15. This Notice does not constitute an offer within the meaning of the Act of 23 April 1964, the Civil Code, and the information contained herein, the auction terms and conditions, and the model provisions of the agreements referred to in the notice may be changed.
16. At any time before the auction is resolved, in particular in the event of a breach of the Rules, the Seller, the Proceedings Administrator and each company that is a joint perpetual usufructuary of the Property may independently withdraw from resolving the auction or cancel it without stating a reason.
17. Conclusion of the conditional sale agreement for the Property is subject to Poczta Polska S.A. and Orange Polska S.A. obtaining the requisite corporate approvals.
18. The Bidder must submit a statement confirming that, if the auction is closed and their bid is selected but the required corporate approval is subsequently not granted, they will not bring any claims against the Seller in connection with the sale agreement not being concluded by 21 September 2026.
19. The Purchaser shall bear the costs associated with preparing the Property for sale and selling it, including the cost of preparing the most recent valuation report, the cost of preparing the energy performance certificate, the costs of extracts and maps from the land and building register, notarial and stamp duties, and the costs of documents specified as otherwise required for the sale of the Property (as set out in the Rules).

20. Information about the Auction and its conduct:
1. The Auction is conducted by an Auctioneer.
2. The Committee shall refuse to admit a Participant to the Auction if the Participant has not met the conditions set out in the Notice or the Rules.
3. Immediately before the Auction begins, the Committee verifies the identity of the Participants and their presence in the room.
4. The Auction proceeds as follows:
1) When opening the Auction, the Auctioneer announces the item being auctioned, its starting price and the minimum bid increment;
2) During the bidding, Participants use numbered cards to submit bids for the purchase price of the Property;
3) Participants determine the amount of each bid increment;
4) A purchase price offered for the Property ceases to bind a Participant when another Participant offers a higher purchase price;
5) Once bidding has stopped, after warning those present and making the third announcement, the Auctioneer closes the Auction and awards the sale to the Participant who offered the highest price;
6) The Auction is considered resolved if at least one Participant has offered the starting price;
7) The Auction is considered concluded without a successful result if no one enters the Auction or none of the Participants offers a purchase price at least equal to the Starting Price, or if the Committee determines that no Participant meets the conditions for taking part in the Auction.

5. Upon the auction award, the parties are required to conclude the sale agreement, and either party is entitled to seek a court order requiring it to be concluded, unless the Auction terms provide otherwise.
6. The Purchaser of the Property must pay the purchase price no later than two days before the date set for concluding the agreement transferring the perpetual usufruct right to the Property in the form of a notarial deed, or deposit with the notary, into an escrow account, no later than when the agreement is concluded as a notarial deed, an amount equal to the purchase price for release to the Seller towards the purchase price.
The price is deemed paid when the bank account specified by the Seller is credited. A Purchaser who fails to pay the purchase price by the deadline stated above forfeits the rights arising from the auction award and, under the terms set out in the Rules, the deposit submitted.