ASSECO GROUP SEMI-ANNUAL REPORT FOR THE PERIOD OF 6 MONTHS ENDED 30 JUNE 2011

Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

SEMI-ANNUAL REPORT OF THE ASSECO GROUP FOR THE PERIOD OF 6 MONTHS ENDED 30 JUNE 2011

Table of contents Page

FINANCIAL HIGHLIGHTS OF THE ASSECO GROUP ...... 3

SEMI-ANNUAL MANAGEMENT'S REPORT ON BUSINESS OPERATIONS OF THE ASSECO GROUP ...... 5

STATEMENTS BY THE MANAGEMENT BOARD OF ASSECO S.A. TO THE SEMI-ANNUAL REPORT OF THE ASSECO GROUP ...... 56

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE ASSECO GROUP ...... 59

INTERIM CONDENSED FINANCIAL STATEMENTS OF ASSECO POLAND S.A...... 120

2

FINANCIAL HIGHLIGHTS OF THE ASSECO GROUP

Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

FINANCIAL HIGHLIGHTS OF THE ASSECO GROUP

Financial highlights of the Asseco Group are presented in the following table.

6 months 6 months 6 months 6 months ended ended ended ended 30 June 2011 30 June 2010 30 June 2011 30 June 2010 PLN millions PLN millions EUR millions EUR millions

Sales revenues 2,340.2 1,452.4 589.9 362.7 Operating profit 341.7 253.8 86.1 63.4 Pre-tax profit and share in profits 336.7 239.3 84.9 59.8 of associated companies Net profit 272.7 229.1 68.7 57.2 Net profit attributable to Shareholders of 182.7 205.4 46.1 51.3 the Parent Company Net cash provided by (used in) operating 175.7 214.5 44.3 53.6 activities Net cash provided by (used in) investing (149.2) (168.9) (37.6) (42.2) activities Net cash provided by (used in) financing (209.5) 121.8 (52.8) 30.4 activities Cash and cash equivalents at the end of 635.1 510.1 159.3 123.0 period Basic earnings per ordinary share attributable to Shareholders of the Parent 2.36 3.08 0.59 0.77 Company (in PLN/EUR) Diluted earnings per ordinary share attributable to Shareholders of the Parent 2.36 3.08 0.59 0.77 Company (in PLN/EUR)

The financial highlights disclosed in these consolidated financial statements were translated into Euro in the following way:

. items of the consolidated profit and loss account and consolidated statement of cash flows were translated into Euro at the arithmetic average of mid exchange rates as published by the National Bank of Poland and in effect on the last day of each month. These exchange rates were as follows: o for the period from 1 January 2011 to 30 June 2011: EUR 1 = PLN 3.9673 o for the period from 1 January 2010 to 30 June 2010: EUR 1 = PLN 4.0042 . the Group's cash and cash equivalents as at the end of period reported and the corresponding period of the previous year have been translated into Euro at daily mid exchange rates as published by the National Bank of Poland. These exchange rates were as follows: o exchange rate effective on 30 June 2011: EUR 1 = PLN 3.9866 o exchange rate effective on 30 June 2010: EUR 1 = PLN 4.1458

Wszystkie kwoty wyrażono w milionach złotych (PLN), chyba że stwierdzono inaczej 4

SEMI-ANNUAL MANAGEMENT'S REPORT ON BUSINESS OPERATIONS OF THE ASSECO GROUP

Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

SEMI-ANNUAL MANAGEMENT'S REPORT ON BUSINESS OPERATIONS OF THE ASSECO GROUP

Table of contents Page I. GENERAL INFORMATION ...... 8 II. IT MARKET IN THE FIRST HALF OF 2011 AND ITS FUTURE OUTLOOK...... 9 1. Development prospects of the IT market ...... 9 2. IT Market in Poland ...... 10 3. Banking and financial sector ...... 15 4. Enterprise Resource Planning (ERP) market...... 15 5. Outlook summary ...... 16 III. ASSECO POLAND AND THE ASSECO GROUP POSITION IN THE INFORMATION TECHNOLOGY SECTOR ...... 16 IV. PRODUCT PORTFOLIO OF THE ASSECO GROUP ...... 21 1. Banking and finance sector ...... 21 2. Public administration sector ...... 23 3. Industry, trade and services ...... 24 4. Sector-independent solutions ...... 25 V. SUMMARY AND ANALYSIS OF THE ASSECO GROUP FINANCIAL RESULTS FOR THE FIRST HALF OF 2011 ...... 26 VI. FACTORS AND MAJOR EVENTS WITH IMPACT ON OUR FINANCIAL PERFORMANCE ...... 28 1. Polish market ...... 28 2. Israeli market ( Group) ...... 32

3. Central European market (Asseco Central Europe Group) ...... 35 4. South Eastern European market (Asseco South Eastern Europe Group) ...... 37 5. Other European markets ...... 39 VII. ONE-TIME EVENTS WITH IMPACT ON OUR FINANCIAL PERFORMANCE ...... 40 VIII. CORPORATE OFFICERS OF ASSECO POLAND S.A...... 41 IX. ASSECO POLAND SHARES HELD ITS MANAGEMENT AND SUPERVISORY STAFF ...... 42 X. SHAREHOLDER STRUCTURE OF ASSECO POLAND S.A...... 42 XI. ISSUANCE, REDEMPTION AND REPAYMENT OF NON-EQUITY AND EQUITY SECURITIES ...... 43 XII. EFFECTS OF CHANGES IN THE ORGANIZATIONAL STRUCTURE ...... 43 XIII. ORGANIZATION AND CHANGES IN THE ASSECO GROUP STRUCTURE, INCLUDING SPECIFICATION OF ENTITIES SUBJECT TO CONSOLIDATION ...... 44 XIV. INFORMATION ON PENDING LEGAL PROCEEDINGS CONCERNING LIABILITIES OR RECEIVABLES OF ASSECO POLAND S.A. OR ITS SUBSIDIARY COMPANIES ...... 54 XV. TRANSACTIONS WITH RELATED COMPANIES ...... 54 XVI. BANK LOANS, BORROWINGS, SURETIES, GUARANTEES AND OFF-BALANCE-SHEET LIABILITIES ...... 54 XVII. OPINION ON FEASIBILITY OF THE MANAGEMENT BOARD FINANCIAL FORECASTS FOR THE YEAR 2011 ...... 54

All figures in millions of PLN, unless stated otherwise 6 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

XVIII. FACTORS WHICH IN THE MANAGEMENT'S OPINION MAY AFFECT FINANCIAL PERFORMANCE AT LEAST TILL THE END OF THIS FINANCIAL YEAR ...... 54

XIX. OTHER FACTORS SIGNIFICANT FOR ASSESSMENT OF THE HUMAN RESOURCES, ASSETS, AND FINANCIAL POSITION ...... 55

All figures in millions of PLN, unless stated otherwise 7 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

I. GENERAL INFORMATION The Parent Company of the Asseco Group ("Group", "Asseco Group") is Asseco Poland S.A. ("Asseco", "Company"). Asseco is the number one information technology company in Poland that has operated in the domestic IT market for over 20 years. Since 2004 the Asseco Group business has gone international. Asseco Poland S.A. is the largest IT company listed on the Stock Exchange, in terms of market capitalization. Asseco is also the 8th largest European software vendor in terms of revenues generated from production of software (according to the Truffle 100 ranking published by Truffle Capital on 28 September 2010). Asseco Poland S.A. is a leader in creation of the international Asseco Group that gathers numerous, directly or indirectly, subsidiary entities whose operating activities are related to those conducted by the Company. Asseco Poland S.A. and the Asseco Group companies are focusing on the production of proprietary software solutions. The Group is specialized in complex information technology undertakings, integration projects as well as consulting services. The Asseco Group provides its products for most sectors of the economy. Our mission is to build a reliable and profitable global information technology powerhouse providing high quality software and services. At present the Asseco Group incorporates companies from over a dozen European countries as well as from , United States, Canada, , and EMEA region. The Asseco Group is present all over Europe through its regional holdings: Asseco Central Europe (, , ), Asseco South Eastern Europe (Balkan countries and ), Asseco South Western Europe (, Portugal, Italy, ), Asseco DACH (, Switzerland, ), Asseco Northern Europe (Scandinavia, Baltic republics). In November 2010, the Asseco Group took over Formula Systems, an Israeli group quoted on TASE ( Stock Exchange) and NASDAQ Global Markets. Formula Systems holds shares in three listed information technology companies: Matrix IT, Sapiens International, and Magic Software. Owing to this acquisition, Asseco is also present in the markets of Israel, United States, Japan, and Canada. The key products, services and markets The Asseco Group is a leading provider of proprietary IT solutions for most sectors of the economy. The Group's comprehensive offering includes products dedicated for the sectors of banking and finance, public administration, industry, trade, and services. The Group has got a wide-range portfolio of proprietary products, unique competence and experience in the execution of complex IT projects, and a broad customer base, including the largest financial institutions, major industrial enterprises as well as public administration bodies. The Asseco Group is also specialized in projects dedicated to the European Union and NATO.

All figures in millions of PLN, unless stated otherwise 8 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

The Asseco Group offers its products and services to the following customer groups:

Financial sector Public institutions Industry, trade and services Power industry and gas Banks Government administration industry FMCG (Fast Moving Consumer Brokerage houses Local administration Goods) Leasing companies Education Municipal utility enterprises Production, trade and service Factoring companies Healthcare enterprises Insurance companies International organizations Telecommunication Investment and pension Uniformed services funds Social insurance

Our offering is complemented with multi-sector products, such as application platforms, Business Intelligence, Document Management, and Lifecycle Management solutions, as well as consulting and implementation services related to third-party software (SAP, Oracle, Microsoft). Additionally, the Asseco Group offers IT infrastructure products and services (computer hardware, networks, security systems, etc.) as well as outsourcing and training services. Our outsourcing offer covers a broad range of IT solutions such as transaction systems, e-Banking systems, card payment systems as well as outsourcing of elements of IT infrastructure. Thanks to such alternative, cost-effective and secure solutions, enterprises are able to create more innovative and attractive offers.

II. IT MARKET IN THE FIRST HALF OF 2011 AND ITS FUTURE OUTLOOK 1. Development prospects of the IT market The information technology industry is expected to grow substantially in 2011, both in Poland and worldwide. Already in 2010 the IT sector's financial performance was much better than in the crisis year of 2009. As estimated by IDC Poland, in the past year the Polish IT market was worth almost PLN 29 billion or just over USD 9 billion (as compared with USD 8.53 billion in 2009, and USD 11.55 billion in 2008). IDC Poland's analysts say revenues from sales of computer hardware reached USD 5.06 billion, while sales of software and IT services amounted to USD 1.2 billion and USD 2.95 billion, respectively. According to the Computerworld TOP200 report and IDC Poland estimates, in 2011 the Polish IT market is poised to expand by 10% to PLN 32 billion. The turnover is expected to increase by 12.6% in hardware, 8.1% in software, and 6.7% in services. It is worth noticing that the revenue outlook is more optimistic than half a year earlier, when IDC anticipated the overall market's growth of around 5%. Whereas, the PMR analysts evaluated the Polish IT market in 2010 at PLN 26.5 billion, slightly lower than IDC Poland. According to PMR, this market grew approx. 3.3% in 2010. Worldwide estimates are similarly optimistic. Gartner's analyses show the global IT market was worth USD 3.4 trillion in 2010, which is expected to grow 7.1% to USD 3.67 trillion in 2011. Their growth estimates in this respect have been uplifted from 5.1% anticipated in the first quarter of 2011. According to analysts, in 2010 the global IT spending increased 5.4% in comparison with 2009 which faced the economic slowdown. In 2011, IT spending is forecast to improve further: in computer hardware – by 11.7% (to USD 419 billion), in software – by 9.5% (to USD 268 billion), and in IT services – by 6.6% to (USD 846 billion). The telecommunications segment is expected to grow by nearly 7% to USD 2.14 trillion. Gartner raised its revenue projections for computer hardware and software (earlier both were expected to grow about 7.5%) as well as for IT services (earlier growth estimated at 4.6%).

All figures in millions of PLN, unless stated otherwise 9 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Apparently the Gartner's estimates are as optimistic as earlier data published by Forrester Research, which anticipated that in 2011 the global IT spending would grow by 7.1% to USD 1.69 trillion (excluding the telecommunications market). A similar growth was forecast by the Forrester analysts in 2010. According to Forrester Research, the IT industry is entering an 8-year cycle when it will grow faster than the entire economy (their analysts claim that during the past several decades the IT sector experienced such 8-year periods on a cyclical basis and then its pace of growth doubled the rates recorded for the whole economy). The previous period of dynamic development was observed in the years 1992- 2000, which was followed by 8 years of slower growth till 2008. The next 8-year period was supposed to begin in 2008 but it collided with the outbreak of the crisis. Forecast of IT spending in 2011 (in USD billions)*

% change Segment 2011 vs. the prior year

Hardware 419 11.7

Software 268 9.5

IT services 846 6.6

Total market 3,670 7.1 (including telecommunications)

* Source: Gartner Research firms believe the crisis time is over. Developing countries were the primary engines of the IT market recovery in 2010. According to the OECD estimates, in 2011 the IT market is supposed to grow much faster than the whole worldwide economy. Furthermore, OECD anticipates increases in spending on software and information technology services. 2. IT Market in Poland Expenditures of the public administration sector as well as utilization of the EU funds should be important enablers of growth in the Polish IT market in the nearest years. Higher IT spending is also anticipated from the sectors of enterprises, financial institutions and utilities. Such growth is expected by the majority of analysts and entrepreneurs. According to a survey conducted by PMR Research, 83% of IT companies expected the market to grow in 2010; whereas, as much as 96% respondents were optimistic about their prospects for 2011. The latest report shows that 86% of IT sector managers anticipate the market will keep growing at a two-digit pace in the years 2011-12. According to Computerworld TOP200, nearly 70% of IT companies expect a better economic situation in 2011, while only 3.3% see a worsening. Concurrently, the past year of 2010 was evaluated as good or very good by 49% or as average by 42% of respondents. Positive market trends are also predicted by DiS analytical office, noting that large contracts from the public administration sector should have a positive impact on the Polish IT market over the next 2-3 years. Public administration sector and state informatization The public institutions are expected to intensify their spending on information technology as they are going to have the last chance to commence large projects to be co-financed from the EU funds. This shall result in implementation of further elements of the State Informatization Plan and the launch of e-Services across the whole public administration, which will require modernization, upgrading or replacement of their legacy IT systems on a large scale.

All figures in millions of PLN, unless stated otherwise 10 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

EU funds The Ministry of Regional Development estimates that the total aid provided to Poland by the European Union over the years 2007-2013 will reach EUR 87 billion. In this period our contribution to the European budget will aggregate at EUR 22 billion. Hence, Poland is going to receive approximately EUR 65 billion. This is by far the largest amount among all the EU member states. Such high level of the EU funds utilization provides good prospects for future financing. It is of utmost importance for entrepreneurs to be aware that the process of qualifying expenditures from the European Cohesion Fund ended on 31 December 2010. This deadline forced all market participants to accelerate the preparation of their projects to be co-financed by the European Union. As reported in the official website of the EU funds, till the end of 2009 Poland received EUR 3.7 billion or 66% of the allocation available under the Cohesion Fund. Whereas, till February 2011 – according to figures published by the European Commission – we received the total of EUR 16.5 billion in advance payments and reimbursements. This is by far the most of all European countries (we were followed by Spain and Germany that received over two times less support equalling EUR 7.8 billion and EUR 7.5 billion, respectively). Yet we have still almost 75% funds left to be utilized under the programs for the years 2007-2013. From the IT industry perspective, the information technology market will benefit most from the operational programs: Innovative Economy, Development of Eastern Poland (construction of information and telecommunication infrastructure), and Technical Assistance. Moreover, some of the IT related trainings will be eligible for financing under the Human Capital program. Most funds under the largest program "Infrastructure and Natural Environment" will be allocated to the construction of roads and infrastructure; however, these investments will certainly include some IT spending (given the subsidies to university research centres, implementation of IT systems for the traffic police and at the maritime border). Furthermore, it may be expected that funds allocated for the development and modernization of the power industry, education infrastructure or healthcare centres will be also partially used for purchases of hardware and software and, for instance, for creation of billing systems or registration systems. Size of the major EU programs

Size of the major EU Operational Programs (in EUR millions) Human Capital 11,500 Infrastructure and Natural Environment 37,600 Innovative Economy 9,700 Development of Eastern Poland 2,600 Technical Assistance 600 62,000 Source: European Funds Portal; www.efs.gov.pl

All figures in millions of PLN, unless stated otherwise 11 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Additionally, the information technology providers will benefit from the regional operational programs which are worth almost EUR 16 billion. Under each of these programs some funds were allocated for investments in technology and innovation as well as for development of information society.

Size of 16 Regional Operational Programs (in EUR millions) West Pomeranian Province 835.4 Pomeranian Province 885.1 Warmian-Masurian Province 1,036.5 Podlasie Province 636.2 Lubusz Province 439.2 Wielkopolska Province 1,272.8 Kuyavian-Pomeranian Province 951.0 Masovia Province 1,831.5 Province 1,155.9 Lower Silesian Province 1,213.1 Łódź Province 1,006.4 Province 427.1 Silesian Province 1,713.0 Świętokrzyskie Province 725.8 Małopolska Province 1,290.3 Podkarpacie Province 1,136.3 Total 16,555.6

IT industry pays most attention to the Operational Program Innovative Economy. Apart from investments in technological parks, the list of key projects for co-financing includes over a dozen large IT systems which are very important for Poland, but there were never enough money to have them constructed.

All figures in millions of PLN, unless stated otherwise 12 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Innovative Economy projects with most importance for IT industry

Size of the major EU Operational Programs (in PLN millions) Electronic medical procedures platform 712.6 Countrywide digital communication system 500.0 pl.ID – new identity card 370.0 Emergency notification centres 350.0 National system of protection against force majeure events 300.0 e-Services infrastructure of the Ministry of Finance 210.0 Database of topographical objects 170.0 Consolidation of the customs and taxation systems 167.0 Teleinformation network for the number 112 165.0 Economic Information Centre of the Ministry of Justice 160.0 e-Taxes 150.7 e-PUAP2 141.4 e-Customs 119.1 Public statistical information system 110.6 e-Services of the Social Insurance Institution (ZUS) 101.5 Support system for the social insurance e-Services 100.0 e-Services of the Police 98.6 e-Deklaracje2 90.4 Geoportal2 89.8 Emp@tia platform of the Labour Department 61.6 Access to medical records 53.3 TERYT2 (register of boundaries) 45.0 e-Registration of the Ministry of Finance 40.2 Digitalization of the land register 29.8 Business firm register 28.8 Platform for the results of controls by the Supreme Chamber of Control (NIK) 25.0 e-Services of the Office of Electronic Communications 24.0 Localization platform of the Office of Electronic Communications 19.4 e-Services of the Ministry of Justice 16.2 System of information on broadband infrastructure 16.0 Electronic Single Point of Contact 14.0 4,480.0

Source: List of key projects of the Ministry of Interior and Administration, February 2011 The above list includes all the key projects of the Priority Axis VII (Information Society - Development of e-Administration), which have been already approved for implementation and entered into the main list. Among the key projects there are also several interesting proposals for development of IT systems for other institutions that are still stuck in the reserve list. However, they can advance into the main list following the next verification of projects. This is exactly what happened with the Electronic Single Point of Contact proposed by the Ministry of Economy, or even a larger project concerning the construction of the Economic Information Centre for the Ministry of Justice worth PLN 160 million. Furthermore, implementation of some of those projects is planned or even inevitable regardless of obtaining the EU funds to support them or not. Among the projects waiting for the "green light" are IT systems for the Agricultural Social Insurance Fund (KRUS), Central Statistical Office (GUS) as well as for the Ministry of Economy. Huge projects (with the estimated value of PLN 470 million) are being launched by the National Board of Water Management, and the Institute of Meteorology and Water Management. These will include the state water cadastre and the system to support flood risk management. The preparation of these projects was started in 2010. Apart from large-scale projects implemented on the central level under the state informatization plan, digitalization of Poland or launching of e-Services, in 2011 we may

All figures in millions of PLN, unless stated otherwise 13 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 also see higher demand for IT solutions for the local administration as well as for regional projects. The most urgent investments will include implementation of the document management systems, services portals, and rearrangement of databases. The overall IT market growth will be also supported by investments resulting from the preparations to Euro 2012 Poland-Ukraine European Football Championships. Apart from the necessary investments in infrastructure and stadiums, we may also expect large orders for security and monitoring systems, inclusive of the admission control and visual supervision systems, analytical and emergency management systems. Furthermore, the projects to be implemented at the central level include the digital TETRA-standard communication system for the uniformed services as well as the command support system for the police and rescue services. The IT market will also thrive on infrastructural investments, inclusive of those executed under the Operational Program Infrastructure and Natural Environment and regional programs related to the construction of motorways and backbone networks (among others in the eastern provinces). The Office of Electronic Communications estimated that the total investments associated with the internet networking may go beyond EUR 1 billion. Spending for the internet networks is going to reach PLN 1.2 billion under the regional operational programs alone. The National Maritime Security System is also implemented under the Operational Program Infrastructure and Natural Environment. The first stage of this project is worth PLN 85 million, while the second stage (still in the reserve list) – PLN 305 million. Under the same operational program, there was also qualified the Automatic Traffic Supervision System with a value of PLN 163.3 million. Furthermore, the market growth is stimulated by investments in technological parks as well as in new technology centres (e.g. Ochota New Technology Centre at Warsaw University for PLN 287 million, Information Technology Centre at Łódź University of Technology for PLN 39.5 million, or Technopolis in Wrocław worth PLN 79 million). According to the estimates published by Rzeczpospolita daily, development of the internet and new technologies is among the provincial investment priorities for 2011. The total investment expenditures budgeted by the country's provinces reached PLN 8.7 billion, this is 10% more than in 2010, which is a good signal for this year. Hence, the public administration market seems to be the largest opportunity for the IT sector development in 2011; it also played an important role in preventing the IT industry recession in 2010. Major events in the public sector in the first half of 2011 The public sector developments taking place in the first half of 2011 seem to provide good prospects for the whole year. Many central and local government institutions as well as enterprises with State shareholding launched large procurement tenders. Special attention is deserved by investments in the healthcare sector, power industry and crisis management. In February 2011, the Centre for Healthcare Information Systems announced a major tender for the design, implementation and warranty supervision of systems to be provided under the project "Electronic Platform for Gathering, Analysis and Distribution of Digital Data on Medical Procedures". The project value is estimated at PLN 360 million and it was divided into 4 parts. A little later, the same institution announced supplementary procurements for the main project; whereas, in June it invited tenders to build the P2 system, including the construction of the Document Exchange Platform and Document Exchange System and the execution of the Administration System, for a total estimated amount of PLN 30 million. Also in the first half of 2011, the Institute of Meteorology and Water Management announced a tender for the design, construction and implementation of the emergency protection system (ISOK) and provision of post-implementation warranty services. This procurement is worth over PLN 33 million, while the cost of implementing the entire ISOK system is estimated at PLN 300 million. Power industry companies launched several

All figures in millions of PLN, unless stated otherwise 14 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 tenders for the supply of both IT systems and hardware to support their accounting and management functions. In the first half of 2011, some significant investments in information technology were also announced by the Social Insurance Institution and the Agency for Restructuring and Modernization of Agriculture. The Ministry of Finance launched a number of tenders for the maintenance, development and transfer of their IT systems, while the Ministry of Justice announced an order for the construction of a system of electronic services and numerous contracts associated with the modernization of the courts. It is also worthwhile to pay attention to the local government procurements related to Internet networking, e-offices and educational projects (e.g. e-School in Opole, municipal broadband network in Elblag). The Warsaw local government undertook investments to provide information technology for the disabled. 3. Banking and financial sector According to data provided by the National Bank of Poland, nowadays in Poland operate 69 bank organizations. There are also over 500 cooperative banks which are associated in three cooperative banking groups. The financial sector includes also insurance companies, investment and pension funds, brokerage houses, and financial intermediaries. It is one of the most networked sectors but still open to new technologies as the financial managers are perfectly aware of the competitive advantages derivable from effective use of ICT systems. Practically all the large banks operating in Poland have already implemented centralized information systems and use the most popular IT tools, both for management of their bank structures and customer relations. However, numerous financial institutions suspended or curtailed their IT spending in 2009. According to the research conducted by KPMG advisory company, in 2010 banks did not reduce their information technology budgets any more. Brokerage houses are expected to maintain or increase their IT spending as they need to adjust their IT systems to the requirements set forth by the National Depository for Securities and the , as well as to other regulatory changes. Such investments are also necessitated by new functionalities offered to clients and by the need to replace some of their computer hardware. 4. Enterprise Resource Planning (ERP) market In Poland there are registered over 3.5 million enterprises most of which are small and medium-sized businesses. For many years the Polish market of business management software increased very dynamically. In the opinion of DiS analysts, the market of ERP systems for large enterprises remains under strong influence of corporate standardization under which, in order to facilitate the management processes, the regional subsidiaries are required to implement the same solutions as applied by their parents. As a result only the largest suppliers will be able survive in this market. According to DiS, in 2010 SAP reinforced its leading position in the global ERP market. The agency also says that Comarch and Asseco Business Solutions managed to increase their market shares in terms of the number of ERP licenses sold in Poland. In February 2011, DiS presented an analysis showing that the ERP market contracted for the first time in 2010 (yet it shall be pointed out that the agency recorded a 14.2% growth of that market in 2009 despite the overall economic slowdown). Hence, it is claimed the ERP market declined by 2.4% in 2010, while it was still worth PLN 800 million. Now DiS analysts estimate the ERP market is going to expand by 7.4% in 2011. Whereas, ERP system producers believe this year the market may grow as much as 10%.

All figures in millions of PLN, unless stated otherwise 15 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

5. Outlook summary According to a survey conducted by the Central Statistical Office, over 95% of Polish companies use computers and have Internet access. In spite of that the actual usage of information and communication technologies in Poland is not very advanced, and ICT spending is still among the lowest in Europe. In the report entitled "United Nations E-Government Survey 2010. Leveraging e-government at a time of financial and economic crisis" published by the UN in 2010, Poland slipped down 12 places to 45th place (compared to the prior ranking for 2008), being the last but one position among the European Union countries. Such conclusions are in contradiction with the government's approach, which for the last two years has declared its continuing commitment to the implementation of new technologies in public offices, promotion of information technology, construction of broadband Internet infrastructure, and deployment of large ICT projects. The preparation and awarding of first contracts under some of the projects announced in 2009 as well as the tendering procedures launched in 2010 provide good prospects for the whole IT industry in 2011. Analysts anticipate it will be necessary to upgrade IT systems in numerous Polish enterprises, to invest in the billing and registration systems in the power industry, to modernize IT systems and make investments in the gas and utilities sectors, to develop systems for the EURO 2012 Championships, as well as to accelerate utilization of the EU funds. Owing to all the above-mentioned activities, 2011, in contrast to the last year, should be a period of much better prosperity in the Polish IT industry. III. ASSECO POLAND AND THE ASSECO GROUP POSITION IN THE INFORMATION TECHNOLOGY SECTOR The Asseco Group continues to strengthen its market position year by year. Asseco Poland and other companies of our Group top the rankings of IT vendors, prepared both by Polish and international research institutes. According to the latest COMPUTERWORLD TOP200 report (for 2010) analyzing the Polish IT market, Asseco Poland and the Group companies hold leading positions in Poland. Asseco Poland's share in the Polish market of IT services is estimated at 11%, which puts our company into second place, just behind HP Poland (12%). We are followed by IBM Poland, in third place with a 7% market share. The Asseco Group is also a leading provider of ERP systems in Poland. Our subsidiary Asseco Business Solutions has a 26% market share and ranks second behind SAP Poland (29.72%). Our company outperformed Oracle Poland (12.45%) and the native Comarch (9.64%). Below are presented the positions of Asseco Poland and the Group companies in the rankings conducted by Polish and foreign research institutions:

TOP 100 European Software Vendors Company name Country Ranking 2010* 1. SAP DE 10,672.0 2. Sage UK 1,614.1 3. Dassault Systems FR 1,251.3 4. Software AG DE 847.4 5. Autonomy UK 820.0 6. Misys UK 523.6 7. SWIFT BE 471.6 8. Asseco PL 455.1 9. Micro Focus UK 453.0

* The Truffle 100 ranking (Truffle Capital Corp.), European Software Vendors Ranking 2010, by revenues from the production of proprietary software and provision of own services in 2009 (in EUR millions)

All figures in millions of PLN, unless stated otherwise 16 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Computer software producers, Company name by sales revenues 1. Asseco Poland 643.0 2. Oracle Poland 350.0 3. ComArch S.A. 168.0 4. Teta S.A. 85.4 5. BPSC S.A. 63.7 6. Young Digital Planet S.A. 63.1

* Warsaw Business Journal, The Book of Lists 2011 – Computer Software Producers, by revenues from the sale of proprietary software in 2009 (in PLN millions)

IT companies operating in Poland, Company name by sales revenues in 2010* 1. HP Poland 2,790.0 2. ABC Data 2,430.9 3. ACTION 2,053.7 4. AB 1,633.5 5. Tech Data Poland 1,588.3 6. IBM Poland* 1,300.0 7. Microsoft* 1,290.0 8. Asseco Poland 1,168.4 9. Dell Computer Poland 1,060.0 10. Incom Group 937.2

* COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

IT groups operating in Poland, Company name by sales revenues in 2010* 1. Asseco Poland Group 3,237.8 2. AB Group 2,882.1 3. ABC Data Group 2,730.3 4. Komputronik Group 1,016.5 5. Incom Group 942.0 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

IT companies, by largest Company name workforce in 2010* 1. Capgemini Poland 4,075 2. Asseco Poland 3,134 3. Comarch 2,735 4. Ericpol Telecom 865 5. Sprint 863 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (by the number of employees)

IT companies, by pre-tax Company name earnings in 2010* 1. Asseco Poland 380.0 2. Comarch 74.7 3. ABC Data 44.8 4. Asseco Business Solutions 37.6 5. Ericpol Telecom 37.5 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

All figures in millions of PLN, unless stated otherwise 17 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

IT companies, by R&D spending Company name in Poland in 2010* 1. Asseco Poland 140.8 2. Comarch 62.1 3. Unit4Teta 6.0 4. Ericpol Telecom 3.8 5. Sputnik Software 3.6 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions) Asseco Poland S.A. and some of its subsidiaries are undisputed leaders in the Polish IT market, in the area of information technology services and production of software.

Providers of IT services, Company name by revenues in 2010* 1. HP Poland 948.6 2. Asseco Poland 929.6 3. IBM Poland 598.0 4. Blue Media 482.5 5. Sygnity Group 389.0 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011, by sales revenues (in PLN millions)

Providers of IT maintenance services, Company name by revenues in 2010* 1. Asseco Poland 541.8 2. HP Poland* 298.8 3. Sygnity Group 58.4 4. Wincor Nixdorf 54.6 5. Biuro Informatyczno-Wdrożeniowe "Koncept" 44.0 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011, by sales revenues (in PLN millions)

Providers of IT trainings, Company name by revenues in 2010* 1. COMBIDATA Poland 66.5 2. Altkom Akademia* 44.0 3. Avnet 24.0 4. Oracle Poland 16.2 5. Asseco Poland 15.8 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011, by sales revenues (in PLN millions)

Providers of software implementation services, Company name by revenues in 2010* 1. Sygnity Group 214.0 2. Asseco Poland 163.6 3. BCC (Business Consulting Center) 57.6 4. SAP Poland 57.6 5. Oracle Poland 51.3 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

All figures in millions of PLN, unless stated otherwise 18 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Producers of customer-tailored software, Company name by revenues in 2010* 1. Asseco Poland 191.4 2. Tieto Poland 120.0 3. Infovide-Matrix 96.7 4. Sygnity Group 52.2 5. Oracle Poland 37.8 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011, by sales revenues (in PLN millions)

Producers of proprietary software, Company name by revenues in 2010* 1. Microsoft 1,290.0 2. Oracle Poland 419.0 3. SAP Poland 288.0 …… 9. Asseco Poland 34.7 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011, by sales revenues (in PLN millions)

In line with its strategy anticipating sectoral diversification of business, Asseco Poland S.A. managed to reinforce its market position in individual sectors of economy.

IT companies, by revenues from the public Company name administration sector in 2010* 1. Asseco Poland 400.6 2. Biuro Informatyczno-Wdrożeniowe "Koncept" 203.4 3. HP Poland 200.0 4. Sygnity Group 193.9 5. IBM Poland* 132.6 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

IT companies, by revenues from Company name the healthcare sector in 2010* 1. Asseco Poland 86.2 2. Oracle Poland 23.6 3. Qumak-Sekom 11.8 4. NetLine Group 5.3 5. Wasko 4.0 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

IT companies, by revenues from Company name the banking sector in 2010* 1. Asseco Poland 321.8 2. IBM Poland* 245.7 3. Sygnity Group 162.4 4. Comarch 77.5 5. Wincor Nixdorf 65.8 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

All figures in millions of PLN, unless stated otherwise 19 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

IT companies, by revenues from Company name the financial services sector in 2010* 1. Asseco Poland 79.9 2. ATENA 73.5 3. Oracle Poland 53.1 4. ZETO-RZESZÓW 35.2 5. Zakład Elektronicznej Techniki Obliczeniowej 34.9 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions)

IT companies, by revenues from Company name the utilities sector in 2010* 1. Oracle Poland 88.5 2. Sygnity Group 83.8 3. Asseco Poland 44.2 4. ZEP- INFO 32.0 5. IT.expert 29.5 * COMPUTERWORLD TOP200, Ranking of IT and telecom companies, June 2011 (in PLN millions) Asseco Poland S.A. is the largest IT company listed on the Warsaw Stock Exchange. As at 25 August 2011, the market capitalizations of Poland's major IT companies were as follows:

Market capitalization Name as at 25 August 2011, in PLN millions Asseco Poland 2,916.5 ComArch 464.6 Asseco Central Europe 450.7 CD Projekt RED 422.5 Asseco South Eastern Europe 382.4 Asseco Business Solutions 307.8

The aggregate market capitalization of all IT companies listed on the Warsaw Stock Exchange, as at 25 August 2011, reached PLN 6.6 billion. Whereas, the combined market value of the Asseco Group companies amounted to PLN 4.1 billion, representing nearly 62% of the total market capitalization of all WSE-listed IT companies.

All figures in millions of PLN, unless stated otherwise 20 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

IV. PRODUCT PORTFOLIO OF THE ASSECO GROUP The Asseco Group is specialized in the production of proprietary software for most sectors of the economy. The portfolio of our solutions includes IT systems for banking and finance, public and local administration as well as for industry, trade and services. 1. Banking and finance sector Banking market From the very beginning of its operations Asseco Poland S.A. has cooperated with banks, providing them with comprehensive information systems. Nowadays, the Company's solutions are utilized by over half of domestic banks. Among Asseco Poland's major clients are: PKO BP Bank, BGŻ (Rabobank), PBC, Bank, (Societe Generale), , Bank Gospodarstwa Krajowego, and Volkswagen Bank. The Company also works with the cooperative banking sector, where it serves all the association leader banks as well as over 70% of stand-alone cooperative banks. Products dedicated to the banking sector include: . Transaction systems . Back-office systems . Sales support systems . Post-sale services systems . Sales intelligence . Analytical systems . Payment card operations . e-Banking systems . Support software applications The Asseco Poland's flagship product for the banking sector is the comprehensive IT suite called def3000. Other companies of the Asseco Group are also well positioned as providers of proprietary solutions for the banking sector. Asseco Central Europe has cooperated with banks institutions right from its inception. This company developed the family of StarBANK products which provide comprehensive support for banking activities. The company's clients include: Erste Bank, Consumer Finance Holding, a.s., Eximbanka SR, Pońtová banka, a.s., Slovenská sporiteľňa, a.s., Wűstenrot stavebná sporiteľňa, a.s., Česká spořitelna, a.s. Furthermore, the Asseco Central Europe offering was extended with the UBM Suite of comprehensive front-end solutions based on the platforms of ORACLE and DB2. Such software is used by Bank DBNord, , Deutsche Bank, Hypo Group, and Bank RCB, just to mention a few. Asseco South Eastern Europe, a listed subsidiary of the Asseco Group, is also specialized in provision of solutions for the banking sector. The company's portfolio of proprietary software includes core banking systems, transaction systems, business intelligence solutions, and customer relationship management (CRM) solutions, yet the company is also engaged in installation and maintenance of ATMs and POS terminals. The central banking systems offered by Asseco South Eastern Europe may be operated both on the ORACLE platform (systems: BI Universal Integrated Banking System, INT Bank) as well as the Microsoft platform (Pub2000, Revolution). The company's clients include: ABN AMRO Bank in , Allianz Zagreb in Croatia, Banca Italo-Romena in Romania, Bank of in Serbia, in Romania, Erste Banka AD Novi Sad in Serbia, ING Bank in Romania, National Bank of Macedonia, National Bank of Romania, National Bank of Serbia, Porsche Bank in Romania, and dozens of other banks. Furthermore, the company is a

All figures in millions of PLN, unless stated otherwise 21 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 provider of unique voice and payment automation solutions and the system for settlement of internet payments made by credit cards (independent payment gateway). Financial institutions Asseco Poland has a strong position among providers of software for the financial sector. Here the main solution offered by the Company is the suite of PROMAK products which are dedicated to brokerage houses and investment companies. The Company's solutions are utilized by Brokerage Office of , Brokerage House of , Beskidzki Brokerage House, and Brokerage House of Millennium. ADH Soft Sp. z o.o. (hereinafter "ADH Soft"), a subsidiary of the Asseco Group, is specialized in development of professional software for the financial sector, especially for leasing and car fleet management (CFM) companies. The company's solutions are used by over 70% of leasing operators in the Polish market. ADH Soft has so far implemented its products for over 60 firms of the leasing sector. The flagship product of ADH Soft is the LEO Leasing System, which features two main parts - operations and finance/accounting – and a number of additional modules extending the program functionality. Among the users of LEO Leasing are BNP Paribas Lease Group, Fortis Lease, Caterpillar Financial Services, Daimler Fleet Management, Mercedes Benz Leasing, and many others. The Group's portfolio also includes a solution called Asseco Factoring which is dedicated to all financial institutions engaged in factoring services. The system ensures conducting of fast and secure transactions over the Internet. As a result of the Asseco Group expansion to new European markets, its product portfolio for banking and finance was expanded with the solutions of Asseco Denmark. This company is specialized in the development of turn-key applications and software solutions as well as in the provision of services within the optimization of IT architecture and infrastructure. Customers of Asseco Denmark include primarily banks, financial institutions and biotech companies such as Nykredit, PBS, Nordea, NovoZymes, Experian, JP Morgan Chase & Co, and ING Bank. Comprehensive solutions for the capital market and financial institutions are also offered by Asseco Central Europe. SofiSTAR is a proprietary solution dedicated for open-end pension funds. These solutions are utilized in ČSOB dôchodková správcovská spoločnosť a.s., STABILITA d.d.s. a.s., and in VÚB Generali dôchodková správcovská spoločnosť. Owing to its investment in Necomplus, a group of Spanish and Portuguese companies, the Asseco Group broadened its offering with software and services for Point-of-Sale (POS) terminals. These products are dedicated not only to banks, but also to a widely understood financial sector. Insurance companies Cooperation of Asseco Poland with the insurance sector has been initiated with the development and implementation of the Integrated Information System for the PZU Group, the largest insurer in Poland. At present the Company's portfolio features comprehensive systems that support property and life insurance operations. Among our clients in this sector are PZU Group, Warta Group, HDI Asekuracja, and the Insurance Guarantee Fund. The insurance industry is also supported by a variety of solutions developed by Sapiens International, an Israeli company of the Formula Systems Group. Sapiens's proprietary IT solutions are marketed worldwide. The company's portfolio includes two families of insurance-dedicated products: RapidSure – property and casualty insurance software, and Sapiens Insight – a multi-module comprehensive information system covering each type of insurance. Among the clients of Sapiens International are: AEGON, ALLIANZ, Aviva, Axa Corporate Solutions, Philadelphia Insurance Company, and Santander. Asseco Central Europe is also engaged in provision of IT solutions dedicated to the insurance sector. Here the company's flagship product is StarINS, a comprehensive information system for insurers including the modules for management of insurance operations within the customer service, as well as for running a network of insurance

All figures in millions of PLN, unless stated otherwise 22 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 branches. The solutions of Asseco Central Europe are used, among others, by Pojińťovna VZP a.s. The Asseco Group product portfolio is complemented with the solution offered by the company Sintagma UAB of . The LIB-MS solution is a comprehensive IT system that supports operations of life insurance companies and it has been implemented, among others, for the SEB Insurance Group. 2. Public administration sector Central administration Asseco Poland executes significant IT projects for the public administration, including the implementation of the Comprehensive Information System for the Social Insurance Institution (ZUS), Central Register of Vehicles and Drivers for the Ministry of Interior and Administration (MSWiA), Comprehensive Information System for the National Border Guard, as well as the IACS system for the Agency for Restructuring and Modernisation of Agriculture (ARiMR). The public administration sector is also served by other Asseco companies, which carry out numerous projects based on their proprietary solutions. Asseco South Eastern Europe has implemented its software products for such noble public institutions as the Ministry of Agriculture of Romania, Ministries of Finance of Croatia and Serbia, Ministry of the Interior of Macedonia, and the Ministry of Foreign Affairs of Serbia. Experience gathered from our cooperation with organizations of the European Union, during development of the systems for direct EU payments to farmers, made the Asseco Group one of the most credible partners in this part of Europe. Asseco Central Europe is also engaged in the implementation of complex projects for the public administration sector. The company offers proprietary solutions beginning with a detailed analysis of the client's needs, through the consultation of available solutions, design of the optimum technological architecture, and finishing with the solution testing, documentation, implementation and user training. The public administration bodies using the services of Asseco Central Europe include: Slovak Agency for Tourism, Slovak Tax Administration, Slovak Statistical Office, Vysočina Region, Czech Ministry of Transportation, Czech Ministry of Finance, and Czech Ministry of the Interior. Self-government (local) administration Asseco Poland provides IT solutions for the self-government administration at all levels. The offered software enables the integration of various technology IT systems that are utilized in administration offices. The Company's solutions are flexible, configurable and developed to match the current needs of local administration. The Asseco solutions dedicated to local administration include: workflow systems, customer service systems as well as CRM and ERP solutions. Our major clients in this sector are the City Hall, Częstochowa City Hall, Wrocław City Hall, and the Association of Municipalities of the Parsęta River Basin. Solutions supporting the local administration operations are implemented by OTAGO, our Gdańsk-based subsidiary. The company's proprietary project, called OTAGO Comprehensive Town Management System, has been well tried and proven to meet all the requirements for proper functioning of self-government institutions. Healthcare Asseco Poland has become the leader in supply of information systems for the healthcare sector. The Company offers two proprietary solutions: InfoMedica and mMedica. The Company's clients include 450 largest hospitals in Poland as well as most of Poland's blood donation and haemotherapy centers, to whom Asseco delivers its patient service solutions, contract settlement systems as well as facility management solutions. The Company cooperates with the National Healthcare Fund units both on the plane of IT infrastructure and software. All the spa centres working with the National Healthcare Fund for settlement

All figures in millions of PLN, unless stated otherwise 23 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 of their services use an Internet application developed and implemented by Asseco Poland. The Company's healthcare solutions comply with the European Union directives as well as with the documents laying out the assumptions for the Polish State Informatization Strategy. Asseco Central Europe, which provides the Mediform comprehensive information system, has also gained a strong position in the healthcare sector. The system has been already implemented for F.D. Roosevelt University Hospital in Banská Bystrica, University Hospital in Trnava, health insurance companies Union zdravotná poisťovňa and Vńeobecná zdravotná poisťovňa, as well as for the National Medical Information Center (NCZI). The healthcare offering is complemented with the solutions of our Hungarian subsidiary GlobeNet, the main supplier of MedWorkS medical information system. Uniformed services, international organizations As the only IT company of Central and Eastern Europe, Asseco Poland executed over 30 projects directly for the EU institutions and agencies as well as for NATO. In this market we are able to compete effectively with the world's major information technology players. Asseco has successfully implemented technologically advanced projects, among others, for the NATO's Joint Force Training Center in as well as the European Agency for the Management of Operational Cooperation at the External Borders of the Member States of the European Union (FRONTEX). 3. Industry, trade and services Telecommunication Asseco Poland has got almost a 40% share of the market of billing systems for telecom operators. The Company is the main provider of the SERAT 2 billing system for the Polish telecom TP SA. Solutions developed and implemented by Asseco Poland are used by the leading GSM and land telephony operators in Poland as well as by modern media companies. The Asseco's proprietary solution is used, among other, by the ITI Group. Thanks to the comprehensive offer of Asseco South Eastern Europe dedicated to the telecommunications sector, Asseco's solutions are also present in the Balkan countries. In this region the Company's clients include: Mobilna Telefonija Republike Srpske, Orange Romania, and T-Com Croatia Zagreb. Power industry As a key player in the market, Asseco Poland executes the largest IT projects for the leading power industry groups. Almost 65% of the Polish electric power firms are served by our Company. Whereas, 60% of all electricity bills in Poland are generated from the proprietary billing systems (Energos Handel) implemented by Asseco Poland. Our solutions are successfully used by the power industry holdings such as ENEA, ENERGA or PGE. Utilities Asseco Poland is a pioneer in state-of-the-art IT solutions for the municipal utilities sector. Our software solutions support operations of more than 60% of water supply and sewerage companies and over 55% of heating stations in Poland, in the cities of more than 100 thousand inhabitants. Asseco Poland offers two suites of solutions, namely Asseco Utility Management Solutions (Asseco UMS) and Asseco Facility & Asset Management Solutions (Asseco FAMS) which satisfy the needs of the utilities sector and guarantee comprehensive support of the entire public infrastructure. The Company's largest clients in the sector include the municipal utility enterprises of Warsaw, Łódź, Wrocław, Szczecin, Bydgoszcz, Gdańsk, and Opole. Integration of IT systems The Group's IT integration offer covers a very broad range of services and products, starting off with solutions that look after security of IT systems and networks, through building of network structures (local or wide area, landline or wireless), services of

All figures in millions of PLN, unless stated otherwise 24 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 optimizing the efficiency of data access and band utilization, and ending up with portal systems, IT infrastructure management services, and data processing centres. This offer also includes comprehensive services of design and execution of the so-called intelligent building systems, as well as carrying out ICT system security audits. ERP solutions We offer ERP solutions for almost all sectors of economy. The Asseco Group has developed a broad range products to satisfy the requirements of both large and smaller enterprises. The flagship product of the Asseco Group is offered by our subsidiary Asseco Business Solutions (ABS) operating as the Competence Centre responsible for ERP systems, software for SMEs, and outsourcing of information technology. Its product portfolio includes also mobile solutions, factoring systems as well as data exchange platforms. Asseco Business Solutions S.A. offers primarily two modern integrated ERP systems which are capable of supporting the management of medium and large-sized enterprises: Asseco SAFO based on the Oracle technology, and Asseco SOFTLAB ERP based on the Microsoft technology. The company's clients include McDonald's Poland, Ministry of Finance, Ministry of Health, Mobile Phone Telecom, Skoda Auto Poland, Deni Cler, Atlas, Black Red White, and many, many others. One of the flagship products of Matrix IT (a subsidiary of the Formula Systems Group) is Tanfit – an ERP system with an established position in the Israeli market. Also Asseco Central Europe offers proprietary ERP solutions which have been developed by its subsidiary Asseco Solutions. These systems are marketed both in Slovakia and Czech Republic. Further ERP competence is demonstrated by our subsidiaries, namely Asseco Germany and the Lithuanian Sintagma. 4. Sector-independent solutions The Asseco's portfolio of sector-specific solutions provided for the majority of industries is complemented by sector-independent solutions, such as software development tools, IT infrastructure management, outsourcing, training and other services. Magic Software, a subsidiary of the Formula Systems Group, offers a modern application platform in the cloud computing model. The company's product portfolio includes two flagship solutions: uniPaaS and iBOLT. Among the Magic Software's clients are: Adecco, Adidas, BNP Immobilier, DHL, Generali, Honda, and Victorinox. IT Matrix, also a subsidiary of the Formula Systems Group, offers services in the areas of IT outsourcing, training, CRM, and infrastructure management. Matrix IT runs the largest training center in Israel. Furthermore, the company is the number one IT software tester. Combidata Poland provides comprehensive training services including: authorized technical trainings on the products of Microsoft, Oracle, BEA, Novell, and CISCO, trainings on the use of office applications and enterprise management systems, dedicated trainings tailored to the customer's needs, trainings on specific applications and application systems. Matrix42 (a subsidiary of Asseco DACH) is engaged in the provision of applications and solutions enabling efficient management of software and hardware environment. Its proprietary solution Empirum Pro supports fully automated management of computer environment (servers, desktops, laptops and mobile devices) and enables management of software licenses, deployment and migration of operating systems, distribution and upgrading of software, and data recovery. Major clients include BMW Group Switzerland, Avis, and Nexus Management, mentioning just a few.

All figures in millions of PLN, unless stated otherwise 25 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

V. SUMMARY AND ANALYSIS OF THE ASSECO GROUP FINANCIAL RESULTS FOR THE FIRST HALF OF 2011 Consolidated financial results of the Asseco Group for the first half of 2011 as well as for the last year's corresponding period are presented in the table below:

6 months 6 months Change ended ended (half-year on 30 June 2011 30 June 2010 half year) (unaudited) (unaudited)

Sales revenues 2,340.2 1,452.4 61.1% Gross profit on sales 702.2 493.2 42.4% Net profit on sales 338.4 251.8 34.4% Operating profit 341.7 253.8 34.6% Net profit 272.7 229.1 19.0% Net profit attributable to Shareholders of the Parent 182.7 205.4 (11.1%) Company

Profitability ratios In the first half of 2011, profitability ratios achieved by the Group were lower than in the corresponding period last year. The profitability ratios decreased primarily as a result of the Asseco's incorporation of the Formula Systems Group which, due to the nature and area of its business operations, realizes lower margins of profit than the Parent Company.

6 months 6 months ended ended

30 June 2011 30 June 2010 (unaudited) (unaudited)

Gross profit margin 30.0% 34.0% EBITDA margin 18.3% 21.5% Operating profit margin 14.6% 17.5% Net profit margin 11.7% 15.8% Gross profit margin = gross profit on sales / sales EBITDA margin = (operating profit + depreciation and amortization) / sales Operating profit margin = operating profit / sales Net profit margin = net profit / sales Liquidity ratios Working capital (defined as the difference between current assets and current liabilities) represents the amounts of fixed capital (equity plus long-term debt) which are used to finance current assets. As at 30 June 2011, the Group's working capital amounted to PLN 986.7 million, recording a slight drop from the level observed as at 31 December 2010. This decrease stemmed primarily from dividend payments in favour of non-controlling shareholders that were made both by the Parent Company and its subsidiaries in the first half of 2011. Another factor influencing the decline in working capital was a decrease in net trade receivables and payables for goods and services. Working capital dropped both as a result of lower current assets and current liabilities, with the latter decreasing more rapidly, which contributed to further improvement of the Group’s financial liquidity ratios. Our liquidity metrics are maintained at a fairly safe level, i.e. current liquidity ratio is within the range of 1.2 to 2.0; whereas, quick liquidity ratio ranges between 1.0 and 1.2.

All figures in millions of PLN, unless stated otherwise 26 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited)

Working capital 986.7 1,022.5 518.3 Current liquidity ratio 1.8 1.7 1.6 Quick liquidity ratio 1.7 1.6 1.5 Absolute liquidity ratio 0.5 0.6 0.6 Working capital = current assets - current liabilities Current liquidity ratio = current assets / current liabilities Quick liquidity ratio = (current assets – inventories – deferred expenses) / current liabilities Absolute liquidity ratio = (cash + short-term bank deposits) / current liabilities Debt ratios During the first half of 2011, the Group managed to reduce its total short- and long-term liabilities by PLN 287.9 million (however, interest-bearing debt increased by PLN 26.7 million, among others, due to drawing additional funds from a bank loan facility intended for the construction of our new headquarters in Warsaw's Wilanów district). Owing to the above, our general debt ratio dropped to 21.7% from the level of 24.4% reported as at the end of 2010.

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Debt ratio 21.7% 24.4% 22.0% Debt/equity ratio 5.7% 5.3% 2.1% Debt/(debt + equity) ratio 5.4% 5.0% 2.1% Debt ratio = (long-term liabilities + short-term liabilities) / assets Debt/equity ratio = interest-bearing bank loans and debt securities / shareholders' equity Debt/(debt + equity) ratio = interest-bearing bank loans and debt securities / (interest-bearing bank loans and debt securities + shareholders' equity)

All figures in millions of PLN, unless stated otherwise 27 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

VI. FACTORS AND MAJOR EVENTS WITH IMPACT ON OUR FINANCIAL PERFORMANCE

1. Polish market The table below presents selected financial data for the reporting segment – Polish market:

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half-year) PLN millions PLN millions % Sales revenues 773.0 864.9 (10.6%) EBITDA 225.1 241.3 (6.7%) EBITDA margin 29.1% 27.9% EBIT 191.9 205.1 (6.4%) EBIT margin 24.8% 23.7% Corporate income tax (current and deferred) (40.2) (1.9) 2,015.8% Net profit – adjusted1) 151.7 173.5 (12.6%) Net profit margin – adjusted1) 19.6% 20.1% Net profit 151.7 232.0 (34.6%)

CFO 62.1 145.4 (57.3%) CFI (38.3) (95.7) (60.0%) of which CAPEX (53.4) (133.7) (60.1%) CFF (144.0) 135.5 (206.3%)

Working capital at the beginning of period 372.9 110.4 237.8% Working capital at the end of period2) 407.2 386.0 5.5% Cash and cash equivalents at the end of period 141.8 282.1 (49.7%) Assets at the end of period 3,717.0 4,162.1 (10.7%) Interest-bearing debt at the end of period (277.9) (211.7) 31.3% of which bank credits, loans and bonds issued (114.9) (26.7) 330.3% of which finance lease commitments (163.0) (185.0) (11.9%)

FCFF 97.2 (169.9) (157.2%)

EBITDA = EBIT + depreciation/amortization; EBIT = Operating profit; CFO = Net cash flows from operating activities; CFI = Net cash flows from investing activities; CFF = Net cash flows from financing activities; CAPEX = segment's capital expenditures for fixed assets; FCFF = EBITDA - tax -/+ changes in working capital - CAPEX

1) In the first half of 2010, the segment's net profit was affected by the following significant one-time transactions: reversal of a write-down on debt securities held: PLN 17.0 million, and reversal of deferred tax provision: PLN 41.5 million.

2) A significant increase in working capital at the end of the comparative period (i.e. as at 30 June 2010) resulted primarily from growth in cash and cash equivalents at the Parent Company due to the issuance of series I shares carried out in the second quarter of 2010. The segment's sales revenues in the first half of 2011 fell by more than 10% as compared to the corresponding period last year. The biggest decline was observed in sales of hardware. Slight decreases were also noted in revenues recognized on contracts with PKO BP Bank and the Social Insurance Institution. Despite the reduced levels of revenues, the Management Boards focused on optimizing the operations of individual enterprises and business divisions, consequently improving the operating profit (EBIT) margin by 1.1 percentage points and EBITDA by 1.2 percentage points, both in comparison to the corresponding period of 2010. Net profit achieved for the first half of 2010, adjusted for one-time events, amounted to PLN 173.5 million; whereas, in the first half of 2011 it amounted to PLN 151.7 million,

All figures in millions of PLN, unless stated otherwise 28 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 having decreased by 12.6%. In the first half of 2010, the segment's net profit was significantly influenced by one-time transactions, including the reversal of a write-down on debt securities held amounting to PLN 17.0 million, and the reversal of deferred tax provision amounting to PLN 41.5 million in connection with the issuance of series I shares. In the first six months of 2011, Asseco Poland S.A. generated sales revenues of PLN 644.0 million, representing 83.3% of sales across the Polish market segment. Whereas, revenues of Asseco Business Solutions S.A. reached PLN 80.9 million or 10.5% of the total turnover in Poland. Asseco Poland S.A. recorded an operating profit of PLN 168.1 million, while profit on operations of Asseco Business Solutions S.A. amounted to PLN 18.1 million, contributing respectively 87.6% and 9.4% to the segment's earnings. The financial results achieved by these companies comprised in particular: Asseco Poland S.A. The Company's merger with its subsidiaries Asseco Systems S.A. and Alatus Sp. z o.o. contributed to the achievement of cost savings owing to operational optimization of the merged companies. The table below presents changes in the costs incurred during the first half of 2011 in relation to those incurred in the first half of 2010.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited)1) half-year)

Average workforce in the period reported 3,277.0 3,498.0 (6.3%) Operating costs2) 275.8 295.2 (6.6%) Depreciation and amortization 25.9 29.9 (13.4%) Operating costs2) less depreciation and 249.9 265.3 (5.8%) amortization

1) Consolidated figures (pro-forma): Asseco Poland S.A., Asseco Systems S.A. and Alatus Sp. z o.o. 2) This item includes the costs of production (excluding the costs of merchandise, materials and third-party work sold), selling expenses and general administrative costs. The reduction in average employment was accompanied by a nearly identical decrease in operating costs. In the first half of 2011, the main drivers of operating cost savings were salary and employee benefit cutbacks. Asseco Poland S.A. holds a 60% share in the Polish market for billing systems. Here one of our most important clients is the largest Polish telecommunications company – Telekomunikacja Polska S.A. (hereinafter TP S.A.). As a result of the process of consolidation of IT system vendors conducted at TP S.A., Asseco Poland has been chosen to support the operation of IT systems in two out of the five major areas of the telecom's business (billing and reporting), which had a favourable impact on the profitability of our operations. On the enterprises market, and especially in the power industry sector, our operating results for the first half of 2011 turned out much stronger than in the corresponding period last year. The first six months of 2011 were also better for our healthcare division, primarily owing to the execution of a pilot e-Prescription project that was launched in the second half of 2010 and thereafter has been successfully implemented in numerous hospitals and clinics. Additionally, in the first half of 2011, Asseco Poland signed a number of agreements within the operations of its individual business divisions. The most significant contracts are presented in the following table:

All figures in millions of PLN, unless stated otherwise 29 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Client Contract description

Banking and finance

PZU Insurance Group Implementation of the Oracle eBS ERP system Prolongation of support for IBM Informix database used with PZU SA the Asseco Insurer System ING Insurance IT system dedicated to group insurances ING Bank Development of e-Banking system Development of def3000/TLR Teller – sales support system

Enterprises

Value Added Services (SMS, MMS, IVR Video) on the Asseco ITI Group platform Maintenance support and development of the existing IT PKP Informatica infrastructure Polish Telecom Group Development of the advertising management system EnergiaPro Readouts Collection System (ADO)

Public administration

Agricultural Social Insurance Development of comprehensive Database Fund (KRUS) Ministry of Education Education and e-learning platforms Implementation of SANKO system to support property PKP Cargo management, based on IBM Maximo/ IBM FileNet/ IBM Cognos platforms Implementation and maintenance of IT system to support Central Office of Geodesy the INSPIRE program (UE requirement), and development of and Cartography GEOPORTAL 2 system Execution of a comprehensive system to support business Ministry of Finance start-up processes, along with training applications

Asseco Business Solutions S.A. Asseco Business Solutions is specialized in the production of integrated ERP solutions to support management of large and medium-sized businesses, enterprise applications for the SME sector (Wapro brand), advanced programs to support HR functions, mobile systems, commercial data exchange platforms, as well as comprehensive applications dedicated to factoring companies. Furthermore, the company's portfolio includes the construction of IT system infrastructure and outsourcing services. In 2011, Asseco Business Solutions consistently pursues the strategy of selling its ERP and HR products in the full outsourcing model. This means the clients interested in particular software solutions are not required to make any capital expenditures to purchase the necessary infrastructure, just as they do not need to employ any specialists responsible for maintenance of IT systems. These elements of a project are provided on a service basis by the vendor. In addition, in 2011 the company significantly increased the number of permanent contracts for maintenance (support service) of the previously implemented ERP and HR systems. Asseco Business Solutions also offers the purchase of selected systems in the subscription model. This means the customers buy the right to use an application, paying a monthly

All figures in millions of PLN, unless stated otherwise 30 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 system lease fee. This sales model has so far been the most popular in the segment of mobile systems supporting the work of sales representatives. The subscription-sale model entails the following advantages: . for the client: lower barriers to implement an IT system (reduction of the initial investment costs associated with the system deployment) and higher quality of the system support (guaranteed under the SLA agreement); . for the company: chiefly the possibility of raising the share of recurring monthly revenue. Asseco Business Solutions continues to strengthen its market position. According to the latest Computerworld TOP200 ranking for 2010, the company is Poland's second largest provider of ERP systems in terms of sales revenues (after SAP Poland), with a 26% share in the ERP market. The financial results of Asseco Business Solutions benefited, in an indirect way, from changing the statutory VAT rate that was enforced at the beginning of 2011. Following this change, companies were required to adapt their finance and accounting systems to the new regulations. Asseco Business Solutions, having the SME-dedicated WAPRO software in its portfolio, quickly adapted to the amended legislation (launching "VAT Ready" products) and achieved a significant increase in the sales of new licenses and upgrades in this segment.

All figures in millions of PLN, unless stated otherwise 31 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

2. Israeli market (Formula Systems Group) The table below presents selected financial data for the reporting segment – Israeli market:

6 months ended 30 June 2011 (unaudited) PLN millions Sales revenues 898.0 EBITDA 97.8 EBITDA margin 10.9% EBIT 77.4 EBIT margin 8.6% Corporate income tax (current and deferred) (11.6) Net profit – adjusted1) 58.2 Net profit margin – adjusted1) 6.5% Net profit 58.2

CFO 57.6 CFI (74.7) of which CAPEX (34.9) CFF (45.2)

Working capital at the beginning of period 435.2 Working capital at the end of period 352.2 Cash and cash equivalents at the end of period 247.9 Assets at the end of period 2,267.2 Interest-bearing debt at the end of period (172.1) of which bank credits, loans and bonds issued (164.3) of which finance lease commitments (7.8)

FCFF 134.3

EBITDA = EBIT + depreciation/amortization; EBIT = Operating profit; CFO = Net cash flows from operating activities; CFI = Net cash provided by (used in) investing activities; CFF = Net cash flows from financing activities; CAPEX = segment's capital expenditures for fixed assets; FCFF = EBITDA - tax -/+ changes in working capital - CAPEX Financial results of the Formula Systems Group are influenced by the stock option plan awarded to the company's CEO, Mr. Bernstein. Under this program, Mr. Bernstein is entitled to receive 543,840 options to acquire shares in Formula Systems, with the exercise price of NIS 0.01 per share. Such stock options will be granted in equal quarterly portions over a period of four years, starting from December 2011. In the first half of 2011, Matrix IT generated revenues of PLN 673.7 million, which represented 75% of sales across the entire group of Formula Systems. Whereas, sales revenues of other Formula Systems' subsidiaries, namely Sapiens International and Magic Software, reached PLN 76.9 million and PLN 147.4 million, respectively. Hence, the combined revenues of two above-mentioned companies represented 25% of consolidated revenues of the Formula Systems Group, or respectively 8.6% and 16.4%, if analyzed in separate. Below are described the key factors influencing the financial performance of individual subgroups forming the Formula Systems Group.

All figures in millions of PLN, unless stated otherwise 32 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 a) Matrix IT The company's basic financial results are presented in the table below.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half-year) NIS millions NIS millions Sales revenues 850.6 740.9 14.8% EBIT 70.4 63.7 10.5% EBIT margin 8.3% 8.6% Net profit 44.4 45.1 (1.6%) Net profit margin 5.2% 6.1%

Figures published by Matrix IT Matrix IT focuses its business in providing a full range of IT services to the Israeli market. The company provides services to the largest enterprises and public administration bodies. Apart from its core business, the company is also engaged in IT training through its subsidiary John Bryce. In the past half-year, Matrix IT was awarded the largest cross- selling contract in the history of Asseco. Our Danish subsidiary, Asseco Denmark, helped IT Matrix with winning a tender for the construction and architecture of a database for PanSam. The database is developed in connection with the enforcement of new Solvency II requirements. b) Sapiens International The company's basic financial results are presented in the table below.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half-year) USD millions USD millions Sales revenues 27.6 24.4 13.1% EBIT 3.4 3.2 6.2% EBIT margin 12.3% 13.1% Net profit 3.3 2.9 13.8% Net profit margin 12.0% 11.9%

Figures published by Sapiens International in accordance with US GAAP Sapiens International generated higher sales revenues as a result of gaining new business contracts (among others with Allianz Suisse, for modernization of their clearing system for payments under pension schemes) as well as due to the acquisition of Harcase, a Canadian provider of proprietary software for insurance companies, in 2010. Furthermore, Sapiens International launched into the market a new version of INSIGHT software intended for reinsurance companies. The solution has been equipped with new accounting and controlling modules. This product is a helping hand to insurance companies in their risk management functions.

All figures in millions of PLN, unless stated otherwise 33 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 c) Magic Software The company's basic financial results are presented in the table below.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half-year) USD millions USD millions Sales revenues 52.9 41.2 28.4% EBIT 6.5 3.8 71.1% EBIT margin 12.3% 9.2% Net profit 6.7 3.8 76.3% Net profit margin 12.7% 9.2%

Figures published by Magic Software in accordance with US GAAP Magic Software is a provider of cloud computing solutions. The company's flagship product is uniPaaS – a powerful and versatile application platform featuring the Platform-as-a-Service (PaaS) technology. Our PaaS solution enables the customers to develop, test, deploy, manage and host business applications in one integrated environment. Using a Platform- as-a-Service product allows the enterprises to reduce their costs incurred and work associated with the acquisition, maintenance and modification of applications. Whereas, software vendors take advantage of significant reductions in both costs and time required for software implementation, maintenance and modification. Magic Software also provides the iBOLT platform enabling cost-effective integration of various IT applications operated in the enterprise. Users of this solution reap the benefits of improved efficiency in information management, and save manpower by reducing manual operation of numerous systems. iBOLT integrates software applications of such vendors as SAP, Salesforce.com, Oracle JD Edwards, Lotus Notes, Microsoft Office, IBM, HL7, Google Apps, and many more. A significant growth in sales was associated with entering into a number of new contracts and business partnerships. In the first half of 2011, the company announced it signed contracts: with Ekro (a subsidiary of VanDire, the world's largest veal producer) for modernization and upgrading of their uniPaaS-based ERP system; with Caminos Bank for unification of the bank's IT systems with the use of Magic's platform; and with Arnold Glass for integration of their SAP systems with the use of Magic's iBOLT solution. The same product was also chosen by Arison Group, Agnico-Eagle Mines, Clarion Events, AutoRek, and Reclam. Israel's Ministry of the Interior chose the uniPaaS platform to integrate their internal systems. The uniPaaS RIA (Rich Internet Application) solution was also implemented by Oxalys Technologies and Szeged Software. In addition, Magic Software has established partnerships with Quisorem, comselect GmbH, Deloitte, CD Group, and BigMachines. The company also expanded its operations in South Africa by taking over its partner business in that market. Magic signed an agreement with Şenoğlu Yazılım A.Ş. which will act as distributor of the company's products in the Turkish market. Furthermore, the company enriched its product portfolio with mobile solutions enabling the connection of smartphones to core systems utilized by its customers.

All figures in millions of PLN, unless stated otherwise 34 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

3. Central European market (Asseco Central Europe Group) The table below presents selected financial data for the reporting segment – Slovak market. This segment corresponds to the territory of business operations of the Asseco Central Europe Group, including Slovakia, Czech Republic, and Hungary.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half-year) PLN millions PLN millions % Sales revenues 241.9 252.3 (4.1%) EBITDA 61.4 31.2 96.8% EBITDA margin 25.4% 12.4% EBIT 43.6 18.6 134.4% EBIT margin 18.0% 7.4% Corporate income tax (current and deferred) (8.4) (4.6) 82.6% Net profit – adjusted1) 25.8 15.8 63.3% Net profit margin – adjusted1) 10.7% 6.3% Net profit 35.4 7.8 353.8%

CFO 39.1 33.1 18.1% CFI (15.7) (43.2) (63.7%) of which CAPEX (9.3) (15.7) (40.8%) CFF (17.0) (15.8) 7.6%

Working capital at the beginning of period 70.8 79.5 (10.9%) Working capital at the end of period 73.1 49.4 48.0% Cash and cash equivalents at the end of period 95.5 72.3 32.1% Assets at the end of period 790.3 704.0 12.3% Interest-bearing debt at the end of period (49.4) (50.2) (1.6%) of which bank credits, loans and bonds issued (40.2) (38.0) 5.8% of which finance lease commitments (9.2) (12.2) (24.6%)

FCFF 41.4 41.0 1.0%

EBITDA = EBIT + depreciation/amortization; EBIT = Operating profit; CFO = Net cash flows from operating activities; CFI = Net cash provided by (used in) investing activities; CFF = Net cash flows from financing activities; CAPEX = segment's capital expenditures for fixed assets; FCFF = EBITDA - tax -/+ changes in working capital - CAPEX 1) The net profit for the first half of 2011 was adjusted by PLN 9.6 million in connection with the execution of a data migration project at SCP; whereas, net profit for the first half of 2010 was adjusted for a loss realized on the disposal of Austrian company Uniquare amounting to PLN 8.0 million. Operating profit of the Asseco Central Europe Group was substantially distorted by "one-off" revenues from the sale of licenses and migration of historical data from Stredsko cennich papiru (SCP – The National Depository for Securities) into the Czech Securities Depository (private company). SCP was a key customer of Asseco Czech Republic, whose core IT system was developed and maintained by the company for nearly 20 years. The total profit from this project amounted to EUR 3.0 million. The Asseco Central Europe Group companies operating in the markets of Slovakia, Hungary and Czech Republic generated PLN 241.9 million in revenues for the first half of 2011, falling short 4.1% of the last year's figure. Our Slovak subsidiaries reported lower revenues due to the ongoing audit of all IT projects performed for the country's public administration, temporary suspension of new tenders for computerization of the administration offices co-financed from the European Union funds, as well as due to a decline in the sales of Internet services by subsidiary Slovanet. The Slovak market revenue shortfall was well offset by our companies operating in the Hungarian market. The

All figures in millions of PLN, unless stated otherwise 35 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 combined operating profit amounted to PLN 43.6 million for the first six months of 2011, recording a remarkable increase by 134.4%. Eliminating one-time effects of the loss of PLN (8.0) million incurred on disposal of Uniquare in the first half of 2010, and other operating income of PLN 9.6 million recognized on the migration of historical data to the Czech Securities Depository in the first half of 2011, the net profit grew by 63.5% half- year on half-year. Asseco Central Europe a.s. entered the Hungarian market in 2010 by acquiring a 70.04% stake in Statlogics Zrt. and a 60.0% stake in GlobeNet Zrt. The acquisitions were finalized on 1 March 2010 and 6 August 2010, respectively. Investments in these Hungarian companies significantly improved the group's consolidated results for 9% of operating profit and 10% of consolidated net profit were contributed by the group's Hungarian pillar. The table below shows the impact of Hungarian investments on the consolidated results of the Asseco Central Europe Group.

6 months ended 6 months ended 30 June 2011 30 June 2010 (unaudited) (unaudited)1 PLN millions PLN millions Sales revenues 17.1 4.5 EBIT 4.0 0.1 EBIT margin 23.4% 2.2% Net profit 3.6 0.3 Net profit margin 21.1% 6.7%

1) Figures include Statlogics company only for the period under the Group's control; i.e. 1 March to 30 June 2010 The Management Board of the Asseco Central Europe Group, in order to optimize the costs of operations, has undertaken restructuring measures enabling a reduction of the group's average workforce by ca. 14.9%, which helped lower the operating expenses by 16.6%. The group's profitability was also improved by the disposal of Uniquare company operating in the Austrian market, whose operating costs were considerably higher than the combined expenses of the newly acquired Hungarian companies, GlobeNet and Statlogics, which together employ a similar number of people as Uniquare. High growth in amortization is associated with the acquisition Uniquare's products for financial institutions for EUR 12.3 million. These products began to be amortized as from 1 January 2011.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half-year)

Average workforce1) 1,539.0 1,809.0 (14.9%) Operating costs2) 184.4 221.1 (16.6%) Depreciation and amortization 17.8 12.6 41.3% Operating costs2) less depreciation and 166.6 208.5 (20.1%) amortization

1) The average workforce in the first half of 2010 includes 138 employees of Uniquare as at the end of December 2009; whereas, in the first half of 2011 the headcount includes a total of 135 employees working at the fully consolidated Hungarian companies as at the end of June 2011. 2) This item includes the costs of production (excluding the costs of merchandise, materials and third- party work sold), selling expenses and general administrative costs.

All figures in millions of PLN, unless stated otherwise 36 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

4. South Eastern European market (Asseco South Eastern Europe Group) The table below presents selected financial data for the reporting segment – Balkan market. This segment corresponds to the territory of business operations of the Asseco South Eastern Europe Group (Asseco SEE), including the countries of: Albania, Bulgaria, Bosnia and Herzegovina, Croatia, Montenegro, Kosovo, Macedonia, Moldova, Romania, Serbia, Slovenia, and Turkey.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half-year) PLN millions PLN millions % Sales revenues 208.7 192.6 8.4% EBITDA 25.5 24.6 3.7% EBITDA margin 12.2% 12.8% EBIT 21.4 21.5 (0.5%) EBIT margin 10.3% 11.2% Corporate income tax (current and deferred) (3.0) (3.2) (6.3%) Net profit 23.3 17.8 30.9% Net profit margin 11.2% 9.2%

CFO 15.5 14.9 4.0% CFI (16.3) (1.7) 858.8% of which CAPEX (6.1) (3.0) 103.3% CFF 4.1 (5.8) (170.7%)

Working capital at the beginning of period 102.7 121.3 (15.3%) Working capital at the end of period 114.3 136.0 (16.0%) Cash and cash equivalents at the end of period 103.7 110.8 (6.4%) Assets at the end of period 736.4 698.2 5.5% Interest-bearing debt at the end of period (8.4) (3.6) 133.3% of which bank credits, loans and bonds issued (7.5) (2.5) 200.0% of which finance lease commitments (0.9) (1.1) (18.2%)

FCFF 4.8 3.7 29.7%

EBITDA = EBIT + depreciation/amortization; EBIT = Operating profit; CFO = Net cash flows from operating activities; CFI = Net cash provided by (used in) investing activities; CFF = Net cash flows from financing activities; CAPEX = segment's capital expenditures for fixed assets; FCFF = EBITDA - tax -/+ changes in working capital - CAPEX The Asseco South Eastern Europe Group companies generated PLN 208.7 million in revenues for the first half of 2011, achieving an 8.4% increase over the year-ago figure. Nonetheless, our subsidiaries operating in Romania, Macedonia and Kosovo reported lower sales. All three countries are still feeling the effects of the crisis resulting in evidently conservative approach to investment spending. Deteriorating sales in Romania, Macedonia and Kosovo, were offset by strong revenues from the Turkish market, where the group entered in the third quarter of 2010. The combined operating profit amounted to PLN 21.4 million for the first half of 2011, showing a slight decrease of 0.5%. Lower results on operations were observed particularly in Romania, Macedonia and Serbia. A slowdown in sales activities in Macedonia and Serbia posed an opportunity for restructuring and optimization of operating costs, which contributed to the improvement of operating margin. Our Romanian companies, having experienced deterioration in sales to the financial sector, failed to maintain high margins of profit. As mentioned above, in the third quarter of 2010, Asseco took over two Turkish companies: ITD and EST. The results of these companies were not consolidated in the first half of

All figures in millions of PLN, unless stated otherwise 37 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

2010. The following table presents the combined results generated by our Turkish companies in the first half of 2011:

6 months ended Financial results of Turkish companies 30 June 2011 (unaudited) PLN millions Sales revenues 20.5 EBIT 3.2 EBIT margin 15.6% Net profit 3.0 Net profit margin 14.6%

The Asseco SEE Group strengthens its position through diversification of its revenue base among different countries. The group significantly improved its revenues in Albania and Bulgaria. Financial performance of the Asseco SEE Group was also substantially affected by a one-time financial income resulting from the revaluation of a conditional payment for the acquisition of shares in the Turkish company EST A.S. A gain of PLN 3.4 million was recognized under financial activities in the profit and loss account.

All figures in millions of PLN, unless stated otherwise 38 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

5. Other European markets The following table presents selected financial data of our subsidiaries operating in Germany, Spain, Denmark and Lithuania, and of the Cypriot company Gladstone.

6 months ended 6 months ended Change 30 June 2011 30 June 2010 (half-year on (unaudited) (unaudited) half year) PLN millions PLN millions % Sales revenues 256.8 201.4 27.5% EBITDA 18.1 18.1 - EBITDA margin 7.0% 9.0% EBIT 7.8 11.3 (31.0%) EBIT margin 3.0% 5.6% Corporate income tax (current and deferred) (1.7) (1.2) 41.7% Net profit – adjusted1) 4.5 (4.6) (197.8%) Net profit margin – adjusted1) 1.8% (2.3%) Net profit 4.5 (25.8) (117.4%)

CFO 0.6 20.7 (97.1%) CFI (2.6) (74.3) (96.5%) of which CAPEX (3.7) (6.9) (46.4%) CFF (7.3) 68.1 (110.7%)

Working capital at the beginning of period 57.6 53.6 7.5% Working capital at the end of period 42.9 (39.3) (209.2%) Cash and cash equivalents at the end of period 46.3 44.8 3.3% Assets at the end of period 685.6 486.3 41.0% Interest-bearing debt at the end of period (52.1) (130.3) (60.0%) of which bank credits, loans and bonds issued (52.0) (130.2) (60.1%) of which finance lease commitments (0.1) (0.2) (50.0%)

FCFF 27.4 102.9 (73.4%)

EBITDA = EBIT + depreciation/amortization; EBIT = Operating profit; CFO = Net cash flows from operating activities; CFI = Net cash provided by (used in) investing activities; CFF = Net cash flows from financing activities; CAPEX = segment's capital expenditures for fixed assets; FCFF = EBITDA - tax -/+ changes in working capital - CAPEX 1) The net profit for the first half of 2010 was adjusted by PLN 21.2 million due to the impairment write-down on goodwill arising from the acquisition of the companies of Gladstone and Asseco Spain. The Asseco Group companies operating in the above-mentioned markets generated PLN 256.8 million in revenues for the first half of 2011, reflecting a 27.5% increase over the year-ago figure. Revenue growth was achieved by our subsidiaries in Spain and Germany, while Asseco Denmark reported weaker sales than in the corresponding period of the previous year. Asseco Spain focused on the development of products for mobile devices such as: MDM solutions, applications, and mobile services. The company entered into cooperation with Apple and has become a major partner of this global player in the Spanish market. Asseco Spain also won the tender for the provision of mobile services for BBVA worldwide. The company carried out many initiatives aimed at the restructuring of its operations, including a reduction in employment by more than 50 job positions. The restructuring processes undertaken since the company acquisition brought EUR 2.0 million in savings on an annual basis. Asseco Denmark's operating activities are focused on the provision of advisory and consulting services. The economic crisis experienced across Europe weighed heavily on the financial

All figures in millions of PLN, unless stated otherwise 39 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 results of Asseco Denmark, which is reflected by the company's revenues for the first six months of 2011. The companies incorporated under the Asseco DACH holding, namely Asseco Germany and Matrix42, managed to improve their revenues in comparison with the corresponding period last year. This was achieved, among others, owing to the commencement of cooperation between Matrix42 and BMC Inc. Under the agreement with BMC, Matrix42 implements the strategy of developing sales through partners, with the objective to reach an increasing number of clients operating in various sectors of the economy. While BMC distributes the products of Matrix42, in return Matrix42 provides development and maintenance services for BMC's products, earning a percentage royalty on the sales of products that it supports. Additionally, the finance and accounting module developed by Asseco Business Solutions was implemented in Asseco Germany, where it has been responsible for mandatory reporting and managerial accounting since the beginning of the year. This is the first instance of a foreign company replacing its legacy finance and accounting system with the solution provided by Asseco Business Solutions. In the future, the said finance and accounting module is going to be sold in a bundle with the Asseco Germany's solution – Aplus. Asseco Germany is also engaged in the development project aimed at adapting Helios Orange, an ERP solution for small-sized enterprises provided by Asseco Central Europe, to the German market needs.

VII. ONE-TIME EVENTS WITH IMPACT ON OUR FINANCIAL PERFORMANCE

During the first half of 2011, the financial results achieved by the Asseco Group were affected by the following one-time events: . Asseco Central Europe Group has realized significant revenues from the one-off sale of licenses and migration of historical data from Stredsko cennich papiru (SCP – The National Depository for Securities) into the Czech Securities Depository (private company). SCP was a key customer of Asseco Czech Republic, whose core IT system was developed and maintained by the company for nearly 20 years. The total profit from this project amounted to EUR 3.0 million. . Asseco South Eastern Europe Group reported a one-time financial income resulting from the revaluation of a conditional payment for the acquisition of shares in the Turkish company EST A.S. A gain of PLN 3.4 million was recognized under financial activities in the profit and loss account.

All figures in millions of PLN, unless stated otherwise 40 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

VIII. CORPORATE OFFICERS OF ASSECO POLAND S.A.

During the period of 6 months ended 30 June 2011, the Company's Management Board and Supervisory Board were composed of the following persons:

Supervisory Board Period of service Management Board Period of service Jacek Duch 01.01.2011 – 30.06.2011 Adam Góral 01.01.2011 – 30.06.2011 Dariusz Brzeski 01.01.2011 – 30.06.2011 Renata Bojdo 01.01.2011 – 30.06.2011 Artur Kucharski 01.01.2011 – 30.06.2011 Przemysław Borzestowski 01.01.2011 – 30.06.2011 Adam Noga 01.01.2011 – 30.06.2011 Tadeusz Dyrga 01.01.2011 – 30.06.2011 Andrzej Szukalski2) 01.01.2011 – 29.04.2011 Marek Panek 01.01.2011 – 30.06.2011 Antoni Magdoń3) 31.05.2011 – 30.06.2011 Paweł Piwowar 01.01.2011 – 30.06.2011 Zbigniew Pomianek 01.01.2011 – 30.06.2011 Włodzimierz Serwiński 01.01.2011 – 30.06.2011 Przemysław Sęczkowski 01.01.2011 – 30.06.2011 Robert Smułkowski 01.01.2011 – 30.06.2011 Wojciech Woźniak1) 01.01.2011 – 30.06.2011 1) On 13 October 2010, the Supervisory Board of Asseco Poland S.A. appointed Mr. Wojciech Woźniak to serve as Vice President of the Management Board during the five-year joint term of office spanning from 2007 to 2011. This appointment came into effect on 1 February 2011. Acting in the Management Board of Asseco Poland S.A., Wojciech Woźniak is be responsible for the Building Automation and Data Center Division and the Infrastructure Division, both of which were established within the Company as a result of the merger of Asseco Poland S.A. with Asseco Systems S.A. 2) On 29 April 2011, the mandate of a Member of the Supervisory Board, namely Andrzej Szukalski, expired as a result of his death, about which the Company informed in its current report no. 11/2011 of 29 April 2011. 3) On 31 May 2011, the Extraordinary General Meeting of Shareholders appointed Mr. Antoni Magdoń as Member of the Supervisory Board, about which the Company informed in its current report no. 17/2011 of 1 June 2011. As at publication of this report, i.e. on 26 August 2011, the Company's Supervisory Board was composed of the following persons: First name and surname Position Jacek Duch Chairman of the Supervisory Board Adam Noga Vice Chairman of the Supervisory Board Dariusz Brzeski Member of the Supervisory Board Artur Kucharski Member of the Supervisory Board Antoni Magdoń Member of the Supervisory Board

As at publication of this report, i.e. on 26 August 2011, the Company's Management Board was composed of the following persons: First name and surname Position Adam Góral President of the Management Board Renata Bojdo Vice President of the Management Board Przemysław Borzestowski Vice President of the Management Board Tadeusz Dyrga Vice President of the Management Board Marek Panek Vice President of the Management Board Paweł Piwowar Vice President of the Management Board Zbigniew Pomianek Vice President of the Management Board Włodzimierz Serwiński Vice President of the Management Board Przemysław Sęczkowski Vice President of the Management Board Robert Smułkowski Vice President of the Management Board Wojciech Woźniak Vice President of the Management Board

All figures in millions of PLN, unless stated otherwise 41 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

IX. ASSECO POLAND SHARES HELD ITS MANAGEMENT AND SUPERVISORY STAFF

Numbers of shares in Asseco Poland S.A. held by its management and supervisory staff are presented below.

Supervisory Board Number of shares held as at Members 26 August 2011 30 June 2011 13 May 2011 31 March 2011 Jacek Duch 19,667 19,667 19,667 19,667 Dariusz Brzeski - - - - Andrzej Szukalski n/a n/a - - Artur Kucharski - - - - Antoni Magdoń - - n/a n/a Adam Noga - - - -

Management Board Number of shares held as at Members 26 August 2011 30 June 2011 13 May 2011 31 March 2011 Adam Góral 8,083,000 8,083,000 8,083,000 8,083,000 Renata Bojdo - - - - Przemysław Borzestowski - - - - Tadeusz Dyrga 21,742 21,742 21,742 21,742 Marek Panek - - - - Paweł Piwowar - - - - Zbigniew Pomianek - - - - Włodzimierz Serwiński - - - - Przemysław Sęczkowski - - - - Robert Smułkowski 2,212 2,212 2,212 2,212 Wojciech Woźniak 25 25 25 25

X. SHAREHOLDER STRUCTURE OF ASSECO POLAND S.A.

According to the best knowledge of the Management Board of Asseco Poland S.A., the Shareholders who as at 30 June 2011, either directly or through their subsidiaries, held at least a 5% voting interest at the General Meeting of Shareholders were as follows:

Equity interest Number of shares and voting interest Name of shareholder and votes at GMS at GMS Adam Góral 8,083,000 10.42% AVIVA BZ WBK Open-End Pension Fund 8,800,000 11.35% ING Open-End Pension Fund 4,009,143 5.17% PZU Złota Jesień Open-End Pension Fund 5,000,000 6.45% Other shareholders 51,673,387 66.61% 77,565,530 100.00%

As at 30 June 2011, the share capital of Asseco Poland S.A. amounted to PLN 77,565,530 and it was divided into 77,565,530 ordinary shares with a par value of PLN 1 each, which entitled to 77,565,530 votes at the General Meeting of Shareholders of Asseco Poland S.A. To the best knowledge of the Company's Management Board, as at the date of publication of this report, i.e. on 26 August 2011, the Shareholders who, either directly or through their subsidiaries, held at least a 5% voting interest at the General Meeting of Shareholders were as follows:

All figures in millions of PLN, unless stated otherwise 42 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Equity interest Number of shares and voting interest Name of shareholder and votes at GMS at GMS Adam Góral 8,083,000 10.42% AVIVA BZ WBK Open-End Pension Fund 8,800,000 11.35% ING Open-End Pension Fund 4,009,143 5.17% PZU Złota Jesień Open-End Pension Fund 5,000,000 6.45% Other shareholders 51,673,387 66.61% 77,565,530 100.00%

Whereas, as at publication of the prior report, i.e. on 13 May 2011, the Shareholders who, either directly or through their subsidiaries, held at least a 5% voting interest at the General Meeting of Shareholders were as follows:

Equity interest Number of shares and voting interest Name of shareholder and votes at GMS at GMS

Adam Góral 8,083,000 10.42% AVIVA BZ WBK Open-End Pension Fund 7,818,006 10.08% ING Open-End Pension Fund 5,600,000 7.22% PZU Złota Jesień Open-End Pension Fund 4,281,040 5.52% Other shareholders 51,783,484 66.76%

77,565,530 100.00%

XI. ISSUANCE, REDEMPTION AND REPAYMENT OF NON-EQUITY AND EQUITY SECURITIES

During the period reported, the Parent Company did not conduct any transactions of issuance, redemption or repayment of equity or debt securities.

XII. EFFECTS OF CHANGES IN THE ORGANIZATIONAL STRUCTURE

 Merger of Asseco Poland S.A. with its subsidiaries Asseco Systems S.A. and Alatus Sp. z o.o. On 3 January 2011 the registry court competent for the Company's seat, this is the District Court in Rzeszów, XII Commercial Department of the National Court Register, entered in the register of entrepreneurs the Company's mergers with Asseco Systems S.A. Alatus Sp. z o.o. The merger of Asseco Systems and Alatus with Asseco Poland was effected pursuant to article 492 § 1 item 1 of the Polish Commercial Companies Code (merger by take-over), this is by transferring all the assets of Asseco Systems and Alatus (being the Acquired Companies) to Asseco Poland (acting as the Taking-over Company). Following the merger, the companies of Asseco Systems and Alatus have been dissolved without going into liquidation. This amalgamation is a part of the Asseco Poland's policy that assumes streamlining and simplification of the Group's legal and organizational structure. The merger aims at enhancing the business potential of the merging Companies and improving their ability to effectively compete in the local and European markets. It will also contribute significantly to the financial stability of business operations and, in a longer run, to the creation of higher value for shareholders of our Company. The merger had no impact on the amounts disclosed in these interim condensed consolidated financial statements.

All figures in millions of PLN, unless stated otherwise 43 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011 XIII. ORGANIZATION AND CHANGES IN THE ASSECO GROUP STRUCTURE, INCLUDING SPECIFICATION OF ENTITIES SUBJECT TO CONSOLIDATION The chart below presents the organizational structure of the Asseco Group as at 30 June 2011 and in the corresponding periods.

Asseco Poland S.A.

Asseco Northern Europe S.A. Asseco South Eastern Europe S.A. Asseco DACH S.A. Asseco South Western Europe S.A. PIW Postinfo Sp. z o.o. Poland Poland ** Poland Poland Poland 100/100 (100/100) 51.06/51.06 (51.96/51.96) 85/85 (85/85) 100/100 (100/100) 100/100 (76/76)

Peak Consulting Group ApS Formula Systems Ltd. Asseco Germany AG Necomplus, S.L. KKI-BCI Sp. z o.o. Denmark Israel Germany Spain Poland 70/70 (70/70) 51.17/48.26 (51.69/50.19) 100/100 (100/100) 65/65 (65/65) 100/100 (100/100)

Asseco Danmark A/S Martix IT Ltd. **** Asseco Austria GmbH NCP Informática, S.L. Asseco Corporate Ventures Sp. z o.o. Denmark Israel Austria Andorra Poland 55/55 (55/55) 50.03/50.03 (50.07/50.07) 75/75 (75/75) 33.33/33.33 (33.33/33.33) 100/100 (100/100)

SINTAGMA UAB Sp. z o.o. Magic Software Enterprises Ltd *** Matrix42 AG Necomplus Mantenimiento, S.L. Time Solutions Sp. z o.o. Lithuania Israel Germany Spain Poland 64.8/64.8 (64.8/64.8) 50.89/50.89 (51.69/51.69) 100/100 (100/100) 100/100 (100/100) 30/30 (30/30)

CodeConnection Ltd Sapiens International Corp. NV Combidata Poland Sp. z o.o. Grupo Drie, S.L. RUM IT S.A. Sri Lanka Netherlands Antilles ***** Poland Spain Poland 45/45 (45/45) 74.61/74.61 (71.64/71.64) 83.80/83.80 (83.80/83.80) 100/100 (100/100) 100/100 (100/100)

Asseco Business Solutions S.A. Asseco Central Europe, a.s. * Profirma Sp. z o.o. Necomplus Portugal Lda. Asseco East Poland Slovakia Poland Portugal Białoruś 46.47/46.47 (46.47/46.47) 40.07/40.07 (40.07/40.07) 76/76 (76/76) 100/100 (100/100) 100/100 (100/100)

ZUI OTAGO Sp. z o.o. Asseco Spain S.A. Cyfrowa Edukacja Sp. z o. o. Tetra System Polska 1) Poland Poland Spain Poland 100/100 (100/100) 50/50 (50/50) 70.32/70.32 (59.42/59.42) 30/30 (30/30)

Postdata S.A. Podkarp. Fund. Nieruchomości Sp. z o.o. Poland Poland 49/49 (49/49) 100/100 (100/100)

ADH-Soft Sp. z o.o. Poland 55/55 (55/55)

ZUI Novum Sp. z o.o. Poland 51/51 (51/51)

Gladstone Consulting Ltd. Cyprus 100/100 (100/100) 1) company in liquidation

* Group structure presented in chart 1a ** Group structure presented in chart 1b *** Group structure presented in chart 1c **** Group structure presented in chart 1d **** Group structure presented in chart 1e

100/100 voting interest / equity interest as at 30 June 2011 (in percents) (100/100) voting interest / equity interest as at 31 December 2010 (in percents)

subsidiary company

jointly controlled company associated company

All figures in millions of PLN, unless stated otherwise 44 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

1a. Organizational structure of the Asseco Central Europe Group

Asseco Central Europe, a.s. Slovakia

Asseco Solutions, a.s. Slovanet, a.s. Asseco Central Europe, a.s. Statlogics Zrt. GLOBENET Zrt. Slovakia Slovakia Czech Republic Hungary Hungary 100/100 (100/100) 51/51 (51/51) 100/100 (100/100) 85.02/85.02 (70.04/70.04) 60/60 (60/60)

Axera, s.r.o. AmiTel, a.s. Asseco Solutions, a.s. Slovakia Slovakia Czech Republic 100/100 (100/100) 51/51 (51/51) 100/100 (100/100)

Crystal Consulting M-Elektronik, s.r.o. Berit AG (Switzerland) Slovakia Slovakia Switzerland 30,23/30,23 (30,23/30,23) 100/100 (0/0) 100/100 (100/100)

WiMAX Telecom Slovakia, s.r.o. Berit GmbH (Germany) Slovakia Germany 100/100 (0/0) 100/100 (100/100)

LCS Deutschland Germany 100/100 (100/100)

Prvni Certifikacni Autorita, a.s. Czech Republic 23.25/23.25 (23.25/23.25)

100/100 voting interest / equity interest as at 30 June 2011 (in percents) (100/100) voting interest / equity interest as at 31 December 2010 (in percents)

subsidiary company associated company

All figures in millions of PLN, unless stated otherwise 45 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

1b. Organizational structure of the Asseco South Eastern Europe Group

Asseco South Eastern Europe S.A. Poland

Asseco SEE DOO (Beograd) Asseco SEE d.o.o. Asseco SEE Sh.p.k. ITD Poland Sp. z o.o. Serbia Croatia Kosovo Poland 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (50/50)

E-Mon d.o.o. BDS Platus Asseco SEE Sh.p.k. IPSA BHM INVESTMENTS d.o.o. Montenegro Croatia Albania Serbia 50/50 (50/50) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

EMS d.o.o. Asseco SEE s.r.l. Asseco SEE Teknoloji A.Ş. Asseco SEE d.o.o. Serbia Romania Turkey Bosnia & Herzegovina 50/50 (50/50) 100/100 (100/100) 100/100 (100/100) 100/100 (99.66/99.66) 50/50 (50/50)

SIMT Cadrinfo d.o.o. Asseco SRL MOLDOVA S.C. ITD. srl. IBIS a.d. Slovenia Moldova Romania Bosnia & Herzegovina 50/50 (50/50) 100/100 (100/100) 95.38/95.38 (95.38/95.38) 100/100 (100/100)

Asseco SEE d.o.o. Podgorica Pexim Solutions d.o.o. Montenegro Bosnia & Herzegovina 100/100 (100/100) 100/100 (100/100)

Multicard d.o.o. ASSECO SEE Dooel Serbia Macedonia 45/45 (45/45) 100/100 (100/100)

Asseco SEE OOD Bulgaria 49/49/(49/49) 51/51 (51/51)

100/100 voting interest / equity interest as at 30 June 2011 (in percents) (100/100) voting interest / equity interest as at 31 December 2010 (in percents)

subsidiary company

jointly controlled company

All figures in millions of PLN, unless stated otherwise 46 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

1c. Organizational structure of the Magic Software Enterprises Group

Magic Software Enterprises Ltd Israel

CarPro Systems Ltd Magic Software Enterprises Netherlands B.V. Magix Integration (Proprietary) Ltd Magic Software Enterprises Inc Israel Netherlands South Africa USA 100/100 (90/90) 100/100 (100/100) 75/75 (0/0) 100/100 (100/100)

Complete Business Solutions Ltd Onyx Magyarorszag Szsoftverhaz Magic Software Enterprises (UK) Ltd Magic Software Enterprises India Pvt. Coretech Consulting Group Inc Israel Hungary United Kingdom India USA 95/100 (n/d) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Complete Technologies Ltd Magic Software Enterprises Spain Ltd Hermes Logistics Technologies Limited Magic Software Japan K.K Coretech Consulting Group LLC Israel Spain United Kingdom Japan USA 95/100 (n/d) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Magic Software Enterprises France Magic Beheer B.V. Magic Software Enterprises (Israel) Ltd Xsell Resources Inc France Netherlands Israel USA 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 88/88 (88/88)

Magic Software Enterprises GmbH Magic Benelux B.V. Fusion Solutions LLC Germany Netherlands USA 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

100/100 voting interest / equity interest as at 30 June 2011 (in percents) (100/100) voting interest / equity interest as at 31 December 2010 (in percents)

subsidiary company

All figures in millions of PLN, unless stated otherwise 47 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

1d. Organizational structure of the Martix IT Group

Martix IT Ltd Israel

Tikshuv Systems In Education (Shacham) Ltd Matrix IT Business System Ltd Net-shore Ltd Matrix IT Global Services Ltd Hoshva Ltd Matrix IT Global services Bulgaria Israel Israel Israel Israel Israel Bulgaria 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Matrix IT Systems Devlopment & Integration A Soft Ltd Matrix IT Training Ltd Comprise Tecnologies Lts Link 2B Ltd Xtivia Technologies Inc Israel Israel Israel Israel Israel USA 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Matrix IT Infrastructures And Communications Matrix IT Software Products Ltd IQ-SOFT John Bryce Ltd John Bryce Training Ltd Matrix IT Storage Software Ltd Matrix IT Telecom Sol. Ltd Israel Israel Hungary Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Hi-Tech Colleage Technology Training Ltd Sintec Advanced Technologies Tangram Soft Ltd Matrix IT Software Industries Effect Advanced Solutions Ltd K.B.I.S Ltd Israel Israel Israel Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 51/51 (51/51)

Hi-Tech Mediatech Colleage (2002) Ltd Matrix IT Systems Ltd Tact System Testware Ltd John Bryce Projects Ltd Elon Software Systems Ltd Matrix IT E.R.P Solutions Ltd Israel Israel Israel Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Matrix IT System Management Ltd Matrix IT Software Services Ltd Maximum ERP Ltd Bashan Computer Systems Ltd Matrix IT InterSystems Lts JBT Cyprus Israel Israel Israel Israel Israel Cyprus 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 85/85 (85/85)

Aluna Information Technologies Ltd Matrix IT Computer Solutions Ltd Tack Computer & Systems Ltd Blue Education Ltd Matrix IT Products & Services Ltd Israel Israel Israel Israel Israel 51/51 (51/51) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) VHWARE Sintec Software Solutions (1996) Ltd * Sibam Ltd Heliogram Ltd Net Brayce Ltd Matrix IT Technologies (1997) Israel Israel Israel Israel Israel Israel 0/0 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Matrix IT Medical Solutions Ltd Matrix J Rap Ltd Comsoft Export Ltd Forsoft E.R.P Consulting Ltd Tiltan Systems Engineering Ltd Israel Israel Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 36/36 (36/36)

Matrix IT Integration & Infrastructures Ltd Atreyu Peripheral Infr.s Ltd New Applicom Export Ltd * ROR System Implementation Novelia Ltd Israel Israel Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Matrix IT Infrastr. And Comm. (1986) Ltd Matrix Travel Solutions Ltd Wincom Tchnologies Ltd Forsoft Export Ltd * The Israel Management Center Israel Israel Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Matrix IT Multimedia Soiutions Ltd Matrix IT Advanced Inf. System Ltd Blue IT Ltd Sivan.com Ltd Matchpoint IT Ltd Israel Israel Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 75/75 (75/75)

Periscope Enterpr. And Managment Ltd Matrix IT Holdings Ltd Sinfor Blue Ltd * Doby Ofier Industrial Design Ltd Babcom Centers Ltd Israel Israel Israel Israel Israel 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 100/100 (100/100) 50.1/50.1 (50.1/50.1)

Matrix IT Global Services Macedonia DOOEL Macedonia 100/100 (100/100)

Connect: The Knowledge Network Corp. USA 100/100 voting interest / equity interest as at 30 June 2011 (in percents) 100/100 (100/100) (100/100) voting interest / equity interest as at 31 December 2010 (in percents)

subsidiary company

associated company

* inactive company

All figures in millions of PLN, unless stated otherwise 48 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

1e. Organizational structure of the Sapiens International Corp. Group

Sapiens International Corp. NV Netherlands Antilles

Sapiens International Corporation B.V. Netherlands 100/100 (100/100)

Sapiens Israel Software Systems Ltd Sapiens (UK) Limited Sapiens Americas Corporation Israel United Kingdom USA 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Sapiens Technologies (1982) Ltd Sapiens France S.A.S. Sapiens Internet Marketing Associates, Inc. Israel France Canada 100/100 (100/100) 100/100 (100/100) 100/100 (100/100)

Sapiens Japan Co. Sapiens Deutschland GmbH Sapiens North America Inc. Japan Germany Canada 90/90 (90/90) 100/100 (100/100) 100/100 (100/100)

100/100 voting interest / equity interest as at 30 June 2011 (in percents) (100/100) voting interest / equity interest as at 31 December 2010 (in percents)

subsidiary company

All figures in millions of PLN, unless stated otherwise 49 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

The Parent Company maintains control over Asseco Central Europe a.s. despite holding less than 50% of its common stock (i.e. 40.07% as at 30 June 2011) because, according to the articles of association of Asseco Central Europe a.s., three out of the total five members of the Supervisory Board of that company are appointed by Asseco Poland S.A. The Parent Company maintains control over Asseco Business Solutions S.A. despite holding less than 50% of its common stock (i.e. 46.47% as at 30 June 2011) because, according to the articles of association of Asseco Business Solutions S.A., three out of the total five members of the Supervisory Board of that company are appointed by Asseco Poland S.A. The Parent Company maintains control over Time Solutions Sp. z o.o. despite holding less than 50% of its common stock (i.e. 30% as at 30 June 2011) because, according to the articles of association of Time Solutions Sp. z o.o., two out of the total three members of the Supervisory Board of that company are appointed by Asseco Poland S.A. As the concluded agreement for the acquisition of Multicard provides Asseco SEE d.o.o. (Beograd) (an indirect subsidiary of the Parent Company) with an option to purchase the remaining non-controlling interests, the company of Multicard is treated as a subsidiary entity and accounted for using the acquisition method. The Group holds shares in the companies of Bielpolsoft j.v. and Soft Technologies, which were excluded from these consolidated financial statements because the Asseco Group has no influence upon them whatsoever.

During the period of 6 months ended 30 June 2011 the following changes in the Group composition were observed: Asseco Poland  Sale of shares in Sawan S.A. and Sapen Sp. z o.o. to the subsidiary Podkarpacki Fundusz Nieruchomości S.A. On 7 February 2011, Asseco Poland signed two agreements for disposal of 100% stakes in the companies of Sawan S.A. and Sapen Sp. z o.o. to its subsidiary Podkarpacki Fundusz Nieruchomości. The selling price of a stake of shares in Sawan S.A. was fixed at PLN 6.1 million; whereas, shares in Sapen Sp. z o.o. were sold for PLN 0.03 million. On 1 April 2011, there was registered a merger of Podkarpacki Fundusz Nieruchomości (the taking-over company) with the companies of Sawan and Sapen (the acquired companies). The above-mentioned transaction had no impact on the amounts disclosed in these interim condensed consolidated financial statements.  Increase of the share capital of Asseco South Western Europe S.A. under private subscription excluding pre-emptive rights On 18 March 2011, the General Meeting of Shareholders of Asseco South Western Europe passed a resolution on increasing the company's share capital by the amount of PLN 2,113,550 through the issuance of 2,113,550 registered shares of series D with a par value of PLN 1 each. All these shares have been acquired by Asseco Poland for PLN 8,454,200 paid in cash. The funds raised from that issuance were used for paying the second instalment of the purchase price for the controlling interest in Necomplus S.L. The above-mentioned transaction had no impact on the amounts disclosed in these interim condensed consolidated financial statements.

All figures in millions of PLN, unless stated otherwise 50 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Asseco South Eastern Europe (hereinafter "Asseco SEE")  Merger of Asseco SEE d.o.o. (Zagreb) with Biro Data Servis d.o.o. (Zagreb) In accordance with the merger agreement signed on 1 December 2010, the process of merger of two companies being under common control of Asseco South Eastern Europe, namely Asseco SEE d.o.o., Zagreb (the taking-over company) and Biro Data Servis d.o.o. (Zagreb) (the acquired company) was finalized on 1 January 2011. The merger was registered by the District Court in Zagreb on 3 January 2011. As a result of the court registration, the following resolutions passed by the General Meeting of Shareholders on 1 December 2010 became effective: . The share capital of Asseco SEE d.o.o. (Zagreb) was increased by the amount of HRK 2,054 thousand up to the total of HRK 4,500 thousand; . Compositions of the Management Board and Supervisory Board have been changed. The above-mentioned transaction had no impact on the amounts disclosed in these interim condensed consolidated financial statements.  Disposal by Asseco South Eastern Europe S.A. of a 23.1% stake of shares to its subsidiary ITD A.Ş. (Istanbul) On 29 March 2011, ITD A.Ş. (Istanbul) passed a resolution to acquire a 23.1% stake of shares in EST A.Ş. (Istanbul) from Asseco SEE for USD 2,000 thousand. Following that transaction, the direct shareholding of Asseco South Eastern Europe S.A. in EST A.Ş. (Istanbul) dropped from 100% to 76.9%. However, the shares held Asseco South Eastern Europe both indirectly and directly represent the same equity interest as before the transaction. The above-mentioned transaction had no impact on the amounts disclosed in these interim condensed consolidated financial statements.  Acquisition of a 0.33% stake in ITD A.Ş. Asseco South Eastern Europe S.A. purchased a 0.33% stake of shares in ITD A.Ş. (Istanbul) from an individual person, for the amount of USD 37 thousand. Following that transaction, the shareholding of Asseco South Eastern Europe S.A. in ITD A.Ş. (Istanbul) increased from 99.66% to 99.99%.  Merger of ITD A.Ş. (Istanbul) i EST A.Ş. (Istanbul) On 6 June 2011, there was registered a merger of two companies being under common control of Asseco SEE, namely ITD A.Ş. (Istanbul) (the taking-over company) and EST A.Ş. (Istanbul) (the acquired company). Following the merger, the company of EST A.Ş. has been dissolved without liquidation. At the time of amalgamation Asseco SEE was the majority shareholder in both the merged companies. On 18 July 2011, the company of ITD A.Ş. (Istanbul) was renamed as Asseco SEE Teknoloji A.Ş. (Istanbul). Asseco SEE holds 99.99% of share capital of the company resulting from the merger. The above-mentioned transaction had no impact on the amounts disclosed in these interim condensed consolidated financial statements.

All figures in millions of PLN, unless stated otherwise 51 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Asseco Central Europe (hereinafter "Asseco CE")  Acquisition of shares in M-ELEKTRONIK, s.r.o. On 1 April 2011, Slovanet (a subsidiary of Asseco CE) acquired 100% shares in the company M-ELEKTRONIK, s.r.o. for the total price of EUR 0.3 million. M-ELEKTRONIK has operated as a provider of transmission and Internet services in the Slovak market for 13 years and built a customer base of nearly 9.4 thousand clients.  Increase of the shareholding in Statlogics Zrt. from 70.04% to 85.02% On 10 May 2011, Asseco CE exercised one of its options to purchase a non-controlling interest in the company of Statlogics (such option rights were granted under the agreement for the acquisition of Statlogics Zrt. executed on 14 December 2009). Following the option exercise, Asseco CE's equity interest in Statlogics increased from 70.04% to 85.02%. The option exercise price amounted to EUR 0.7 million.  Acquisition of shares in Wimax Telecom Slovakia, s.r.o. On 12 May 2011, Slovanet (a subsidiary of Asseco CE) acquired 100% shares in the company Wimax Telecom Slovakia s.r.o. (hereinafter "Wimax") for the price of EUR 0.9 million. Wimax has operated as a provider of broadband Internet access in Slovakia for 5 years and built a customer base of nearly 8.5 thousand clients. Matrix IT Group (Formula Systems Group)  Acquisition of shares in K.B.I.S. Ltd. In January 2011, Matrix IT signed an agreement to acquire a 51% stake in K.B.I.S. Ltd. The process of obtaining control was completed on 1 April 2011. In addition, non- controlling shareholders hold a put option while Matrix holds a call option for the remaining 49% stake of shares. The acquired company is engaged in the development and implementation of expert systems to manage the vendor relations process. A majority of its customers are from the insurance industry.  Acquisition of shares in Matchpoint IT Ltd. In March 2011, Matrix IT signed an agreement to acquire a 75% stake in Matchpoint IT Ltd. The process of obtaining control was completed on 1 April 2011. In addition, non- controlling shareholders hold a put option while Matrix holds a call option for the remaining 25% stake of shares. Matchpoint company employs about 180 persons. The main area of its business operations are services and software to support professional Call Centers.  Acquisition of shares in Babcom Centers Ltd. On 13 April 2011, Matrix IT signed an agreement to acquire a 50.1% stake in Babcom Centers Ltd. The process of obtaining control was completed on 31 May 2011. In addition, non-controlling shareholders hold a put option while Matrix holds a call option for the remaining 49.9% stake of shares. Babcom company employs about 500 persons. The main area of its business operations are services and software to support professional Call Centers.

All figures in millions of PLN, unless stated otherwise 52 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Magic Software Group (Formula Systems Group)  Acquisition of shares in Magix Integration (Proprietary) Ltd. On 3 December 2010, Magic Software acquired a 51% stake in the company Magix Integration (Proprietary) Ltd. (hereinafter "Magix"). Magix is a distributor of Magic Software's products in the Republic of South Africa. The process of obtaining control was completed on 1 January 2011. Magix is an integrator and developer of software solutions based on the Magic's application platform, and is also specialized in providing support for extensive and complex information systems that are operated in the public and financial sector in South Africa. Magic Software believes that this acquisition will strengthen its market position in South Africa and existing relationships with key customers. On 1 April 2011, Magic Software exercised an option to purchase an additional 24% stake of shares, thereby increasing its shareholding in Magix to 75%.  Acquisition of shares in Complete Business Solutions On 5 April 2011, CarPro Systems Ltd. (a subsidiary of Magic Software) acquired a 95% stake in the company Complete Business Solutions seated in Israel. The process of obtaining control was completed on 15 May 2011 when 100,035 shares in Complete Business Solutions were transferred to the buyer. Complete Business Solutions has the status of SAP Business Partner in Israel and specializes in the distribution and implementation of SAP Business One solutions. The company gained vast experience in SAP software implementation projects carried out for multinational companies that operate in more than 30 different countries in North America, Europe, Australia, and Asia. Complete Business Solutions employs about 40 specialists in the implementation of ERP and BI systems.

All figures in millions of PLN, unless stated otherwise 53 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

XIV. INFORMATION ON PENDING LEGAL PROCEEDINGS CONCERNING LIABILITIES OR RECEIVABLES OF ASSECO POLAND S.A. OR ITS SUBSIDIARY COMPANIES During the period reported no proceedings were instituted or pending before any court, arbitration authority or public administration authority, concerning any liabilities or receivables of Asseco Poland S.A. or its subsidiary companies, whose aggregate value would equal or exceed 10% of the Company's equity.

XV. TRANSACTIONS WITH RELATED COMPANIES Transactions with related companies have been presented in Note 18 to the interim condensed consolidated financial statements of the Asseco Group for the period of 6 months ended 30 June 2011.

XVI. BANK LOANS, BORROWINGS, SURETIES, GUARANTEES AND OFF-BALANCE-SHEET LIABILITIES Bank loans drawn, loans granted, sureties and guarantees extended, and off-balance- sheet liabilities have been described in Notes 15, 20 and 21 to the interim condensed consolidated financial statements of the Asseco Group for the period of 6 months ended 30 June 2011.

XVII. OPINION ON FEASIBILITY OF THE MANAGEMENT BOARD FINANCIAL FORECASTS FOR THE YEAR 2011 The Management Board of Asseco Poland S.A. did not publish any financial forecasts for the year 2011.

XVIII. FACTORS WHICH IN THE MANAGEMENT'S OPINION MAY AFFECT FINANCIAL PERFORMANCE AT LEAST TILL THE END OF THIS FINANCIAL YEAR In the opinion of the Management Board of Asseco Poland S.A., the Group's current financial standing, its production potential and market position pose no threats to continued operations and growth throughout 2011. However, there are numerous factors, both internal and external, which may directly or indirectly affect the Group's financial performance in the next quarters. The external factors with a bearing on the future performance of the Asseco Group include: . the development of the economic and political situation in Poland, European Union and other countries in which the Group conducts its business operations; . inflation and currency exchange rate fluctuations (foremost of the dollar and euro, but also currencies of the countries where the Group operates); . increased or decreased demand for IT solutions in the sectors of banking and finance, public administration, and enterprises; . more and more severe competition both from the Polish market players and international IT corporations, which is observed especially when it comes to execution of large and prestigious contracts; . changes in the credit standing, financial liquidity, and availability of credit financing for clients; . changes of official interest rates and lending margins applied by banks; . opportunities and risks resulting from relatively rapid technological changes and innovations in the IT market; . risk of postponing the IT spending decisions by potential clients; . necessity to attract and support highly qualified employees and key personnel.

All figures in millions of PLN, unless stated otherwise 54 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

The internal factors with a bearing on the future performance of the Asseco Group include: . execution of complex information technology projects carried out under long-term agreements; . implementation of the Group's business strategy involving expansion into new foreign markets; . successful execution of the Group's intended acquisitions.

XIX. OTHER FACTORS SIGNIFICANT FOR ASSESSMENT OF THE HUMAN RESOURCES, ASSETS, AND FINANCIAL POSITION Except for those mentioned above, the Asseco Group is not aware of any information, the disclosure of which might significantly affect the assessment of human resources, assets, and financial position of the Group.

All figures in millions of PLN, unless stated otherwise 55 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

STATEMENTS BY THE MANAGEMENT BOARD OF ASSECO POLAND S.A. TO THE SEMI-ANNUAL REPORT OF THE ASSECO GROUP

for the period of 6 months ended 30 June 2011

Wszystkie kwoty wyrażono w milionach złotych (PLN), chyba że stwierdzono inaczej 56 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Statement by the Management Board of Asseco Poland S.A. on reliability of preparation of the interim condensed consolidated financial statements of the Asseco Group for the period of 6 months ended 30 June 2011.

The Management Board of Asseco Poland S.A. hereby declares that, to the best of its knowledge, the interim condensed consolidated financial statements for the period of 6 months ended 30 June 2011 and the comparative data contained therein were prepared in compliance with International Financial Reporting Standards, International Accounting Standards as well as the related interpretations published in the form of the European Commission regulations. Furthermore, the Management Board declares that the presented data give a true, reliable and fair view of the Company's property and financial position and its financial results. The Management's report on business operations provides a fair description of developments, achievements and economic position of the Asseco Group, inclusive of the major risks and threats to its operations.

57 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Statement by the Management Board of Asseco Poland S.A. on the entity authorized to review the interim condensed consolidated financial statements of the Asseco Group for the period of 6 months ended 30 June 2011.

The Management Board of Asseco Poland S.A. hereby declares that the entity authorized to review the Company's financial statements for the period of 6 months ended 30 June 2011, namely Ernst & Young Audit Sp. z o.o., seated in Warsaw, was chosen in accordance with the provisions of the law in force. Both entity and certified auditors, who audited these financial statements, satisfied the conditions for expressing an impartial and independent opinion on such audit, in line with applicable regulations.

58 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE ASSECO GROUP

for the period of 6 months ended 30 June 2011 prepared in accordance with the International Financial Reporting Standards

59 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE ASSECO GROUP FOR THE PERIOD OF 6 MONTHS ENDED 30 JUNE 2011

Table of contents Page

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ...... 64

INTERIM CONDENSED CONSOLIDATED BALANCE SHEET ...... 65

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ...... 67

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS ...... 70

SUPPLEMENTARY INFORMATION AND EXPLANATIONS ...... 72

I. BASIS FOR PREPARATION OF FINANCIAL STATEMENTS AND ACCOUNTING PRINCIPLES (POLICY) APPLIED ...... 72 1. Basis for preparation ...... 72 2. Compliance statement ...... 72 3. Estimates...... 72 4. Professional judgement ...... 72 5. Changes in the accounting principles applied ...... 74 6. New standards and interpretations published but not in force yet ...... 75 7. Changes in the applied principles of presentation ...... 76 8. Restatement of comparative data due to a change in the initial recognition of obtaining control over the Formula Systems Group ...... 76 9. Corrections of material errors ...... 77 II. INFORMATION ON OPERATING SEGMENTS ...... 78 III. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ...... 82 1. Sales revenues and operating costs...... 82 2. Financial income and expenses ...... 84 3. Corporate income tax ...... 85 4. Earnings per share ...... 85 5. Information on dividends paid out ...... 86 6. Property, plant and equipment ...... 86 7. Intangible assets ...... 87 8. Goodwill arising from consolidation ...... 88 9. Financial assets ...... 96 10. Income and expenses recognized in the interim condensed consolidated profit and loss account, by category of financial instruments ...... 98 11. Deferred expenses ...... 100 12. Long-term and short-term receivables ...... 101 13. Cash and cash equivalents ...... 102 14. Financial liabilities ...... 103 15. Interest-bearing bank loans and debt securities issued ...... 105 16. Long-term and short-term trade accounts payable and other liabilities ...... 110 17. Accrued expenses and deferred income ...... 111 18. Related party transactions ...... 112 19. Notes to the statement of cash flows ...... 113 20. Off-balance-sheet liabilities concerning related companies ...... 114

60 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

21. Off-balance-sheet liabilities in favour of other companies ...... 115 22. Employment ...... 116 23. Seasonal and cyclical nature of business ...... 117 24. Capital expenditures ...... 117 25. Significant events after the balance sheet date ...... 117 26. Significant events related to prior years...... 119

61 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE ASSECO GROUP These interim condensed consolidated financial statements were authorized for publication by the Management Board of Asseco Poland S.A. on 26 August 2011.

62 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED PROFIT AND LOSS ACCOUNT THE ASSECO GROUP

6 months 3 months 6 months 3 months ended ended ended ended Notes 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Sales revenues 1 2,340.2 1,143.3 1,452.4 761.8

Cost of sales (-) 1 (1,638.0) (799.4) (959.2) (505.6)

Gross profit on sales 702.2 343.9 493.2 256.2

Selling expenses (-) 1 (176.4) (90.7) (108.6) (55.6) General administrative expenses (-) 1 (187.4) (94.9) (132.8) (68.5)

Net profit on sales 338.4 158.3 251.8 132.1

Other operating income 12.3 8.2 7.3 2.7 Other operating expenses (-) (9.0) (6.4) (5.3) (2.4)

Operating profit 341.7 160.1 253.8 132.4

Financial income 2 27.8 12.5 44.1 7.0 Financial expenses (-) 2 (32.8) (16.7) (58.6) (32.9)

Pre-tax profit and share in profits

of associated companies 336.7 155.9 239.3 106.5

Corporate income tax (current and 3 deferred portions) (64.9) (30.5) (10.9) 16.0

Share in profits of associated companies 0.9 0.9 0.7 (0.4)

Net profit for the period reported 272.7 126.3 229.1 122.1 Attributable to: Shareholders of the Parent Company 182.7 85.5 205.4 109.9 Non-controlling shareholders 90.0 40.8 23.7 12.2

Consolidated earnings per share attributable to Shareholders of Asseco Poland S.A. (in PLN): Basic consolidated earnings per share from continuing operations for the period 4 2.36 1.10 3.08 1.65 reported Diluted consolidated earnings per share from continuing operations for the period 4 2.36 1.10 3.08 1.65 reported

All figures in millions of PLN, unless stated otherwise 63 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME THE ASSECO GROUP

6 months 3 months 6 months 3 months ended ended ended ended Notes 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Net profit for the period reported 272.7 126.3 229.1 122.1

Other comprehensive income Net profit/loss on valuation of financial (1.3) (1.0) (2.0) (1.4) assets available for sale Hedges of cash flows 0.2 - 0.3 1.1 Amortization of intangible assets 1 (0.5) (0.2) (0.5) (0.2) recognized directly in equity Income tax relating to other 0.4 0.3 0.5 0.3 comprehensive income Foreign currency translation differences on (60.7) (39.8) (1.8) 76.9 subsidiary companies Total other comprehensive income (61.9) (40.7) (3.5) 76.7

TOTAL COMPREHENSIVE INCOME FOR 210.8 85.6 225.6 198.8 THE PERIOD Attributable to: Shareholders of the Parent Company 181.8 91.5 199.3 159.6 Non-controlling shareholders 29.0 (5.9) 26.3 39.2

All figures in millions of PLN, unless stated otherwise 64 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED BALANCE SHEET THE ASSECO GROUP

Note ASSETS 30 June 2011 31 Dec. 2010 30 June 2010 s (unaudited) (restated) (unaudited)

Non-current assets 6,028.3 5,972.5 4,514.2

Property, plant and equipment 6 553.0 516.9 481.9 Investment property 0.8 0.8 0.9 Intangible assets 7 2,806.0 2,813.2 2,678.7 of which goodwill from mergers 2,173.8 2,173.7 2,174.9 Goodwill arising from consolidation 8 2,432.4 2,397.3 1,210.4 Investments in associated undertakings valued 20.0 22.7 14.4 under the equity method Long-term financial assets 9 69.4 73.1 51.0 Long-term receivables 12 43.6 38.4 57.9 Deferred income tax assets 66.3 72.2 10.7 Long-term deferred expenses 11 36.8 37.9 8.3

Current assets 2,149.7 2,455.9 1,396.7

Inventories 59.0 66.7 49.7 Deferred expenses 11 98.6 85.7 73.3 Trade accounts receivable 12 771.6 1,016.3 516.2 Corporate income tax recoverable 12 27.2 20.3 9.3 Receivables from the State budget 12 10.8 16.4 24.9 Other receivables 12 441.5 286.2 203.7 Financial assets 9 105.9 129.3 9.5 Cash and short-term deposits 13 635.1 835.0 510.1

Non-current assets classified as held for 4.5 4.4 4.5 sale

TOTAL ASSETS 8,182.5 8,432.8 5,915.4

All figures in millions of PLN, unless stated otherwise 65 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED BALANCE SHEET THE ASSECO GROUP

SHAREHOLDERS' EQUITY AND LIABILITIES Notes 30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Shareholders' equity (attributable to 4,494.0 4,458.2 3,976.1 Shareholders of the Parent Company) Share capital 77.6 77.6 77.6 Share premium 3,951.1 3,951.1 3,689.2 Treasury shares - - (396.0) Foreign currency translation differences on (0.9) (1.5) 13.4 subsidiary companies Prior years' retained earnings (deficit) and 466.2 431.0 591.9 current net profit

Non-controlling interests 1,914.6 1,912.8 637.4

Total shareholders' equity 6,408.6 6,371.0 4,613.5

Non-current liabilities 610.9 628.4 421.6 Interest-bearing bank loans, borrowings and 15 230.7 227.1 36.4 debt securities Long-term financial liabilities 14 106.0 115.2 99.7 Long-term finance lease commitments 158.4 158.7 175.0 Deferred income tax provisions 48.7 32.7 63.3 Long-term provisions 12.6 17.5 12.8 Long-term deferred income 17 53.2 75.8 32.3 Other long-term liabilities 16 1.3 1.4 2.1

Current liabilities 1,163.0 1,433.4 878.4 Interest-bearing bank loans, borrowings and 15 131.6 108.1 61.8 debt securities Financial liabilities 14 41.8 52.4 129.7 Finance lease commitments 22.6 22.7 23.5 Trade accounts payable 16 273.5 457.0 216.6 Corporate income tax payable 16 28.4 50.2 19.7 Liabilities to the State budget 16 98.4 132.5 63.6 Other liabilities 16 151.1 216.5 130.1 Provisions 21.2 31.2 19.5 Deferred income 17 205.1 175.7 116.0 Accrued expenses 17 189.3 187.1 97.9

Liabilities directly related to long-term - - 1.9 assets classified as held for sale

TOTAL LIABILITIES 1,773.9 2,061.8 1,301.9

TOTAL SHAREHOLDERS' EQUITY AND 8,182.5 8,432.8 5,915.4 LIABILITIES

All figures in millions of PLN, unless stated otherwise 66 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY THE ASSECO GROUP

Foreign Prior years' currency retained Shareholders' Total Share Treasury translation earnings equity of the Non-controlling Notes Share capital shareholders' premium shares differences on (deficit) and Parent interests equity subsidiary current Company companies net profit

As at 1 January 2011 77.6 3,951.1 - (1.5) 431.0 4,458.2 1,912.8 6,371.0 (restated)

Net profit for the period reported - - - - 182.7 182.7 90.0 272.7 Total other comprehensive income for the period - - - 0.6 (1.5) (0.9) (61.0) (61.9) reported Dividend for the year 2010 5 - - - - (139.6) (139.6) (70.6) (210.2) Equity-settled employee payment transactions 3.1 3.1 3.5 6.6 Settlement of contingent financial liabilities - - - - 14.6 14.6 (2.8) 11.8 to non-controlling shareholders (put option) Obtaining control over subsidiaries ------2.2 2.2 Non-controlling interest transactions - - - - (24.1) (24.1) 40.5 16.4

As at 30 June 2011 (unaudited) 77.6 3,951.1 - (0.9) 466.2 4,494.0 1,914.6 6,408.6

All figures in millions of PLN, unless stated otherwise 67

Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Foreign Prior years' currency retained Shareholders' Total Share Treasury translation earnings equity of the Non-controlling Notes Share capital shareholders' premium shares differences on (deficit) and Parent interests equity subsidiary current Company companies net profit

As at 1 January 2010

(audited) 77.6 3,488.6 (678.8) 17.7 810.5 3,715.6 635.8 4,351.4

Net profit for the period reported - - - - 205.4 205.4 23.7 229.1 Total other comprehensive income for the period - - - (4.3) (1.8) (6.1) 2.6 (3.5) reported Dividend for the year 2009 5 - - - - (106.0) (106.0) (31.0) (137.0) Issuance of series I shares 3.9 205.5 - - - 209.4 - 209.4 Cost of issuance of series I shares - (4.9) - - - (4.9) - (4.9) Retirement of treasury shares (3.9) - 282.8 - (278.8) 0.1 - 0.1 Changes in the Group structure, of which - - - - (37.4) (37.4) 5.9 (31.5) Non-controlling interest transactions - - - - (6.2) (6.2) 8.9 2.7 Settlement of contingent financial liabilities ------0.4 0.4 to non-controlling shareholders (put option)

As at 30 June 2010 77.6 3,689.2 (396.0) 13.4 591.9 3,976.1 637.4 4,613.5 (unaudited)

All figures in millions of PLN, unless stated otherwise 68

Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Foreign Prior years' currency retained Shareholders' Total Note Share Treasury translation earnings equity of the Non-controlling Share capital shareholders' s premium shares differences on (deficit) and Parent interests equity subsidiary current Company companies net profit

As at 1 January 2010

(audited) 77.6 3,488.6 (678.8) 17.7 810.5 3,715.6 635.8 4,351.4

Net profit for the period reported - - - - 415.1 415.1 83.8 498.9 Total other comprehensive income for the period - - - (19.2) (1.5) (20.7) 0.7 (20.0) reported Dividend for the year 2009 5 - - - - (106.0) (106.0) (30.5) (136.5) Issuance of series I shares 3.9 205.5 - - - 209.4 - 209.4 Cost of issuance of series I shares - (4.7) - - - (4.7) - (4.7) Issuance of series J shares 5.4 266.2 - - - 271.6 - 271.6 Cost of issuance of series J shares - (4.5) - - - (4.5) - (4.5) Retirement of treasury shares (9.3) - 678.8 - (669.5) - - - Cost of company acquisitions incurred in 2009, - - - - (0.7) (0.7) (1.0) (1.7) where control was obtained in 2010 Settlement of contingent financial liabilities - - - - 20.0 20.0 (3.2) 16.8 to non-controlling shareholders (put option) Obtaining control over subsidiaries ------1,220.2 1,220.2 Non-controlling interest transactions - - - - (31.2) (31.2) 10.6 (20.6) Other changes in the Group structure - - - - (5.7) (5.7) (3.6) (9.3)

As at 31 December 2010

(restated) 77.6 3,951.1 - (1.5) 431.0 4,458.2 1,912.8 6,371.0

All figures in millions of PLN, unless stated otherwise 69

Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS THE ASSECO GROUP 6 months ended 6 months ended

Notes 30 June 2011 30 June 2010 (unaudited) (unaudited) Cash flows - operating activities Pre-tax profit and share in profits of associated companies 336.7 239.3 Total adjustments: (95.7) 13.4 Depreciation and amortization 1 85.5 58.4 Changes in working capital 19 (198.9) (56.7) Interest income/expense 3.0 4.0 Gain/loss on foreign exchange differences - 1.5 Gain/loss on financial assets (valuation, disposal, 12.9 (27.8) impairment, etc.) Other financial income/expenses (9.6) 21.2 Gain/loss on disposal of property, plant and equipment 0.3 (0.5) and intangible assets Cost of equity-settled employee payment transactions 8.6 - Other pre-tax profit adjustments 2.5 13.3 Net cash generated from operating activities 241.0 252.7 Corporate income tax paid (65.3) (38.2) Net cash provided by (used in) operating activities 175.7 214.5

Cash flows - investing activities Disposal of tangible fixed assets and intangible assets 5.7 3.9 Acquisition of property, plant and equipment and intangible assets 19 (108.8) (140.2) Acquisition of subsidiary companies 19 (69.7) (48.7) Cash and cash equivalents of acquired subsidiary companies - 4.2 Disposal of shares in subsidiary companies 2.9 1.5 Cash and cash equivalents of disposed subsidiary companies (0.3) - Disposal/settlement of financial assets carried at fair value 32.0 1.1 through profit or loss Acquisition/settlement of financial assets carried at fair value (0.4) - through profit or loss Disposal of financial assets available for sale 2.0 42.9 Acquisition of financial assets available for sale (1.3) (41.9) Disposal of financial assets held to maturity 27.1 - Acquisition of financial assets held to maturity (41.1) - Loans granted (8.6) (2.9) Loans collected 3.3 7.9 Interest received 5.9 2.8 Dividends received 2.1 0.5 Net cash provided by (used in) investing activities (149.2) (168.9)

All figures in millions of PLN, unless stated otherwise 70 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS THE ASSECO GROUP (continued)

6 months ended 6 months ended (continued) Notes 30 June 2011 30 June 2010 (unaudited) (unaudited)

Cash flows - financing activities

Proceeds from issuance of shares by the Parent Company - 204.7 Proceeds from issuance of shares by subsidiary companies 19 2.4 2.4 Acquisition of non-controlling interests 19 (11.5) (3.2) Proceeds from loans and borrowings taken out 48.1 66.8 Repayment of loans and borrowings (19.7) (100.4) Finance lease commitments paid (9.4) (9.2) Interest paid (13.3) (7.8) Dividends paid out 19 (204.8) (31.3) Other (1.3) (0.2) Net cash provided by (used in) financing activities (209.5) 121.8

Net increase (decrease) in cash and cash equivalents (183.0) 167.4 Net foreign exchange differences (16.9) (0.1) Cash and cash equivalents as at 1 January 13 834.8 342.8 (net of accrued interest) Cash and cash equivalents as at 30 June 13 634.9 510.1 (net of accrued interest)

All figures in millions of PLN, unless stated otherwise 71 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

SUPPLEMENTARY INFORMATION AND EXPLANATIONS

I. BASIS FOR PREPARATION OF FINANCIAL STATEMENTS AND ACCOUNTING PRINCIPLES (POLICY) APPLIED 1. Basis for preparation These interim condensed consolidated financial statements were prepared in accordance with the historical cost principle, except for financial assets carried at fair value through profit or loss and financial assets available for sale which are also measured at fair value. The presentation currency of these consolidated financial statements is Polish zloty (PLN), and all figures are presented in millions of zlotys (mPLN), unless stated otherwise. These interim condensed consolidated financial statements were prepared on a going- concern basis, assuming the Group will continue its business activities over a period not shorter than 12 months from 30 June 2011. As at the date of approving these interim condensed consolidated financial statements there were observed no circumstances indicating any threat to the Group companies’ ability to continue as going concerns. These interim condensed consolidated financial statements do not include all the information and disclosures required for annual consolidated financial statements and therefore they should be read together with the Group's consolidated financial statements for the year ended 31 December 2010, which were published on 18 March 2011. 2. Compliance statement These interim condensed consolidated financial statements were prepared in compliance with the International Financial Reporting Standards ("IFRS"), and in particular in accordance with the International Accounting Standard ("IAS") 34 and the IFRS endorsed by the EU. As at the date of approving publication of these financial statements, given the ongoing process of implementing the IFRS standards in the EU as well as the nature of the Group's operations, within the scope of accounting principles applied by the Group there is no difference between the IFRS that came into force and the IFRS endorsed by the European Union. IFRS include standards and interpretations accepted by the International Accounting Standards Board ("IASB") and the International Financial Reporting Interpretations Committee ("IFRIC"). The Group has for the first time applied the International Financial Reporting Standards (IFRS) in preparing its financial statements for the fiscal years beginning after 1 January 2005. Some of the Group companies maintain their accounting books in accordance with the accounting policy (principles) set forth in their respective local regulations. The interim condensed consolidated financial statements include adjustments not disclosed in the accounting books of the Group's entities, which were introduced to adjust the financial statements of those entities to the IFRS. 3. Estimates In the period of 6 months ended 30 June 2011, no substantial changes were introduced to the way of making estimates. 4. Professional judgement Preparing consolidated financial statements in accordance with IFRS requires making estimates and assumptions which impact the data disclosed in such financial statements. Despite the estimates and assumptions have been adopted based on the Group's management best knowledge on the current activities and occurrences, the actual results may differ from those anticipated.

All figures in millions of PLN, unless stated otherwise 72 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Below are presented the main areas, which in the process of applying the accounting principles (policy) were subject to accounting estimates and the management's professional judgement, and whose estimates, if changed, could significantly affect the Group's future results. i Valuation of IT contracts as well as measurement of their completion The Group executes a number of contracts for construction and implementation of information technology systems. Additionally, some of those contracts are denominated in foreign currencies. Valuation of IT contracts requires that future operating cash flows are determined in order to arrive at the fair value of income and expenses and to provide the fair value of the embedded currency derivatives, as well as it requires measurement of the contract execution progress. The progress of contract execution shall be measured as a relation of costs already incurred (provided such costs contribute to the progress of work) to the total costs planned, or as a portion of man-days worked out of the total work-effort required. Assumed future operating cash flows are not always consistent with the agreements with customers or suppliers due to modifications of IT projects implementation schedules. As at 30 June 2011, receivables arising from valuation of IT contracts amounted to PLN 154.0 million, while liabilities due to such valuation equalled PLN 20.5 million. In case of contracts denominated in foreign currencies deemed to be functional currencies or in case of contracts denominated in EUR (even if EUR is not a functional currency), embedded financial derivatives are not disclosed separately. Revenues and expenses relating to such contracts are determined on the basis of spot exchange rates. In all the other cases embedded derivatives are separated from their host contracts. When an embedded instrument is separated, revenues resulting from the host contract are recognized at the embedded exchange rate; whereas, any foreign exchange differences between the exchange rate applied in the issued invoice and the embedded exchange rate are recognized as financial income or expense. As at 30 June 2011, no embedded instruments were separated from any effective agreements. ii Rates of depreciation and amortization The level of depreciation and amortization rates is determined on the basis of anticipated period of useful economic life of the components of tangible and intangible assets. The Group verifies the adopted periods of useful life on an annual basis, taking into account the current estimates. In 2011 the rates of depreciation and amortization applied by the Group were not subject to any substantial modifications. iii Goodwill and intangible assets with indefinite useful life – impairment testing In line with the Group's policy, every year as at 31 December, the Management Board of the Parent Company performs an annual impairment test on cash-generating units to which goodwill arising from acquisition of subsidiaries or from mergers has been allocated as well as on intangible assets with an indefinite period of useful life. Whereas, as at each interim balance sheet date, the Management Board of the Parent Company performs a review of the indications of impairment of cash-generating units to which goodwill has been allocated and/or of intangible assets with indefinite useful life. In the event such indications are identified, an impairment test should be carried out also as at the interim balance sheet date. Each impairment test requires making estimates of the value in use of cash-generating units to which goodwill is allocated and/or of intangible assets with indefinite useful life. The value in use is estimated by determination of the future cash flows expected to be achieved from the cash-generating unit and determination of a discount rate to be subsequently used in order to calculate the net present value of those cash flows.

All figures in millions of PLN, unless stated otherwise 73 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

iv Liabilities to pay for the remaining shares in subsidiary companies (put options) As at 30 June 2011, the Group recognized liabilities by virtue of future payments to non-controlling shareholders in the companies of Asseco South Eastern Europe, Multicard, Sintagma, Statlogics, and companies of the Matrix IT Group. Determination of the amounts payable under such liabilities required making estimates of those companies' future financial results. Hence, as at 30 June 2011, such liabilities amounted to PLN 96.3 million. As at 31 December 2010, the Group recognized liabilities by virtue of future payments to non-controlling shareholders in the companies of Asseco South Eastern Europe, Multicard, Sintagma, Statlogics, and Harcase Software. Determination of the amounts payable under such liabilities required making estimates of those companies' future financial results. As at 31 December 2010, such liabilities amounted to PLN 85.1 million. v Classification of leasing agreements The Group classifies its leasing contracts as operating or financial depending on whether the material risks and benefits incidental to ownership of leased assets are retained by the lessor or transferred to the leaseholder. Such assessment is based on the economic terms of each leasing transaction. 5. Changes in the accounting principles applied The major accounting principles adopted by the Parent Company have been described in the consolidated financial statements for the year ended 31 December 2010, which were published on 18 March 2011. The accounting principles (policy) adopted in preparation of these interim condensed consolidated financial statements are coherent with those applied for preparation of the Group's annual consolidated financial statements for the year ended 31 December 2010, except for applying the following new or amended standards and interpretations effective for annual periods beginning on or after 1 January 2011. . Amendments to IAS 32 Financial Instruments: Presentation: Classification of Rights Issues – effective for annual periods beginning on or after 1 February 2010; . IAS 24 Related Party Disclosures (revised in November 2009) – effective for annual periods beginning on or after 1 January 2011; . Amendments to IFRIC 14 IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction: Prepayment of a Minimum Funding Requirement – effective for annual periods beginning on or after 1 January 2011; . IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments – effective for annual periods beginning on or after 1 July 2010; . Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards: Limited Exemption from Comparative IFRS 7 Disclosures for First-time Adopters – effective for annual periods beginning on or after 1 July 2010; . Amendments resulting from the annual review of IFRSs (published in May 2010) – some amendments are effective for annual periods beginning on or after 1 July 2010 and some for annual periods beginning on or after 1 January 2011. The Company did not decide on early adoption of any other standard, interpretation or amendment which has been published but has not yet become effective.

All figures in millions of PLN, unless stated otherwise 74 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

6. New standards and interpretations published but not in force yet The following standards and interpretations were issued by the International Accounting Standards Council and International Financial Reporting Interpretations Committee, but have not come into force: . The first phase of IFRS 9 Financial Instruments: Classification and Measurement – effective for annual periods beginning on or after 1 January 2013 – not adopted by the EU till the date of approval of these financial statements. In the following phases, the International Accounting Standards Board will deal with hedge accounting and impairment. The project completion is expected in the middle of 2011. Application of the first phase of IFRS 9 will affect the classification and measurement of the Company's financial assets. The Company is going to assess the impact of the first phase in conjunction with the consecutive phases when they are published, in order to ensure a coherent picture; . Amendments to IFRS 7 Financial Instruments: Disclosures: Transfers of Financial Assets – effective for annual periods beginning on or after 1 July 2011 – not adopted by the EU till the date of approval of these financial statements; . Amendments to IAS 12 Income Taxes: Deferred Tax: Recovery of Underlying Assets – effective for annual periods beginning on or after 1 January 2012 – not adopted by the EU till the date of approval of these financial statements; . Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards: Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters – effective for annual periods beginning on or after 1 July 2011 – not adopted by the EU till the date of approval of these financial statements; . IFRS 10 Consolidated Financial Statements – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . IFRS 11 Joint Arrangements – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . IFRS 12 Disclosures of Involvement with Other Entities – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . IFRS 13 Fair Value Measurement – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . Revised IAS 27 Separate Financial Statements – the revised standard was published in May 2011 due to the issuance of IFRS 10; it shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . Revised IAS 28 Investments in Associates and Joint Ventures – the revised standard was published in May 2011 due to the issuance of IFRS 11; it shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet.

All figures in millions of PLN, unless stated otherwise 75 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

7. Changes in the applied principles of presentation In the period reported the principles of presentation were changed as follows:

as at 31 December 2010 as at 30 June 2010 Report for Balance after Report for Balance after Change in Change in the year change in 6 months change in presentation presentation ended presentation ended presentation method method 31 Dec. 2010 method 30 June 2010 method

Non-current assets Intangible assets 2,813.2 - 2,813.2 2,670.1 8.6 2,678.7 Restricted cash 1.6 (1.6) - 1.5 (1.5) - Long-term receivables 36.8 1.6 38.4 56.4 1.5 57.9

Current assets Deferred expenses 85.7 - 85.7 81.9 (8.6) 73.3 Other receivables 279.0 7.2 286.2 203.7 - 203.7 Cash and short-term deposits 842.2 (7.2) 835.0 510.1 - 510.1

The reclassification between cash and other receivables resulted from changing the presentation method of "cash with restricted availability" which comprises cash at bank accounts of consolidated companies that has been frozen as a form of security primarily for agreements to grant bank guarantees. Whereas, the reclassification between intangible assets and deferred expenses is related to the costs of research and development projects in progress which have been capitalized. 8. Restatement of comparative data due to a change in the initial recognition of obtaining control over the Formula Systems Group On 24 November 2010, Asseco Poland obtained control over Formula Systems (1985) Ltd. as a result of effective acquisition of a 50.66% voting interest and a 49.19% equity interest in Formula Systems (1985) Ltd. from Emblaze Ltd. Goodwill arising from the purchase of Formula Systems shares, as disclosed in the financial statements for the year ended 31 December 2010, was estimated on the basis of provisional values of identifiable assets, liabilities and contingent liabilities. Up till 30 June 2011, in connection with the conducted process of allocation of the purchase cost, the estimated goodwill arising on the acquisition of Formula Systems Group was changed. Concurrently, we decided that the non-controlling interests resulting from this transaction shall be carried at fair value. As at 30 June 2011, the process of allocation of the purchase cost has not yet been completed. The Company continues to identify and measure individual items of assets, liabilities and contingent liabilities, including employee benefit plans and intangible assets. Hence, the amount of goodwill recognized on the acquisition of the Formula Systems Group may be subject to change.

All figures in millions of PLN, unless stated otherwise 76 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

With regard to the above, the following restatements were made as at 31 December 2010:

Balance after Change Report for the change resulting from year ended resulting from allocation of 31 Dec. 2010 allocation of purchase cost purchase cost

Non-current assets Goodwill arising from consolidation, 1,865.8 531.5 2,397.3 of which goodwill attributed to the Formula Systems 616.4 531.5 1,147.9 Group

Shareholders' equity (attributable to

Shareholders of the Parent Company) Foreign currency translation differences on subsidiary (4.7) 3.2 (1.5) companies Prior years' retained earnings (deficit) and current 444.0 (12.8) 431.2 net profit

Non-controlling interests 1,371.7 541.1 1,912.8

9. Corrections of material errors In the period reported there were no events or developments that would require making corrections of any material misstatements.

All figures in millions of PLN, unless stated otherwise 77 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

II. INFORMATION ON OPERATING SEGMENTS According to IFRS 8, an operating segment is a separable component of the Group's business for which separate financial information is available and regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance. The Asseco Group has identified the following operating segments: . Polish market – this segment groups the companies which generate sales revenues mostly in the domestic market. Performance of this segment is analyzed on a regular basis by the Parent Company's Management Board acting as the chief operating decision maker. The Polish market segment comprises the following companies: Asseco Poland, Asseco Business Solutions, Combidata, ZUI Novum, ADH Soft, and ZUI Otago. The aforementioned companies offer comprehensive IT services intended for a broad range clients operating in the sectors of financial institutions, enterprises and public administration. In the first half of 2011, the segment's major clients included: Social Insurance Institution, Bank PKO BP, Elbląg Municipality, Agency for Restructuring and Modernisation of Agriculture, Polish Telecom Group, PZU Insurance Group, Central Statistical Office, and the National Healthcare Fund. Sales revenues from these clients reached PLN 359.6 million or 46.5% of the segment's total turnover in the first half of 2011. . Balkan market – this segment includes the companies which derive their revenues mostly from the markets of Serbia, Romania, Croatia, Macedonia, and Turkey. Performance of these companies is assessed on a periodic basis by the Management Board of Asseco South Eastern Europe. This segment is identical with the composition of the Asseco South Eastern Europe Group. The segment's performance as a whole is subject to regular verification by the Management Board of Asseco Poland. The aforementioned companies offer comprehensive IT services intended for a broad range clients operating primarily in the sector of financial institutions. In the first half of 2011, the segment's major clients included: ENEL Group, Privredna Banka Zagreb, NLB Tutunska Banka, S&T Romania, HRVATSKA POŃTANSKA BANKA D.D., and Banca Intesa. Sales revenues from these clients reached PLN 32.3 million or 15.5% of the segment's total turnover in the first half of 2011. . German market – this segment gathers the companies which generate sales revenues mostly in Germany and Austria. Performance of these companies is assessed on a periodic basis by the Management Board of Asseco DACH. This segment is identical with the composition of the Asseco DACH Group. The segment's performance as a whole is subject to regular verification by the Management Board of Asseco Poland. This Group offers comprehensive IT services intended primarily for the enterprises sector. In the first half of 2011, the segment's major clients included: BMC Software INC, Phoenix Solar AG, DSP IT Service GmbH, TAP.DE Desktop Solutions GmbH, and Consulting4IT GmbH. Sales revenues from these clients reached PLN 21.2 million or 22.0% of the segment's total turnover in the first half of 2011. . Slovak market – this segment groups the companies which derive their revenues mostly from the markets of Slovakia, Czech Republic, and Hungary. Performance of these companies is assessed on a periodic basis by the Management Board of Asseco Central Europe. This segment is identical with the composition of the Asseco Central Europe Group. The segment's performance as a whole is subject to regular verification by the Management Board of Asseco Poland. The aforementioned companies offer comprehensive IT services intended for a broad range clients operating in the sectors of financial institutions, enterprises and public administration. In the first half of 2011, the segment's major clients included: Centrální depozitář, T-mobile Czech Republic, IT Solutions SK, Vńeobecná zdravotná

All figures in millions of PLN, unless stated otherwise 78 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

poisťovna, ČEZ ICT Services, Kapsch Telematic Services, and Pońtová Banka. Sales revenues from these clients reached PLN 56.3 million or 23.3% of the segment's total turnover in the first half of 2011. . Israeli market – this segment includes the companies which generate sales revenues mostly in North America, Japan, and Europe, Middle East, and Africa (EMEA region). Performance of these companies is assessed on a periodic basis by the Management Board of Formula Systems. The segment composition corresponds to the structure of the Formula Systems Group. The segment's performance as a whole is subject to regular verification by the Management Board of Asseco Poland. In the first half of 2011, the segment's major clients included: Leumi Bank, Ministry of Defence of Israel, Bank Hapoalim, Menorah Insurance, Discount Bank, and Isracard. Sales revenues from these clients reached PLN 150.8 million or 16.8% of the segment's total turnover in the first half of 2011. . The "Other" column includes financial results of the following entities: Podkarpacki Fundusz Nieruchomości, Gladstone Consulting, Sintagma, Asseco Spain, Asseco Denmark, Peak Consulting, and Necomplus Group. Financial results of these companies have been disclosed in aggregate, because none of them separately met the quantitative thresholds for reportable segments as specified in IFRS 8. In the first half of 2011, the segment's major clients included: Caixarenting, S.A., A&O, INGENICO Portugal, SERMEPA, and Pensam. Sales revenues from these clients reached PLN 49 million or 30.6% of the segment's total turnover in the first half of 2011.

All figures in millions of PLN, unless stated otherwise 79 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

For the period of 6 months ended 30 June 2011 Polish Balkan German Slovak Israeli Other Eliminations Total and as at 30 June 2011 (unaudited) market market market market market

Sales revenues: 773.0 208.7 96.5 241.9 898.0 160.3 (38.2) 2,340.2 Sales to external customers 756.7 199.4 93.2 235.5 897.7 157.7 2,340.2 Inter/intra segment sales 16.3 9.3 3.3 6.4 0.3 2.6 (38.2) -

Operating profit (loss) of reportable segment 191.9 21.4 (3.2) 43.6 77.4 11.0 (0.4) 341.7

Interest income 6.0 1.6 0.5 0.4 4.2 0.6 (0.3) 13.0 Interest expense (5.3) (0.1) (0.5) (0.8) (7.0) (0.9) 0.3 (14.3)

Corporate income tax (40.2) (3.0) 0.5 (8.4) (11.6) (2.2) - (64.9)

Share in profits of associated companies 0.3 - - 0.8 (0.4) 0.2 - 0.9

Non-cash items: Depreciation and amortization (33.2) (4.1) (3.2) (17.8) (20.4) (7.1) 0.3 (85.5)

Net profit (loss) of reportable segment 151.7 23.3 (2.7) 35.4 58.2 7.2 (0.4) 272.7

Net cash provided by (used in) operating activities 62.1 15.5 1.7 39.1 57.6 (1.1) 0.8 175.7

Segment assets, of which: 3,717.0 736.4 305.5 790.3 2,267.2 380.1 (14.0) 8,182.5 goodwill arising from consolidation 242.1 504.8 197.8 233.7 1,160.8 93.2 - 2,432.4 goodwill arising from mergers 2,030.9 - 16.1 126.8 - - - 2,173.8 investments in associated companies 7.5 - - 2.8 6.3 3.4 - 20.0

Average workforce in the period reported 4,323 1,214 335 1,539 5,997 652 - 14,060 Segment capital expenditures 53.6 5.7 1.6 10.5 34.9 1.9 108.2

All figures in millions of PLN, unless stated otherwise 80 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

For the period of 6 months ended 30 June 2010 Polish Balkan German Slovak Other Eliminations Total and as at 30 June 2010 (unaudited) market market market market Sales revenues: 864.9 192.6 74.5 252.3 127.0 (58.9) 1,452.4 Sales to external customers 810.3 191.9 74.2 249.5 126.5 - 1,452.4 Inter/intra segment sales 54.6 0.7 0.3 2.8 0.5 (58.9) -

Operating profit (loss) of reportable segment 205.1 21.5 3.4 18.6 7.9 (2.7) 253.8

Interest income 6.2 1.1 0.4 0.3 0.1 (2.8) 5.3 Interest expense (7.1) (0.1) (0.4) (0.9) (2.8) 2.8 (8.5)

Corporate income tax (1.9) (3.2) (0.3) (4.6) (0.9) - (10.9)

Share in profits of associated companies 0.5 - - 0.2 - 0.7

Non-cash items: Depreciation and amortization (36.2) (3.1) (2.6) (12.6) (4.2) 0.3 (58.4) Impairment write-downs on segment assets - - - - (21.2) - (21.2)

Net profit (loss) of reportable segment 232.0 17.8 3.0 7.8 (28.8) (2.7) 229.1

Net cash provided by (used in) operating activities 145.4 14.9 2.8 33.1 17.9 0.4 214.5

Segment assets, of which: 4,162.1 698.2 302.2 704.0 184.1 (135.2) 5,915.4 goodwill arising from consolidation 231.3 455.2 205.9 182.4 135.6 - 1,210.4 goodwill arising from mergers 2,031.0 - 16.7 127.2 - - 2,174.9 investments in associated companies 8.8 - - 2.6 3.0 - 14.4

Average workforce in the period reported 4,484 1,022 301 1,809 368 - 7,984 Segment capital expenditures 141.9 2.7 1.7 65.5 6.1 217.9

All figures in millions of PLN, unless stated otherwise 81 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

III. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Sales revenues and operating costs During the period of 6 months ended 30 June 2011 and the corresponding period last year, operating revenues and costs were as follows:

6 months 3 months 6 months 3 months ended ended ended ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Sales revenues by type of business Proprietary software and services 1,701.4 851.7 969.5 503.5 of which sales of own licenses 205.5 93.1 143.8 69.2 Third-party software and services 312.0 146.1 213.5 109.4 Hardware and infrastructure 304.1 137.5 264.2 145.2 Other sales 22.7 8.0 5.2 3.7 2,340.2 1,143.3 1,452.4 761.8 Sales revenues by sectors Banking and finance 782.6 398.6 488.9 261.5 Enterprises 985.8 478.0 471.5 222.9 Public institutions 571.8 266.7 492.0 277.4 2,340.2 1,143.3 1,452.4 761.8

6 months 3 months 6 months 3 months Operating costs ended ended ended ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Cost of merchandise, materials and third- (525.6) (238.9) (430.4) (223.5) party work sold (COGS) (-) - Materials and energy used (-) (21.6) (10.2) (19.7) (11.4) Third-party work (-) (400.2) (205.2) (214.8) (131.2) Salaries (-) (781.2) (383.9) (396.2) (197.1) Employee benefits (-) (160.9) (88.0) (66.9) (33.2) of which the cost of defined contribution (92.7) (57.1) (31.8) (14.5) schemes Depreciation and amortization (-) (85.5) (46.7) (58.4) (28.4) Taxes and charges (-) (5.1) (2.6) (3.8) (1.9) Business trips (-) (21.9) (12.9) (13.2) (6.6) Other (-) 0.2 3.4 2.8 3.6 (1,476.2) (746.1) (770.2) (406.2)

Cost of sales (-), of which: (1,638.0) (799.4) (959.2) (505.6) Production cost of products and services (1,112.4) (560.5) (528.8) (282.1) sold (-) Cost of merchandise, materials and (525.6) (238.9) (430.4) (223.5) third-party work sold (COGS) (-) Selling expenses (-) (176.4) (90.7) (108.6) (55.6) General administrative expenses (-) (187.4) (94.9) (132.8) (68.5)

All figures in millions of PLN, unless stated otherwise 82 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Currency structure of sales revenues and COGS The table below presents the currency structure of sales revenues and costs of merchandise, materials and third-party work sold (COGS):

6 months ended 6 months ended 30 June 2011 30 June 2010 (unaudited) (unaudited) Sales revenues COGS Sales revenues COGS % % % % PLN 32.0% 36.3% 56.3% 56.8% NIS (new Israeli shekel) 28.6% 4.5% - - EUR (euro) 16.5% 21.2% 21.0% 21.4% USD (American dollar) 7.0% 25.6% 1.7% 4.2% CZK (Czech crown) 3.8% 0.5% 6.4% 0.7% RON (new Romanian leu) 2.4% 2.8% 4.3% 3.6% RSD (Serbian dinar) 2.2% 2.5% 3.6% 3.8% DKK (Danish krone) 1.2% 1.6% 2.1% 2.4% Other currencies 1) 6.3% 5.0% 4.6% 7.1% 100.0% 100.0% 100.0% 100.0%

1) including, but not limited to: BAM, BGN, CAD, CHF, GBP, HRK, HUF, JPY, LTL, MKD, TRY, ZAR Reconciliation of depreciation and amortization charges The table below presents the reconciliation of depreciation and amortization charges reported in the profit and loss account with those disclosed in the tables of changes in property, plant and equipment (Note 6) and in intangible assets (Note 7).

6 months ended 6 months ended

30 June 2011 30 June 2010 (unaudited) (unaudited) Depreciation charge for the year as disclosed in the table of changes in property, plant and equipment (42.2) (35.3)

Depreciation charge on investment property for the year - (0.3) Amortization charge for the year as disclosed in the table of changes in intangible assets (46.6) (25.3) Amortization charge recognized directly in other comprehensive income 0.5 0.5 Reduction of amortization charge due to recognition of a subsidy to licenses generated internally 1.9 1.6 Capitalization of amortization charges against research and development projects in progress 0.9 0.4 Total depreciation/amortization charges reported in the profit and loss account (85.5) (58.4)

All figures in millions of PLN, unless stated otherwise 83 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

2. Financial income and expenses In the period of 6 months ended 30 June 2011 and the corresponding period, financial income and expenses were as follows:

6 months ended 3 months ended 6 months ended 3 months ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Financial income Interest income on loans granted, debt securities, finance leases, trade 13.0 6.4 5.3 3.0 accounts receivable, and bank deposits Other interest income 0.3 - 2.2 1.6 Gain on foreign exchange differences 9.2 4.7 0.7 (6.2) Dividends received from unrelated - - 0.4 0.4 companies Gain on disposal of equity investments 0.2 0.2 - - in related companies Gain on measurement/revaluation of 0.3 (1.1) 21.2 - financial assets at the balance sheet date Gain on exercise and/or valuation of financial assets carried at fair value 0.3 (1.6) 11.8 6.5 through profit or loss Gain on revaluation of deferred payments 4.1 3.9 - - for controlling interests in subsidiaries Other financial income 0.4 - 2.5 1.7 27.8 12.5 44.1 7.0

Financial expenses Interest expense on bank loans, borrowings, debt securities, finance leases (14.3) (10.2) (8.5) (4.3) and trade accounts payable Other interest expenses (2.5) (1.5) (0.6) (0.1) Loss on foreign exchange differences (9.4) (4.6) (10.7) (9.4) Loss on disposal/liquidation of capital - - (8.1) (8.1) investments Impairment write-down on goodwill - - (21.2) (11.8) Loss on measurement/revaluation of (0.6) (0.6) (2.2) (0.4) financial assets at the balance sheet date Expenses related to obtaining control over (0.2) - - - subsidiaries Loss on exercise and/or valuation of financial assets carried at fair value (4.4) 1.2 (3.9) 3.3 through profit or loss Other financial expenses (1.4) (1.0) (3.4) (2.1)

(32.8) (16.7) (58.6) (32.9)

All figures in millions of PLN, unless stated otherwise 84 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

3. Corporate income tax The main charges on the pre-tax profit due to corporate income tax (current and deferred portions):

6 months 3 months 6 months 3 months ended ended ended ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Current portion of income tax (37.5) (18.5) (35.7) (19.7) Deferred portion of income tax (27.4) (12.0) 24.8 35.7 Income tax expense as disclosed in the (64.9) (30.5) (10.9) 16.0 profit and loss account

Regulations applicable to the value added tax, corporate income tax, personal income tax or social security contributions are subject to frequent amendments, thereby often depriving the taxpayers of a possibility to refer to well established regulations or legal precedents. The current regulations in force include ambiguities which may give rise to different opinions and legal interpretations on the taxation regulations either between companies and public administration, or between the public administration bodies themselves. Taxation and other settlements (for instance customs duty or currency payments) may be controlled by administration bodies that are entitled to impose considerable fines, and the amounts of so determined liabilities must be paid with high interest. In effect the amounts disclosed in the financial statements may be later changed, after the taxes payable are finally determined by the taxation authorities. 4. Earnings per share Basic earnings per share are computed by dividing net profit for the period reported, attributable to shareholders of the Parent Company, by the weighted average number of ordinary shares outstanding during that financial period. Diluted earnings per share are computed by dividing net profit for the period reported, attributable to shareholders of the Parent Company, by the adjusted (for the diluting impact of potential shares) weighted average number of ordinary shares outstanding during that financial period, adjusted by the factor of conversion of bonds convertible to ordinary shares. The tables below present net profits and numbers of shares used for calculation of basic and diluted earnings per share:

6 months 3 months 6 months 3 months ended ended ended ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Net profit attributable to shareholders of the Parent Company 182.7 85.5 205.4 109.9 Weighted average number of ordinary shares outstanding, used for calculation 77,565,530 77,565,530 66,639,017 66,639,017 of basic earnings per share Dilution factors - - - - Adjusted weighted average number of ordinary shares, used for calculation of 77,565,530 77,565,530 66,639,017 66,639,017 diluted earnings per share

Both during the period reported and the prior year's corresponding period there took place no events that would cause dilution of earnings per share.

All figures in millions of PLN, unless stated otherwise 85 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

5. Information on dividends paid out In 2011 the Company paid out to its shareholders a dividend for the year 2010. On 28 April 2011, the Ordinary General Meeting of Shareholders of Asseco Poland S.A. passed a resolution to allocate PLN 139,617,954 out of the Company's net profit for the financial year 2010 to payment of a dividend amounting to PLN 1.80 per share. The remaining portion of undistributed net profit, corresponding to the difference between the total amount of net profit and the amount of net profit being distributed to shareholders, was allocated to the Company’s reserve capital. The dividend day was set for 17 May 2011; whereas, the dividend payment was scheduled for 1 June 2011.

In 2010 the Company paid out to its shareholders a dividend for the year 2009. On 26 April 2010, the Ordinary General Meeting of Shareholders of Asseco Poland S.A. passed a resolution on distribution of the net profit for the financial year 2009, which totalled PLN 290,738,771.13, and on payment of a dividend amounting to PLN 1.47 per share, with reservation that 9,311,451 treasury shares, held by the Company as at the date of adopting that resolution, shall be excluded from dividend payment. The dividend day was set for 25 June 2010; whereas, the dividend payment was scheduled for 2 July 2010. The total amount of dividend payment reached PLN 106,034,563.32; whereas, the remaining portion of undistributed net profit amounting to PLN 184,704,207.81 was allocated to the Company's reserve capital. 6. Property, plant and equipment The net book value of property, plant and equipment changed, during the period of 6 months ended 30 June 2011 and the corresponding period, as a result of the following transactions:

6 months ended 6 months ended

30 June 2011 30 June 2010 (unaudited) (unaudited)

Net book value of property, plant and equipment 516.9 366.9 as at 1 January

Additions, of which: 85.9 158.9 Purchases and modernization 69.2 158.3 Obtaining control over subsidiaries 8.8 0.6 Finance leases 7.9 -

Reductions, of which: (48.5) (41.9) Depreciation charge for the period reported (42.2) (35.3) Disposal and liquidation (6.3) (2.1) Impairment charge for the period reported - (2.0) Reclassification to assets classified as held for sale - (2.5)

Foreign currency differences on translation of (1.3) (2.0) foreign subsidiaries

Net book value of property, plant and equipment 553.0 481.9 as at 30 June

Both during the period of 6 months ended 30 June 2011 and the corresponding period, the Group recognized a net gain on disposal of tangible fixed assets in the amount of PLN 0.6 million and PLN 0.5 million, respectively.

All figures in millions of PLN, unless stated otherwise 86 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

7. Intangible assets The net book value of intangible assets changed, during the period of 6 months ended 30 June 2011 and the corresponding period, as a result of the following transactions:

6 months ended 6 months ended

30 June 2011 30 June 2010 (unaudited) (unaudited)

Net book value of intangible assets 2,813.2 2,643.0 as at 1 January

Additions, of which: 42.5 64.7 Purchases and modernization 13.1 54.2 Obtaining control over subsidiaries 4.1 8.1 Costs of research and development projects 25.2 2.4 in progress Other 0.1 -

Reductions, of which: (46.9) (25.4) Amortization charge for the period reported (46.6) (25.3) Disposal and liquidation (0.3) (0.1)

Foreign currency differences on translation of (2.8) (3.6) foreign subsidiaries

Net book value of intangible assets 2,806.0 2,678.7 as at 30 June

Intangible assets include, among others, the goodwill arising from the Parent Company's mergers with the following companies: Asseco Poland (former Comp Rzeszów), Prokom Software, ABG, ABG (former DRQ) and Asseco Systems, as well as from the mergers conducted by Asseco Business Solutions, Asseco Central Europe, and Asseco Germany. Goodwill recognized on the mergers amounted to PLN 2,173.8 million as at 30 June 2011, and to PLN 2,173.7 million as at 31 December 2010, and to PLN 2,174.9 million as at 30 June 2010.

All figures in millions of PLN, unless stated otherwise 87 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

8. Goodwill arising from consolidation

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited)

Asseco Central Europe Group 233.7 213.1 182.4 Asseco South Eastern Europe Group 504.8 501.7 455.2 Asseco DACH Group 197.8 197.1 205.9 Asseco South Western Europe Group 36.4 35.7 53.3 Formula Systems Group 1,160.8 1,147.9 n/a Asseco Business Solutions S.A. 92.1 92.1 92.1 Asseco Systems S.A. 14.2 14.2 14.2 Sawan S.A. 2.7 2.7 2.7 ZUI Novum Sp. z o.o 0.3 0.3 0.3 ADH-Soft Sp. z o.o. 4.2 4.2 4.2 Combidata Poland Sp. z o.o. 35.6 35.6 35.6 Profirma Sp. z o.o. 0.5 0.5 0.5 ABG S.A. (former DRQ S.A.) 25.2 25.2 25.2 SI KAPITAŁ S.A. 32.5 32.5 32.5 Alatus Sp z.o.o. 1.6 1.6 1.6 ZUI OTAGO Sp. z o.o 18.3 18.3 22.5 Sintagma UAB Sp. z o.o. 14.9 14.8 15.5 Asseco Denmark A/S 23.5 24.5 25.6 Peak Consulting ApS 6.7 6.7 7.0 Gladstone Consulting Ltd 26.6 28.6 34.1 2,432.4 2,397.3 1,210.4

All figures in millions of PLN, unless stated otherwise 88 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

During the period of 6 months ended 30 June 2011, the goodwill from consolidation changed as follows:

Foreign currency Consolidation Change on Consolidation Increase on translation goodwill at revaluation goodwill at the acquisition differences the beginning of deferred the end of of shares on subsidiary of the period payments the period companies (+/-)

Asseco Central Europe Group 213.1 - - 20.6 233.7 Asseco South Eastern Europe Group 501.7 - - 3.1 504.8 Asseco DACH Group 197.1 - - 0.7 197.8 Asseco South Western Europe Group 35.7 - - 0.7 36.4 Formula Systems Group 1,147.9 - 77.7 (64.8) 1,160.8 Asseco Business Solutions S.A. 92.1 - - - 92.1 Asseco Systems S.A. 14.2 - - - 14.2 Sawan S.A. 2.7 - - - 2.7 ZUI Novum Sp. z o.o 0.3 - - - 0.3 ADH-Soft Sp. z o.o. 4.2 - - - 4.2 Combidata Poland Sp. z o.o. 35.6 - - - 35.6 Profirma Sp. z o.o. 0.5 - - - 0.5 ABG S.A. (former DRQ S.A.) 25.2 - - - 25.2 SI KAPITAŁ S.A. 32.5 - - - 32.5 Alatus Sp z.o.o. 1.6 - - - 1.6 ZUI OTAGO Sp. z o.o 18.3 - - - 18.3 Sintagma UAB Sp. z o.o. 14.8 - - 0.1 14.9 Asseco Denmark A/S 24.5 (1.1) - 0.1 23.5 Peak Consulting ApS 6.7 - - - 6.7 Gladstone Consulting Ltd 28.6 - - (2.0) 26.6 2,397.3 (1.1) 77.7 (41.5) 2,432.4

Asseco Central Europe Group (hereinafter "Asseco CE")  Acquisition of M-ELEKTRONIK, s.r.o. On 1 April 2011, Slovanet (a subsidiary of Asseco CE) acquired 100% shares in the company M-ELEKTRONIK, s.r.o. for the total price of EUR 0.3 million. M-ELEKTRONIK has operated as a provider of transmission and Internet services in the Slovak market for 13 years and built a customer base of nearly 9.4 thousand clients. Goodwill arising from the purchase of shares in M-Elektronik was recognized on the basis of provisional values of identifiable assets, liabilities and contingent liabilities. The difference between the provisional value and book value of net assets acquired resulted primarily from the fair value of intangible assets (customer relations) that were recognized as at the acquisition date. As at 30 June 2011, the Group has not yet completed the process of allocation of the purchase cost. Therefore, goodwill recognized on the acquisition of M-Elektronik may be subject to change till the end of 2011. The provisional values of identifiable assets and liabilities of M-Elektronik as at the date of obtaining control were as follows:

All figures in millions of PLN, unless stated otherwise 89 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Provisional value as at the acquisition date EUR millions PLN millions Assets acquired Property, plant and equipment 0.3 1.0 Intangible assets 0.4 1.5 Trade accounts receivable and other - receivables 0.1 Total assets 0.7 2.6

Liabilities acquired Trade accounts payable and other liabilities 0.3 1.1 Provisions 0.1 0.3 Total liabilities 0.4 1.4

Provisional value of net assets 0.3 1.2

Equity interest acquired 100% 100%

Purchase cost 0.3 1.2

Goodwill as at the acquisition date - -

 Acquisition of Wimax Telecom Slovakia, s.r.o. On 12 May 2011, Slovanet (a subsidiary of Asseco CE) acquired 100% shares in the company Wimax Telecom Slovakia s.r.o. (hereinafter "Wimax") for the price of EUR 0.9 million. The amount of EUR 0.7 million was paid on the date of obtaining control, while the remaining EUR 0.2 million constitutes a conditional payment. Both as at the date of obtaining control and the balance sheet date, deferred payment for the controlling interest is carried at fair value; whereas, any subsequent changes thereof will be recognized through profit or loss. Wimax has operated as a provider of broadband Internet access in Slovakia for 5 years and built a customer base of nearly 8.5 thousand clients. Goodwill arising from the purchase of shares in Wimax was recognized on the basis of provisional values of identifiable assets, liabilities and contingent liabilities. The difference between the provisional value and book value of net assets acquired resulted primarily from the value of deferred income tax assets carried at the acquisition date, representing tax-deductible losses incurred in prior years. As at 30 June 2011, the Group has not yet completed the process of allocation of the purchase cost. Therefore, goodwill recognized on the acquisition of Wimax may be subject to change till the end of 2011.

All figures in millions of PLN, unless stated otherwise 90 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

The provisional values of identifiable assets and liabilities of Wimax as at the date of

obtaining control were as follows:

Provisional value as at the acquisition date EUR millions PLN millions Assets acquired Property, plant and equipment 1.0 3.8 Intangible assets 0.9 3.6 Deferred income tax assets 1.2 5.1 Receivables 0.1 0.5 Other assets 0.1 0.3 Total assets 3.3 13.3

Liabilities acquired Interest-bearing bank loans, borrowings and 2.0 7.7 debt securities Trade accounts payable and other liabilities 0.5 2.0 Provisions 0.1 0.6 Total liabilities 2.6 10.3

Provisional value of net assets 0.7 3.0

Equity interest acquired 100% 100%

Purchase cost 0.7 3.0

Goodwill as at the acquisition date - -

Magic Software Group (Formula Systems Group)  Acquisition of shares in Magix Integration (Proprietary) Ltd. On 3 December 2010, Magic Software acquired a 51% stake in the company Magix Integration (Proprietary) Ltd. (hereinafter "Magix"). Magix is a distributor of Magic Software's products in the Republic of South Africa. The process of obtaining control was completed on 1 January 2011. The purchase cost for a controlling interest was estimated at USD 2.5 million; however, it shall depend on financial results generated by Magix for the 12 months after being taken over. In addition, under the share acquisition agreement, non-controlling shareholders of Magix as well as Magic Software were both granted put or call options, respectively, for the additional 24% stake in the target company, which option was subsequently exercised by Magic Software on 1 April 2011. As at 30 June 2011, the Group has not yet completed the process of allocation of the purchase cost. Therefore, goodwill recognized on the acquisition of Magix may be subject to change till the end of 2011. In the accounting for the take-over of control of Magix, the Group opted to apply fair value measurement of the non-controlling interest. The provisional values of identifiable assets and liabilities of Magix as at the date of obtaining control were as follows:

All figures in millions of PLN, unless stated otherwise 91 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Provisional value as at the acquisition date USD millions PLN millions

Provisional value of net assets - - Equity interest acquired 51.0% 51.0%

Fair value of the non-controlling interest 1.5 4.2 at the date of obtaining control

Purchase cost (including a conditional payment) 1.6 4.3

Goodwill as at the acquisition date 3.1 8.5

 Acquisition of shares in Complete Business Solutions Ltd. On 5 April 2011, CarPro Systems Ltd. (a subsidiary of Magic Software) acquired a 95% stake in the company Complete Business Solutions seated in Israel. The process of obtaining control was completed on 15 May 2011 when 100,035 shares in Complete Business Solutions were transferred to the buyer. The purchase cost for the 95% stake was estimated at USD 5.7 million. As at 30 June 2011, the Group has not yet completed the process of allocation of the purchase cost. Therefore, goodwill recognized on the acquisition of Complete Business Solutions may be subject to change till the end of 2011. In the accounting for the take-over of control of Complete Business Solutions, the Group opted to apply fair value measurement of the non-controlling interest.

Provisional value as at the acquisition date USD millions PLN millions Assets acquired Property, plant and equipment 0.3 0.8 Receivables 1.1 3.1 Other assets 0.1 0.1 Total assets 1.5 4.0

Liabilities acquired Trade accounts payable 0.2 0.5 Other liabilities 0.6 1.6 Dividends payable 0.3 0.8 Deferred expenses 0.1 0.2 Provisions - 0.1 Total liabilities 1.2 3.2

Provisional value of net assets 0.3 0.8

Equity interest acquired 95.0% 95.0%

Fair value of the non-controlling interest 0.3 0.8 at the date of obtaining control

Purchase cost 5.7 15.8

Goodwill as at the acquisition date 5.7 15.8

All figures in millions of PLN, unless stated otherwise 92 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Matrix IT Group (Formula Systems Group)  Acquisition of shares in K.B.I.S. Ltd. In January 2011, Matrix IT signed an agreement to acquire a 51% stake in K.B.I.S. Ltd. for the price of NIS 6.9 million. The amount of NIS 4.6 million was paid on the agreement execution date, while the remaining NIS 2.3 million constitutes a conditional payment depending on the amount of operating profit generated by the target company for 2011. In addition, under the share acquisition agreement, both the parties were granted put or call options, respectively, for all the remaining non-controlling interests. As at 30 June 2011, the Group has not yet completed the process of allocation of the purchase cost. Therefore, goodwill recognized on the acquisition of K.B.I.S. may be subject to change till the end of 2011. The provisional values of identifiable assets and liabilities of K.B.I.S. as at the date of obtaining control were as follows:

Provisional value

as at the acquisition date NIS millions PLN millions Assets acquired Property, plant and equipment 0.5 0.4 Trade accounts receivable 0.6 0.5 Other receivables 0.2 0.3 Total assets 1.3 1.2

Liabilities acquired Trade accounts payable and other liabilities 1.0 0.9 Dividends payable 0.2 0.2 Total liabilities 1.2 1.1

Provisional value of net assets 0.1 0.1

Equity interest acquired 100% 100% (including shares under put options)

Fair value of net assets acquired 0.1 0.1

Purchase cost (including a conditional payment and 13.8 11.3 liabilities under written put options)

Goodwill as at the acquisition date 13.7 11.2

All figures in millions of PLN, unless stated otherwise 93 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

 Acquisition of shares in Matchpoint IT Ltd. In March 2011, Matrix IT signed an agreement to acquire a 75% stake in Matchpoint IT Ltd. for the price of NIS 10.5 million. Furthermore, the agreement provides for the possibility of increasing the purchase price by an additional NIS 2.0 million, depending on the amount of operating profit achieved by the target company within two years following the acquisition. Both as at the date of obtaining control and the balance sheet date, deferred payment for the controlling interest is carried at fair value; whereas, any subsequent changes thereof will be recognized through profit or loss. The process of obtaining control was completed on 1 April 2011. In addition, non-controlling shareholders hold a put option while Matrix holds a call option for the remaining 25% stake of shares. As at 30 June 2011, the Group has not yet completed the process of allocation of the purchase cost. Therefore, goodwill recognized on the acquisition of Matchpoint IT may be subject to change till the end of 2011. The provisional values of identifiable assets and liabilities of Matchpoint IT as at the date of obtaining control were as follows:

Provisional value

as at the acquisition date NIS millions PLN millions Assets acquired Property, plant and equipment 0.1 0.1 Trade accounts receivable 7.4 6.0 Other receivables 1.4 1.1 Total assets 8.9 7.2

Liabilities acquired Interest-bearing bank loans, borrowings and debt 0.3 0.2 securities Trade accounts payable and other liabilities 5.1 4.1 Provisions 2.6 2.2 Total liabilities 8.0 6.5

Provisional value of net assets 0.9 0.7

Equity interest acquired 100% 100% (including shares under put options)

Fair value of net assets acquired 0.9 0.7

Purchase cost (including a conditional payment and 13.9 11.3 liabilities under written put options)

Goodwill as at the acquisition date 13.0 10.6

All figures in millions of PLN, unless stated otherwise 94 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

 Acquisition of shares in Babcom Centers Ltd. On 13 April 2011, Matrix IT signed an agreement to acquire a 50.1% stake in Babcom Centers Ltd. for the price of NIS 15.0 million. Furthermore, the agreement provides for the possibility of increasing the purchase price by an additional NIS 4.0 million, depending on the amount of operating profit achieved by the target company within two years following the acquisition. Both as at the date of obtaining control and the balance sheet date, deferred payment for the controlling interest is carried at fair value; whereas, any subsequent changes thereof will be recognized through profit or loss. The process of obtaining control was completed on 31 May 2011. In addition, non-controlling shareholders hold a put option while Matrix holds a call option for the remaining 49.9% stake of shares. As at 30 June 2011, the Group has not yet completed the process of allocation of the purchase cost. Therefore, goodwill recognized on the acquisition of Babcom Centers may be subject to change till the end of 2011. The provisional values of identifiable assets and liabilities of Babcom Centers as at the date of obtaining control date were as follows:

Provisional value

as at the acquisition date NIS millions PLN millions Assets acquired Property, plant and equipment 3.3 2.7 Trade accounts receivable 7.5 6.1 Other receivables 0.5 0.4 Total assets 11.3 9.2

Liabilities acquired Trade accounts payable and other liabilities 5.5 4.5 Dividends payable 3.1 2.5 Provisions 1.1 1.0 Total liabilities 9.7 8.0

Provisional value of net assets 1.6 1.2

Equity interest acquired 100% 100% (including shares under put options)

Fair value of net assets acquired 1.6 1.2

Purchase cost (including a conditional payment and 40.3 32.8 liabilities under written put options)

Goodwill as at the acquisition date 38.7 31.6

All figures in millions of PLN, unless stated otherwise 95 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

9. Financial assets As at 30 June 2011 and in the corresponding periods, the Group held the following financial assets:

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Loans granted, of which: 37.5 7.6 40.7 3.9 20.2 3.2 Loans granted to entities related through the Key Management Personnel 33.4 0.9 35.4 0.4 18.0 0.4 Loans granted to employees 0.5 0.9 1.1 0.7 0.2 0.4 Loans granted to other entities 3.6 5.8 4.2 2.8 2.0 2.4

Financial assets held to maturity, of which: 0.8 25.9 - - - - Treasury bonds - 8.2 - - - - Term deposits 0.8 17.7 - - - -

Financial assets carried at fair value through profit or loss, of which: 11.2 66.1 11.1 104.8 17.2 - Currency forward contracts 11.2 0.1 11.1 - 17.2 - Corporate bonds - 26.0 - 39.1 - - Treasury bonds - 30.9 - 55.8 - - Shares in companies quoted on active markets - 9.1 - 9.9 - -

Financial assets available for sale, of which: 19.9 6.3 21.3 20.6 13.6 6.3 Shares in companies quoted on active markets 4.3 0.6 4.4 0.6 2.4 - Shares in companies not listed on stock markets 9.1 - 15.8 - 10.2 - Corporate bonds 6.4 4.4 - 6.5 - - Treasury bonds - 1.2 - 9.6 0.3 6.0 Other financial assets available for sale 0.1 0.1 1.1 3.9 0.7 0.3

Total 69.4 105.9 73.1 129.3 51.0 9.5

All figures in millions of PLN, unless stated otherwise 96 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Loans granted are measured at amortized cost at each balance sheet date. Loans to related entities were granted on an arm's length basis. The balance of loans granted to other entities comprises primarily the notes payable issued by Prokom Investments S.A. (net of impairment write-downs made) as well as the loan extended to Uniquare Software Development GmbH. Financial assets held to maturity are measured at amortized cost at each balance sheet date. Financial assets held to maturity comprise primarily term cash deposits with maturities exceeding 3 months. Financial assets carried at fair value through profit or loss include forward transactions for purchase or sale of foreign currencies and the portfolio of financial assets held for trading, which comprise corporate bonds quoted on active markets and investment-rated Treasury bonds, as well as shares in companies quoted on active markets. Investments in debt securities and company shares are an alternative form of spare cash management as applied by Matrix IT Ltd. (a subsidiary of the Formula Systems Group). Forward transactions have been concluded chiefly in order to hedge against the foreign currency risk resulting from finance leases of real estate. The fair value of currency forward contracts is determined at each balance sheet date using calculation models based on inputs that are directly observable in active markets. Whereas, the fair value of the financial assets portfolio is determined on the basis of quoted prices of such assets in active markets. Financial assets available for sale include primarily equity investments not exceeding 20% of the target company's outstanding stock as well as Treasury bonds purchased without an intention to be held to maturity. Investments in companies quoted on active markets are measured at fair value at each balance sheet date, on the basis of their closing prices on the balance sheet date. Any changes in such valuation are recognized in other comprehensive income. Investments in companies not listed on active markets are measured at their purchase cost adjusted by any impairment charges.

All figures in millions of PLN, unless stated otherwise 97 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

10. Income and expenses recognized in the interim condensed consolidated profit and loss account, by category of financial instruments The following table presents financial income and expenses recognized on particular categories of financial instruments and disclosed in the interim condensed consolidated profit and loss account for the period of 6 months ended 30 June 2011 as well as for the comparative period:

Reversal Gain (loss) on Gain (loss) on Interest income (recognition) foreign exchange valuation and Total For 6 months ended 30 June 2011 (expense): of impairment differences exercise write-downs (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) Financial assets / liabilities carried at fair value through profit or loss 2.7 - - (4.1) (1.4) Financial derivatives embedded in trade contracts - - - (0.5) (0.5) Debt securities 2.7 - - (3.6) (0.9)

Financial assets available for sale 0.1 (0.1) - - - Debt securities 0.1 (0.1) - - -

Financial assets held to maturity 0.1 - 0.1 - 0.2 Debt securities 0.1 - 0.1 - 0.2

Loans granted and receivables 2.1 (1.6) 0.5 - 1.0 Loans granted 1.7 - 0.2 - 1.9 Trade accounts receivable 0.4 (1.6) 0.3 - (0.9)

Cash and cash equivalents 7.5 1.0 - - 8.5

Financial liabilities valued at amortized cost (8.6) (0.2) - - (8.8) Bank loans (0.1) - - - (0.1) Loans (2.0) (0.2) - - (2.2) Debt securities (6.5) - - - (6.5)

Trade accounts payable (0.5) 1.8 - - 1.3

All figures in millions of PLN, unless stated otherwise 98 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Reversal Gain (loss) on Gain (loss) on Interest income (recognition) foreign exchange valuation and Total For 6 months ended 30 June 2010 (expense): of impairment differences exercise write-downs (unaudited) (unaudited) (unaudited) (unaudited) (unaudited)

Financial assets / liabilities carried at fair value - (6.4) - 7.9 1.5 through profit or loss Financial derivatives embedded in trade contracts - (6.4) - 9.5 3.1 Currency forward contracts - - - (1.6) (1.6)

Financial assets available for sale 0.6 - - - 0.6 Debt securities 0.6 - - - 0.6

Loans granted and receivables 2.8 (3.1) 18.9 - 18.6 Loans granted 1.0 - - - 1.0 Trade accounts receivable 1.8 (3.1) 18.9 - 17.6

Cash and cash equivalents 3.4 (0.1) - - 3.3

Financial liabilities valued at amortized cost (3.1) - - - (3.1) Bank loans (3.1) - - - (3.1)

Trade accounts payable - (0.9) - - -

All figures in millions of PLN, unless stated otherwise 99 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

11. Deferred expenses

30 June 2011 31 Dec. 2010 30 June 2010 Deferred expenses (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Prepaid maintenance services and license 21.6 61.5 22.8 54.5 6.9 40.2 fees Prepaid rents 1.3 2.7 1.7 2.3 - 3.8 Prepaid insurance - 3.1 - 2.4 - 2.3 Prepaid sponsoring and advertising 13.1 14.5 11.9 14.3 - 15.7 Other prepaid services 0.5 8.4 - 7.2 - 7.2 Other 0.3 8.4 1.5 5.0 1.4 4.1

36.8 98.6 37.9 85.7 8.3 73.3

As at 30 June 2011 as well as the end of corresponding periods, deferred expenses consisted mainly of: . costs of prepaid maintenance services and licensing fees that will be gradually expensed in the profit and loss account in future periods, . prepaid marketing and advertising expenses, mostly in favour of Asseco Prokom Gdynia and Asseco Resovia.

All figures in millions of PLN, unless stated otherwise 100 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

12. Long-term and short-term receivables

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term Trade accounts receivable 4.4 771.6 6.3 1,016.3 6.3 516.2 from related companies - 3.7 - 4.7 - 1.9 from other companies 4.4 801.7 6.3 1,047.7 6.3 540.6 Revaluation write-downs on trade accounts receivable - (33.8) - (36.1) - (26.3)

Corporate income tax recoverable - 27.2 - 20.3 - 9.3

Receivables from the State budget - 10.8 - 16.4 - 24.9 Value added tax - 4.4 - 11.3 - 21.4 Other - 6.4 - 5.1 - 3.5

Other receivables 39.2 441.5 32.1 286.2 51.6 203.7 Receivables from book valuation of IT contracts - 154.0 - 113.1 - 128.3 Receivables from non-invoiced deliveries - 170.6 - 73.6 - 38.8 Receivables under finance leases 0.9 1.9 1.9 1.6 2.2 0.7 Receivables from guarantees of due performance of contracts 3.2 12.6 10.7 5.3 13.4 2.3 Receivables from subsidies - 39.7 - 23.2 - Receivables from advance payments and deposits 19.0 23.2 3.6 33.7 1.8 7.1 Receivables from employees - 1.6 - 1.8 - 1.8 Receivables from disposal of tangible fixed assets 1.4 3.6 - 4.5 - 6.9 Receivables from disposal of shares in subsidiary companies 4.7 20.6 4.1 22.2 26.9 1.1 Net assets under defined employee benefits plan 3.2 - 3.5 - - - Other receivables 9.1 20.5 10.4 13.3 7.8 26.8 of which from related companies 5.2 7.0 5.7 - - - Revaluation write-downs on other receivables (2.3) (6.8) (2.1) (6.1) (0.5) (10.1)

All figures in millions of PLN, unless stated otherwise 101 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

The usual payment term of trade accounts receivable ranges from 14 days to 3 months. The Group has a relevant policy based on selling its products to reliable clients only. Owing to that, in the management's opinion, the credited sales risk would not exceed the level covered by allowances for doubtful accounts. The transactions with related companies are presented in Note 18 to these interim condensed consolidated financial statements. Receivables from valuation of IT contracts (implementation contracts) result from the surplus of the percentage of completion of implementation contracts over invoices issued. Receivables relating to non-invoiced deliveries result from sales of services which were performed during the period reported, but have not been invoiced until the balance sheet date. Receivables relating to guarantees of due performance of contracts constitute a security in cash transferred to customers in order to compensate for any potential losses should the company fail to fulfil its contractual obligations. Receivables from disposal of shares in subsidiaries include receivables from sale of shares in the companies of Koma Nord and Uniquare. These receivables are interest bearing. Receivables from subsidies are related basically to the projects of IT Competence Center and Wilanów IT Center. The first project is implemented based on the agreement signed with the Ministry of Economy on 25 March 2010. The government grant is intended primarily to subsidize the salary costs, with a restriction that it may not exceed PLN 36.3 million representing 30% of the maximum amount of qualified expenses. The second project is implemented based on the agreement signed with the Ministry of Economy on 30 December 2010. The government grant is intended primarily to subsidize the costs of construction of Wilanów IT Center, with a restriction that it may not exceed PLN 31.1 million representing 30% of the maximum amount of qualified expenses.

13. Cash and cash equivalents

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited)

Cash at bank 320.1 350.0 158.5 Cash on hand 1.5 1.3 0.7 Short-term bank deposits (up to 3 months) 312.6 483.0 350.4 Cash equivalents 0.9 0.7 0.5 Total cash and cash equivalents as disclosed 635.1 835.0 510.1 in the balance sheet of which interest charged on cash and cash 0.2 0.2 - equivalents Total cash and cash equivalents as disclosed 634.9 834.8 510.1 in the cash flow statement

The interest on cash at bank is calculated with variable interest rates which depend on bank overnight deposit rates. Short-term deposits are made for varying periods of between one day and three months, depending on the immediate cash requirements of our companies, and earn interest at the respective short-term deposit rates.

All figures in millions of PLN, unless stated otherwise 102 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

14. Financial liabilities

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited)

Long-term Short-term Long-term Short-term Long-term Short-term

Financial instruments embedded in trade - - - - - 2.2 contracts Liabilities due to currency forward contracts - - - 0.1 - 0.5 concluded Liabilities due to dividend payment - 13.7 - 4.8 - 114.7 Liabilities due to the acquisition of shares – 14.9 21.8 29.3 47.3 2.7 12.1 deferred payments for controlling interests Liabilities due to the acquisition of non-controlling 90.3 6.0 85.1 - 96.2 - interests in subsidiaries (put options) Other financial liabilities 0.8 0.3 0.8 0.2 0.8 0.2

106.0 41.8 115.2 52.4 99.7 129.7

As at 30 June 2011 as well as in the corresponding periods, the Group carried estimated liabilities by virtue of deferred payments for controlling interests in companies acquired by the Parent Company as well as by Asseco Central Europe, Matrix IT, Magic Software, and Asseco South Eastern Europe in the years 2010-2011. The amount of such liabilities as at 30 June 2011 was lower than as at 31 December 2010 basically as a result of settlement of the payment for shares acquired in the companies of Asseco Denmark and Necomplus (payment in cash) as well as extinguishing liabilities under the agreement for acquisition of EST company (issuance of series T shares by ASEE). Concurrently, the Group recognized new liabilities arising on the acquisition of Magix Integration (Proprietary) Ltd. by Magic Software and on the acquisition of Babcom Centers and K.B.I.S. by Matrix IT. As at 30 June 2011, liabilities due to dividend payment comprised dividends payable to non-controlling shareholders of the following companies: Asseco South Eastern Europe (PLN 6.4 million), Combidata Poland (PLN 2.6 million), Necomplus (PLN 1.4 million), and Asseco SEE Croatia (PLN 1.8 million).

All figures in millions of PLN, unless stated otherwise 103 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

As at 30 June 2011 and in the corresponding periods, the Group recognized estimated liabilities by virtue of put options it had granted to non-controlling shareholders of the following companies:

Liabilities under put options

granted to non-controlling shareholders 30 June 2011 31 Dec. 2010 30 June 2010 Name of company (unaudited) (restated) (unaudited)

Statlogics Zrt 6.0 13.2 13.8 UAB Sintagma 11.8 14.4 14.3 Asseco South Eastern Europe S.A.1) 47.3 55.1 58.8 Multicard d.o.o. 1.1 1.1 9.3 Companies of Matrix IT Group2) 30.1 1.3 - 96.3 85.1 96.2 1) Option extended in favour of the European Bank for Reconstruction and Development 2) Obligation related to the acquisition of the companies: Babcom Centers, Matchpoint, and K.B.I.S. The amounts of the above-mentioned liabilities have been estimated using the formula for determination of the option exercise price, as defined in the option agreements, which corresponds to a given company's net profit for the contractual term multiplied by a predetermined coefficient.

All figures in millions of PLN, unless stated otherwise 104 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

15. Interest-bearing bank loans and debt securities issued

Outstanding debt as at: Maximum debt as at: Repayment Credit currency Effective interest rate date 30 June 2011 31 Dec. 2010 30 June 2011 31 Dec. 2010 (unaudited) (restated) (unaudited) (restated)

3Q 2011 7.0 6.9 8.2 9.9 EONIA+margin not specified 5.4 5.3 14.0 9.9 3Q 2011 7.4 3.3 8.8 8.7 EUR EURIBOR+margin 4Q 2011 0.1 - 0.1 - not specified 0.6 0.7 not specified not specified fixed interest rate 2010 - - - 1.6 HUF fixed interest rate 3Q 2011 1.0 0.8 1.1 10.7 MKD fixed interest rate 2Q 2011 - - 0.1 0.1 NIS Prime (Israel) + margin not specified 7.9 1.6 7.9 1.6 2010 - - - 20.4 4Q 2011 - - 300.0 300.0 PLN WIBOR+margin

Bank overdraft facilities overdraft Bank 1H 2012 3.9 - 99.5 96.0 2H 2012 - - 150.0 150.0 multi-currency EURIBOR/LIBOR/BUBOR+margin 1H 2012 - - 6.0 7.9

33.3 18.6 595.7 616.8

As at 30 June 2011, total funds available to the Asseco Group under bank account overdraft facilities reached approx. PLN 595.7 million (vs. PLN 616.8 million as at the end of 2010). As at the end of the period reported, the Group has drawn PLN 33.3 million (vs. PLN 18.6 million outstanding as at the end of the prior year).

All figures in millions of PLN, unless stated otherwise 105 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

30 June 2011 31 Dec. 2010 Credit currency Effective interest rate Repayment date (unaudited) (restated) short-term long-term short-term long-term

2H 2012 2.2 1.1 2.2 2.2 2013 8.5 9.9 8.6 14.0 EURIBOR+margin 2015 0.6 4.2 0.4 4.6

2017 0.1 0.6 0.1 0.6

EUR 2022 - 0.2 - 0.2

1H 2012 - - 0.1 - credits

2H 2012 3.1 5.0 0.1 10.7 fixed interest rate 2013 0.5 1.7 0.1 2.1 2015 - - 0.2 -

fixed interest rate 1H 2012 2.9 - 3.3 1.3 revolving - 1Q 2011 - - 0.4 - NIS

Non Prime (Israel) + margin 1H 2012 9.9 - 11.0 4.8 2H 2012 3.5 0.9 3.5 2.8 PLN WIBOR+margin 2022 - 110.7 - 86.2 RSD fixed interest rate 3Q 2011 0.7 - 1.6 - TRY fixed interest rate 2014 - 0.1 - 0.1 32.0 134.4 31.6 129.6

All figures in millions of PLN, unless stated otherwise 106 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

30 June 2011 31 Dec. 2010

Credit currency Effective interest rate Repayment date (unaudited) (restated) short-term long-term short-term long-term

2Q 2011 - - 0.6 - 3Q 2011 1.3 - 0.6 - EURIBOR+margin 4Q 2011 11.2 - 4.2 - 1H 2012 4.0 - 1.9 - not specified - 2.5 - 1.9 EUR 1Q 2011 - - 2.1 -

3Q 2011 - - 0.1 - 4Q 2011 2.1 - - - fixed interest rate Loans 2H 2012 0.3 0.1 0.3 0.3 2013 0.1 0.1 0.2 0.2 2014 0.2 0.7 0.2 0.8 RSD fixed interest rate 1H 2012 - - - - TRY fixed interest rate 3Q 2011 0.1 - 0.1 - EURIBOR+margin 4Q 2011 0.1 - - - USD fixed interest rate 2H 2012 0.4 0.2 0.4 0.4 19.8 3.6 10.7 3.6

The Group's liabilities under non-revolving credits and loans amounted to PLN 189.8 million as at 30 June 2011, of which PLN 138 million represented liabilities with maturity over 12 months. Whereas, as at 31 December 2010, liabilities under non-revolving credits and loans amounted to PLN 175.5 million, of which PLN 133.2 million represented long-term liabilities.

All figures in millions of PLN, unless stated otherwise 107 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

As at 30 June 2011, the Group carried liabilities by virtue of issuance of debt securities. The table below presents basic parameters of debt securities outstanding as at the balance sheet date:

Division into short- and 30 June 2011 31 Dec. 2010 Effective interest rate Currency Redemption date long-term portion (unaudited) (restated)

Debt securities issued by long-term portion 92.7 93.9 2013-12-31 5.2% NIS Matrix IT Ltd short-term portion 46.5 47.2 2011-12-31 139.2 141.1

These debt securities were issued in August 2007 by Matrix Ltd. And are supposed to be redeemed in four equal portions of NIS 50 million (ca. PLN 40.3 million), on the following dates: 31 December 2010, 31 December 2011, 31 December 2012, and 31 December 2013. The first portion was redeemed in December 2010 while the remaining portions will be redeemed during the next years. As of 21 February 2008, these securities have been listed on TASE. In the period reported, the margins realized by lenders to the Asseco Group companies ranged from 0.095 to 3.5 percentage points. Whereas, in the previous year such margins ranged between 0.095 and 5 percentage points. Hence, the Group’s total liabilities under all credits and loans taken out and debt securities issued aggregated at PLN 362.3 million as at 30 June 2011 (vs. the amount of PLN 335.2 million outstanding as at 31 December 2010).

In the tables below are presented the collaterals that were made to secure bank loans, credit facilities and bank guarantees granted to the Group.

All figures in millions of PLN, unless stated otherwise 108 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Assets serving as security for bank credit facilities:

Utilized amount of loan facility Net value of assets secured with assets Category of assets 30 June 2011 31 Dec. 2010 30 June 2011 31 Dec. 2010 (unaudited) (restated) (unaudited) (restated) Intangible assets - software 1.6 1.6 0.6 0.8 Tangible assets - land and buildings 201.6 203.3 110.7 87.1 Shares in subsidiary companies carried at book 14.5 13.1 19.5 24.5 value Current and future receivables 13.9 28.0 7.4 3.3 TOTAL 231.6 246.0 138.2 115.7

Assets serving as security for bank guarantee facilities:

Amount of granted guarantee secured with Net value of assets assets Category of assets 30 June 2011 31 Dec. 2010 30 June 2011 31 Dec. 2010 (unaudited) (restated) (unaudited) (restated) Treasury bonds 8.0 8.0 23.9 20.1 Inventories 3.1 3.3 - - Current receivables 5.1 2.5 - - Cash and cash equivalents 10.3 7.2 21.3 10.9 TOTAL 26.5 21.0 45.2 31.0

Some loans taken out in Polish and Israeli banks come with the so-called covenants, which impose an obligation to maintain certain financial ratios at the levels required by the bank. These ratios are related to the level of indebtedness, e.g. debt to EBITDA or debt to equity ratios, or to achieving the expected operating profits. In the event a company carrying such a covenanted loan fails to satisfy the said requirements, the bank may apply a sanction in the form of a higher credit margin. Alternatively, should the bank deem the new level of a ratio to be to low and unacceptable, the bank may in certain cases exercise its rights in the collateral provided as security.

All figures in millions of PLN, unless stated otherwise 109 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

16. Long-term and short-term trade accounts payable and other liabilities

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Trade accounts payable 0.4 273.5 0.3 457.0 0.8 216.6 from related companies - 3.7 - 13.6 - 0.4 from other companies 0.4 269.8 0.3 443.4 0.8 216.2

Corporate income tax payable 28.4 - 50.2 - 19.7

Liabilities to the State budget - 98.4 - 132.5 - 63.6 Value added tax (VAT) - 40.9 - 79.3 - 39.2 Personal income tax (PIT) - 7.6 - 11.5 - 8.4 Social Insurance Institution (ZUS) - 18.0 - 17.9 - 15.2 Withholding income tax - 10.9 - 0.2 - 0.1 Other - 21.0 - 23.6 - 0.7

Other liabilities 0.9 151.1 1.1 216.5 1.3 130.1 Liabilities arising from valuation of IT contracts - 20.5 - 83.3 - 80.3 Liabilities due to non-invoiced deliveries - 14.3 - 16.8 - 18.5 Liabilities due to guarantees of due performance of 0.2 0.1 0.1 0.1 0.6 0.1 contracts Liabilities to employees relating to salaries and - 90.9 - 84.9 - 12.5 wages Trade prepayments received - 18.5 - 26.4 - 13.5 Liabilities due to purchases of tangible assets and 0.5 0.7 - 1.3 - 0.5 intangible assets Other liabilities 0.2 6.1 1.0 3.7 0.7 4.7

1.3 551.4 1.4 856.2 2.1 430.0

All figures in millions of PLN, unless stated otherwise 110 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Trade accounts payable are not interest-bearing. Transactions with related companies are presented in Note 18 to these interim condensed consolidated financial statements. The amount resulting from the difference between VAT payable and VAT recoverable is paid to competent tax authorities on a monthly basis. Other liabilities relate mainly to items resulting from valuation of implementation contracts and non-invoiced deliveries. Other liabilities are not interest-bearing.

17. Accrued expenses and deferred income

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Accrued expenses, of which: - 189.3 - 187.1 - 97.9 Provision for unused annual leaves - 60.5 - 52.1 - 34.9 Provision for the employee and management - 54.3 - 81.3 - 40.7 bonuses Provision for expenses - 74.5 - 53.7 - 22.3

Deferred income, of which: 53.2 205.1 75.8 175.7 32.3 116.0 Maintenance services 29.1 142.3 48.9 136.1 10.6 79.8 Other prepaid services 4.6 44.8 6.1 34.3 - 21.2 Subsidies for the construction of assets 19.3 17.3 20.8 4.2 21.6 3.8 Averaging of instalments under operating 0.3 - 1.1 - 1.9 leases Other 0.2 0.4 - - 0.1 9.3

Accrued expenses comprise: provisions for unused annual leaves, provisions for salaries and wages of the current period to be paid out in future periods which result from the bonus schemes applied by the Group, provision for the audit of financial statements, and provisions for operating expenses of the Group's companies which were incurred in the current reporting period but have not been invoiced until the balance sheet date. The balance of deferred income (unearned revenues) comprises mainly future revenues recognized over time for the provision of services, such as IT support services, as well as subsidies for research and development projects.

All figures in millions of PLN, unless stated otherwise 111 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

18. Related party transactions

Asseco Group sales Asseco Group purchases Asseco Group Asseco Group Transactions with related companies to related entities from related entities receivables as at liabilities as at in the period of in the period of 6 months 6 months 6 months 6 months ended ended ended ended 30 June 31 Dec. 30 June 31 Dec.

30 June 30 June 30 June 30 June 2011 2010 2011 2010 2011 2010 2011 2010 (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (restated) (unaudited) (restated) Trade accounts receivable and payable Associated companies 3.2 4.9 1.0 1.2 0.8 2.1 0.2 0.3 Prvni Certifikacani Autorita, a.s. (I.CA) - 0.6 0.1 0.1 - - - 0.1 Postdata S.A. 3.2 4.3 - - 0.8 2.1 - - CodeConnexion Ltd. - - 0.9 1.1 - - 0.2 0.2

Entities excluded from consolidation - n/a 0.2 n/a 2.5 2.4 - - Higher School of Finance and Administration in Sopot - n/a 0.2 n/a 2.5 2.4 - -

Transactions with entities related through the Group's Key Management Personnel 0.2 0.6 14.2 n/a 12.6 5.8 3.2 12.9

Transactions with the Group's Key Management Personnel 0.1 n/a 4.7 n/a - 0.2 0.3 0.4

Total trade accounts receivable and payable 3.5 5.5 20.1 1.2 15.9 10.5 3.7 13.6

Loans granted to entities related through the Group's Key Management Personnel Matrix Inc. 0.4 n/a n/a n/a 20.3 20.2 n/a n/a Gambit Sp. z o.o. n/a n/a n/a n/a 12.7 14.9 n/a n/a Loans granted to Key Management Personnel n/a n/a n/a n/a 0.6 0.4 0.7 n/a Higher School of Finance and Administration in Sopot n/a n/a n/a n/a 0.4 0.4 n/a n/a PIW Postinfo Sp. z o.o. n/a n/a n/a n/a 0.3 n/a n/a n/a

Total loans 0.4 - - - 34.3 35.9 0.7 -

All figures in millions of PLN, unless stated otherwise 112 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

19. Notes to the statement of cash flows

Cash flows - operating activities The table below presents items included in the line "Changes in working capital" under the adjustments of operating cash flows:

6 months ended 6 months ended Changes in working capital 30 June 2011 30 June 2010 (unaudited) (unaudited)

Change in inventories 8.7 (4.9) Change in receivables 92.9 103.9 Change in liabilities (273.6) (149.8) Change in deferred and accrued expenses (9.1) (3.9) Change in provisions (17.8) (2.0) (198.9) (56.7)

Cash flows - investing activities The balance of cash flows under investing activities was affected primarily by: . Acquisition of tangible fixed assets and intangible assets for PLN 108.8 million, with the largest amounts corresponding to the costs of continued construction of the Parent Company's new office in Wilanów (PLN 31.3 million) as well as expenditures for ongoing research and development projects (PLN 24.3 million). The remaining outflows related primarily to purchases of transportation vehicles, computer hardware, and intangibles for internal purposes of the Asseco companies. . Expenditures for the acquisition of subsidiary companies, and cash and cash equivalents of acquired subsidiary companies:

Cost of acquisition Cash and cash of shares in equivalents of subsidiary acquired subsidiary companies companies

Acquisitions made by the Asseco South Western n/a Europe Group *8.4 Acquisitions made by the Asseco South Eastern n/a *5.6 Europe Group Acquisitions made by the Magic Software Group 1 22.0 - Acquisitions made by the Matrix IT Group 2 25.7 - Acquisitions made by the Asseco Central 3.7 - Europe Group 3 Payment for shares in Asseco Denmark *4.3 n/a 69.7 * Payment of a successive instalment for the controlling interest acquired before 1 January 2011 1 Acquisition of shares in the companies: Magix Integration (Proprietary) Ltd, Complete Software Solutions Ltd, and Complete Technologies Ltd 2 Acquisition of shares in the companies: K.B.I.S. Ltd, Matchpoint IT Ltd, and Babcom Centers Ltd 3 Acquisition of shares in the companies: Wimax Telecom Slovakia s.r.o and M-ELEKTRONIK, s.r.o

All figures in millions of PLN, unless stated otherwise 113 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Cash flows - financing activities . Proceeds from issuance of shares by subsidiaries – this item includes capital raised from the issuance of shares by Magic Software. . Expenditures for the acquisition of non-controlling interests amounting to PLN 11.5 million are related primarily to the acquisition of an additional stake in Sapiens International Corporation by Formula Systems, acquisition of an additional stake in Magix Integration (Proprietary) Ltd by Magic Software, as well as the exercise of a call option to acquire a non-controlling interest in Statlogics. . Dividend payments – this item includes dividends paid-out by the Parent Company in the amount of PLN 139.6 million, as well as dividends paid out to non-controlling shareholders by the following subsidiary companies: Matrix IT, Formula Systems, Asseco Central Europe, and Asseco Business Solutions.

20. Off-balance-sheet liabilities concerning related companies

As at 30 June 2011, guarantees and sureties extended by Asseco Poland for its indirectly owned subsidiary Asseco Germany in order to secure its bank loans and borrowings were as follows: . surety in the amount of PLN 10 million issued in favour of Deutsche Bank AG to back up a current account overdraft facility. As at 30 June 2011, liabilities under this overdraft facility amounted to PLN 3.8 million. The surety value as at 31 December 2010 amounted to PLN 9.9 million (vs. PLN 10.4 million as at 30 June 2010). This surety was extended for an indefinite period of time. . surety in the amount of PLN 10 million issued in favour of BW Bank to back up a current account overdraft facility. As at 30 June 2011, liabilities under this overdraft facility amounted to PLN 8.6 million. Whereas, as at 31 December 2010 the surety value amounted to PLN 9.9 million (vs. PLN 10.4 million as at 30 June 2010). As at 30 June 2011, sureties extended by Asseco Poland for it subsidiary Sintagma in order to secure its bank loans and guarantee facilities were as follows: . surety granted to UAB BTA Draudimas for liabilities of Sintagma by virtue of bank guarantees issued by the bank on behalf of that company. The surety value as at 30 June 2011 amounted to PLN 1.3 million. Whereas, as at 31 December 2010 liabilities under such guarantee amounted to PLN 1.3 million (vs. PLN 1.3 million as at 30 June 2010). On 14 April 2008, Asseco DACH S.A. agreed to provide financing to its subsidiary Asseco Germany by extending a surety covering its liabilities. This surety is limited to the amount by which liabilities of Asseco Germany surpass its assets, as per its up-to-date financial statements. In the event Asseco DACH S.A. was required to pay off liabilities of Asseco Germany, such payment would be limited to EUR 2.5 million (equivalent to PLN 10 million as at 30 June 2011, or PLN 9.9 million as at 31 December 2010, or PLN 10.4 million as at 30 June 2010). As at 30 June 2011, guarantees and sureties issued by and in favour of Asseco Central Europe a.s. were as follows: . subsidiary Slovanet a.s. was granted a guarantee for the amount of EUR 4.0 million to back up its liabilities towards Tatra Banka under a framework loan agreement. The guarantee value was estimated at PLN 16.2 million as at 30 June 2011, PLN 21.8 million as at 31 December 2010, and PLN 25.1 million as at 30 June 2010. . guarantee for the amount of EUR 0.8 million extended for subsidiary Slovanet a.s. to back up a loan taken out from Tatra Banka. It is a long-term loan to be repaid until the end of 2012. The guarantee value was estimated at PLN 3.3 million as at 30 June

All figures in millions of PLN, unless stated otherwise 114 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

2011, PLN 4.4 million as at 31 December 2010, and PLN 11.0 million as at 30 June 2010. . guarantee for the amount of EUR 0.1 million granted to subsidiary Slovanet to secure the repayment of its liabilities towards T Mobile a.s. (through Tatra Banka a.s.). The guarantee value was estimated at PLN 0.3 million as at 30 June 2011, PLN 0.3 million as at 31 December 2010, and PLN 0.2 million as at 30 June 2010.

21. Off-balance-sheet liabilities in favour of other companies

Within its commercial activities the Asseco Group uses bank guarantees, letters of credit, contract performance guarantees as well as tender deposits as forms of securing its business transactions with miscellaneous organizations, companies, and public administration bodies. The resulting contingent liabilities equalled PLN 139.4 million as at 30 June 2011, PLN 147.0 million as at 31 December 2010, and PLN 195.6 million as at 30 June 2010. Additionally, both as at 30 June 2011 and 31 December 2010, the Group was a party to a number of rental, leasing and other contracts of similar nature, resulting in the following future payments:

Liabilities under lease of space 30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited)

In the period up to 1 year 77.3 74, 6 49.2 In the period from 1 to 5 years 204.3 178.3 102.7 Over 5 years 14.0 20.9 16.0 295.6 273.8 167.9

Liabilities under operating lease of 30 June 2011 31 Dec. 2010 30 June 2010 property, plant and equipment (unaudited) (restated) (unaudited)

In the period up to 1 year 46.6 11.3 4.8 In the period from 1 to 5 years 46.9 18.7 4.1 Over 5 years 0.3 0.2 0.2 93.8 30.2 9.1

All figures in millions of PLN, unless stated otherwise 115 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

22. Employment

6 months ended 6 months ended

Average Group workforce 30 June 2011 30 June 2010 in the reporting period (unaudited) (unaudited)

Management Board of the Parent 11 10 Company Management Boards of the Group 135 104 companies Production departments 10,597 5,400 Maintenance departments 1,033 802 Sales departments 1,035 624 Administration departments 1,249 1,044 Total 14,060 7,984

30 June 2011 31 Dec. 2010 30 June 2010 The Group workforce as at (unaudited) (restated) (unaudited)

Management Board of the Parent 11 10 10 Company Management Boards of the Group 134 137 99 companies Production departments 10,815 9,756 5,280 Maintenance departments 1,066 1,242 800 Sales departments 1,034 1,098 612 Administration departments 1,230 1,300 1,007 14,290 13,543 7,808

Numbers of employees in the Group 30 June 2011 31 Dec. 2010 30 June 2010 companies as at (unaudited) (restated) (unaudited)

Asseco Poland S.A. 3,239 3,056 3,161 Asseco Central Europe Group 1,532 1,604 1,659 Asseco South Eastern Europe Group 1,213 1,194 1,024 Formula Systems Group 6,254 5,327 n/a Asseco DACH Group 350 339 315 Asseco South Western Europe Group 470 490 137 Asseco Business Solutions S.A. 684 680 663 Asseco Systems S.A. n/a 248 256 Sintagma UAB Sp. z o.o. 135 135 130 ZUI Novum Sp. z o.o. 53 52 51 ADH-Soft Sp. z o.o. 44 43 39 Gladstone Consulting Ltd - - - Combidata Poland Sp. z o.o. 190 204 193 Alatus Sp. z o.o. n/a 40 46 Asseco Denmark A/S 38 44 51 Peak Consulting ApS 15 13 14 ZUI OTAGO Sp. z o.o. 73 74 69

14,290 13,543 7,808

All figures in millions of PLN, unless stated otherwise 116 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

23. Seasonal and cyclical nature of business The Group's sales revenues are subject to some seasonality in individual quarters of a year. The fourth quarter revenues tend to be somewhat higher than in the remaining periods, as bulk of such turnover is generated from the IT services contracts executed for large enterprises and public institutions. Such entities make their purchases of hardware and licenses usually in the months of a year. 24. Capital expenditures During the first half of 2011, the Group incurred capital expenditures of PLN 123.1 million, of which PLN 108.2 million were spent for non-financial fixed assets. Whereas, during the first half of 2010, the Group incurred capital expenditures of PLN 273.9 million, of which PLN 217.9 million were spent for non-financial fixed assets. 25. Significant events after the balance sheet date Asseco Poland  Acquisition of shares in ADH Soft Sp. z o.o. On 29 July 2011, the Company signed an agreement to acquire a 45% stake of shares in ADH Soft Sp. z o.o. for PLN 3.6 million. These shares may be transferred to Asseco Poland S.A. following an approval of the transaction by the General Meeting of the acquired company; whereas, Asseco Poland S.A., as the holder of the remaining shares, shall have a pre-emptive right to acquire the above-mentioned stake. The transaction was approved by Resolution No. 1 of the Extraordinary General Meeting of ADH Soft Sp. z o.o. passed on 29 July 2011.  Convening of the Company's Extraordinary General Meeting of Shareholders On 11 August 2011, the Management Board of Asseco Poland S.A. convened the Company's Extraordinary General Meeting of Shareholders to be held on 6 September 2011. The draft resolutions proposed for the EGMS provide, among others, for an approval of a buy-back program under which the Company would repurchase up to 25,596,623 own ordinary bearer shares with a par value of PLN 1 (one zloty) each. The total amount allocated by the Company to finance the price (consideration) payable for the repurchase of own shares shall not exceed PLN 600 million for all repurchased shares. Such purchase shall be financed from the capital reserve intended for the buy-back of own shares for cancellation, through a reduction of the Company's share capital, which shall be established in the amount of PLN 600 million pursuant to the above-mentioned resolution. Own shares will be repurchased on a regulated market according to the principles pertaining to buy-back programs and stabilization of financial instruments set out in the Commission Regulation (EC) No. 2273/2003 of 22 December 2003, or otherwise as permitted by law, including in particular by undertaking one or more tender offers for own shares. The resolution will also impose limits of the maximum and minimum consideration to be offered per one repurchased share.  Convening of the Company's Extraordinary General Meeting of Shareholders On 26 August 2011, the Management Board of Asseco Poland S.A. convened the Company's Extraordinary General Meeting of Shareholders to be held on 21 September 2011 with the objective to amend the Articles of Association as regards the scope of the Company's business activities.

All figures in millions of PLN, unless stated otherwise 117 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Asseco Business Solutions  Disposal of real estate On 5 August 2011, Asseco Business Solutions S.A. signed a notarized preliminary agreement to sell its own property located in Lublin, at 12 Lucyny Herc St. The conclusion of the final agreement is conditional upon receiving an advance payment from the buyer, as well as adoption of appropriate resolutions by the Extraordinary General Meeting of Shareholders of the seller, i.e. Asseco Business Solutions S.A. According to the notary deed, the final agreement shall be concluded till 31 October 2011. Asseco Central Europe Group  Notification of insider purchase of shares On 7 July 2011, Asseco Central Europe, a.s. was notified by a Member of its Management Board of their transaction to buy 1,365 of the company's shares: . 1,100 shares were purchased at PLN 23 per share on 20 July 2011, and . 255 shares were purchased at PLN 22.9 per share on 27 July 2011.  Appointment of a new Member of the Management Board On 28 July 2011, Mr. Tomas Osusky was appointed as Member of the Management Board of Asseco Central Europe, a.s. (the resolution became effective on 1 August 2011). Asseco South Eastern Europe Group  Registration of an increase of the share capital of Asseco South Eastern Europe Asseco South Eastern Europe S.A. received a decision of the District Court in Rzeszów, dated 28 June 2011, on registration of the company's share capital increase and amendment of its articles of association. The share capital was increased through the issuance of 902,119 ordinary bearer shares of series T, with a par value of PLN 10 each. Following the above-mentioned issuance, the company's share capital amounts to PLN 518.9 million; whereas, all the outstanding shares entitle to 51,894,251 votes.  Reduction of Asseco Poland's equity interest in Asseco South Eastern Europe Due to the issuance of 902,119 shares of series T, with a par value of PLN 10 each, the share capital of Asseco South Eastern Europe S.A. was raised to PLN 518.9 million, and at present it is divided into 51,894,251 shares conferring the same number of votes at the company's General Meeting of Shareholders. In effect, Asseco Poland's equity and voting interest in Asseco SEE dropped from 51.96% to 51.06%.  Appointment of a Supervisory Board Member On 11 July 2011, Asseco SEE received a statement form the European Bank for Reconstruction and Development regarding the appointment of Mr. Jan Dauman as Member of the Supervisory Board.  Conditional registration of shares in the National Depository for Securities On 28 July 2011, the Board of the National Depository for Securities, by its resolution No. 710/11, decided to accept the deposit of 902,119 shares of series T, with a par value of PLN 10 each, and to designate these shares with the securities identifying number PLASSEE00014. Such registration is a condition for introduction of these shares to public trading on the Warsaw Stock Exchange, where the remaining shares designated with ISIN PLASSEE00014 are also traded.

All figures in millions of PLN, unless stated otherwise 118 Asseco Group Semi-Annual Report for 6 months ended 30 June 2011

Formula Systems Group  Acquisition of FIS Software Ltd. and IDIT I.D.I. Technologies Ltd. by Sapiens International Corporation On 21 July 2011, Sapiens International Corporation announced it signed the final agreement to acquire the companies FIS Software Ltd. and IDIT I.D.I. Technologies Ltd.; whereas, the transaction was closed on 22 August 2011. As consideration, Sapiens International will issue 17.5 million ordinary shares and warrants to purchase 1 million ordinary shares and, in addition, is going to pay USD 6.75 million in cash. 26. Significant events related to prior years Until the date of preparing these interim condensed financial statements for the period of 6 months ended 30 June 2011, this is until 26 August 2011, there occurred no significant events related to prior years, which have not but should have been included in these financial statements.

All figures in millions of PLN, unless stated otherwise 119

INTERIM CONDENSED FINANCIAL STATEMENTS OF ASSECO POLAND S.A.

for the period of 6 months ended 30 June 2011 prepared in accordance with the International Financial Reporting Standards

Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED FINANCIAL STATEMENTS ASSECO POLAND S.A. FOR THE PERIOD OF 6 MONTHS ENDED 30 JUNE 2011

Table of contents Page

INTERIM CONDENSED PROFIT AND LOSS ACCOUNT OF ASSECO POLAND S.A...... 123

INTERIM CONDENSED STATEMENT OF COMPREHENSIVE INCOME OF ASSECO POLAND S.A...... 124

INTERIM CONDENSED BALANCE SHEET OF ASSECO POLAND S.A...... 125

INTERIM CONDENSED STATEMENT OF CHANGES IN EQUITY OF ASSECO POLAND S.A...... 127

INTERIM CONDENSED STATEMENT OF CASH FLOWS OF ASSECO POLAND S.A...... 129

ADDITIONAL INFORMATION AND EXPLANATIONS ...... 131

I. BASIS FOR PREPARATION OF FINANCIAL STATEMENTS AND ACCOUNTING PRINCIPLES (POLICY) APPLIED ...... 131 1. Basis for preparation ...... 131 2. Compliance statement ...... 131 3. Estimates ...... 131 4. Professional judgement ...... 131 5. Changes in the accounting principles applied ...... 132 6. New standards and interpretations published but not in force yet ...... 133 7. Changes in the applied principles of presentation ...... 134

II. INFORMATION ON OPERATING SEGMENTS ...... 135

III. NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS ...... 138 1. Merger with subsidiary Asseco Systems S.A. and Alatus Sp. z o.o...... 138 2. Sales revenues and operating costs ...... 140 3. Financial income and expenses ...... 141 4. Corporate income tax ...... 142 5. Information on dividends paid out ...... 143 6. Property, plant and equipment ...... 143 7. Intangible assets ...... 144 8. Investments in subsidiary and associated companies ...... 145 9. Financial assets ...... 146 10. Trade accounts receivable and other receivables ...... 147 11. Trade accounts payable and other liabilities ...... 150 12. Accrued expenses and deferred income ...... 151 13. Explanations to the statement of cash flows ...... 152 14. Related party transactions ...... 154 15. Off-balance-sheet liabilities concerning related companies ...... 157 16. Off-balance-sheet liabilities in favour of other companies ...... 157 17. Significant events after the balance sheet date ...... 158

121 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED FINANCIAL STATEMENTS ASSECO POLAND S.A. These interim condensed financial statements were authorized for publication by the Management Board of Asseco Poland S.A. on 26 August 2011.

122 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED PROFIT AND LOSS ACCOUNT OF ASSECO POLAND S.A.

6 months 3 months 6 months 3 months ended ended ended ended Notes 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Sales revenues 2 644.0 307.8 585.6 294.7

Cost of sales 2 (402.4) (186.6) (340.8) (171.2)

Gross profit on sales 241.6 121.2 244.8 123.5

Selling expenses (-) 2 (27.3) (14.1) (25.6) (13.5) General administrative expenses (-) 2 (44.9) (22.3) (45.9) (23.3)

Net profit on sales 169.4 84.8 173.3 86.7

Other operating income 2.2 (0.2) 1.8 1.0 Other operating expenses (-) (3.5) (0.1) (1.6) (1.3)

Operating profit 168.1 84.5 173.5 86.4

Financial income 3 79.2 47.7 116.0 44.8 Financial expenses (-) 3 (10.4) (5.2) (35.7) (8.2)

Pre-tax profit 236.9 127.0 253.8 123.0

Corporate income tax (current and deferred portions) 4 (35.3) (18.9) 4.1 25.5

Net profit for the period reported 201.6 108.1 257.9 148.5

Earnings per share (in PLN): basic earnings per share for the period 2.60 1.4 3.78 2.18 reported diluted earnings per share for the period 2.60 1.4 3.78 2.18 reported

All figures in millions of PLN, unless stated otherwise 123 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED STATEMENT OF COMPREHENSIVE INCOME OF ASSECO POLAND S.A.

6 months 3 months 6 months 3 months ended ended ended ended Notes 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Net profit for the period reported 201.6 108.1 257.9 148.5

Other comprehensive income: Net profit/loss on valuation of financial (1.7) (1.4) (2.0) (1.4) assets available for sale Amortization of intangible assets 2 (0.5) (0.2) (0.5) (0.2) recognized directly in equity Income tax relating to other 0.4 0.3 0.3 0.2 comprehensive income Total other comprehensive income (1.8) (1.3) (2.2) (1.4)

TOTAL COMPREHENSIVE INCOME FOR 199.8 106.8 255.7 147.1 THE PERIOD

All figures in millions of PLN, unless stated otherwise 124 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED BALANCE SHEET OF ASSECO POLAND S.A.

30 June 2011 31 Dec. 2010 30 June 2010 ASSETS Notes (unaudited) (restated) (unaudited)

Non-current assets 4,280.0 4,343.0 3,828.6

Property, plant and equipment 6 329.6 297.6 220.0

Investment property 0.8 8.6 8.8

Intangible assets 7 2,396.6 2,266.9 2,274.7

of which goodwill 2,057.3 1,924.7 1,924.7 Investments in subsidiary and associated 8 1,480.5 1,703.0 1,282.1 companies Long-term financial assets 9 21.8 22.5 27.4

Long-term receivables 10 26.7 10.3 12.6

Deferred income tax assets - 15.9 -

Long-term deferred expenses 24.0 18.2 3.0

Current assets 566.3 555.6 715.5

Inventories 13.5 4.7 7.6

Deferred expenses 42.2 38.1 48.8

Trade accounts receivable 10 163.1 172.5 175.5

Other receivables 10 222.5 152.6 156.9

Financial assets 9 22.9 21.5 101.5

Cash and short-term deposits 102.1 166.2 225.2

TOTAL ASSETS 4,846.3 4,898.6 4,544.1

All figures in millions of PLN, unless stated otherwise 125 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED BALANCE SHEET OF ASSECO POLAND S.A.

30 June 2011 31 Dec. 2010 30 June 2010 SHAREHOLDERS' EQUITY AND LIABILITIES Notes (unaudited) (restated) (unaudited)

Share capital 77.6 77.6 77.6

Share premium 3,951.1 3,951.1 3,689.2

Treasury shares - - (396.0)

Retained earnings and current net profit 290.8 278.3 504.3

TOTAL SHAREHOLDERS' EQUITY 4,319.5 4,307.0 3,875.1

Non-current liabilities 306.9 285.3 257.6

Long-term interest-bearing bank loans, 13 110.7 86.2 - borrowings and debt securities Long-term financial liabilities - - - Long-term finance lease commitments 146.9 153.1 166.7 Long-term provisions 5.0 10.9 11.4 Deferred income tax provision 9.8 - 55.4 Long-term deferred income 12 34.5 35.1 24.1

Current liabilities 219.9 306.3 411.4

Interest-bearing bank loans, borrowings and 13 - 5.8 5.8 debt securities Financial liabilities 0.7 6.2 120.3

Finance lease commitments 14.9 14.5 14.7

Trade accounts payable 11 53.4 51.2 62.5

Corporate income tax payable - 6.9 8.6

Liabilities to the State budget 11 28.1 25.0 29.6

Other liabilities 11 21.1 88.3 78.0

Provisions 3.8 7.9 6.3 Accrued expenses 12 57.2 70.0 54.4 Deferred income 12 40.7 30.5 31.2

TOTAL LIABILITIES 526.8 591.6 669.0

TOTAL SHAREHOLDERS' EQUITY AND 4,846.3 4,898.6 4,544.1 LIABILITIES

All figures in millions of PLN, unless stated otherwise 126 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED STATEMENT OF CHANGES IN EQUITY OF ASSECO POLAND S.A.

Prior years' retained Total Treasury earnings Notes Share capital Share premium shareholders' shares (deficit) and equity current net profit

As at 1 January 2011 77.6 3,951.1 - 278.3 4,307.0 (restated) - Net profit for the period reported - - - 201.6 201.6 Total other comprehensive income for the period reported - - - (1.8) (1.8) Dividend for the year 2010 5 - - - (139.6) (139.6) Merger with Asseco Systems 1 - - - (43.4) (43.4) Merger with Alatus 1 - - - (4.3) (4.3) - As at 30 June 2011 (unaudited) 77.6 3,951.1 - 290.8 4,319.5

As at 1 January 2010 (audited) 77.6 3,488.7 (678.8) 630.0 3,517.5

Net profit for the period reported 257.9 257.9 Total other comprehensive income for the period reported - - - (2.2) (2.2) Dividend for the year 2009 5 - - - (106.0) (106.0) Issuance of series I shares 3.9 205.5 - - 209.4 Cost of issuance of series I shares - (4.7) - - (4.7) Retirement of treasury shares (3.9) - 282.8 (278.9) - Change in presentation method (0.3) 0.3 - Merger with ABG S.A. (former DRQ S.A.) - - - 3.2 3.2

As at 30 June 2010 (unaudited) 77.6 3,689.2 (396.0) 504.3 3,875.1

All figures in millions of PLN, unless stated otherwise 127 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Prior years' retained Total Treasury earnings Notes Share capital Share premium shareholders' shares (deficit) and equity current net profit

As at 1 January 2010 (audited) 77.6 3,488.7 (678.8) 630.0 3,517.5

Net profit for the period reported - - - 422.5 422.5 Total other comprehensive income for the period reported - - - (1.9) (1.9) Dividend for the year 2009 5 - - - (106.0) (106.0) Issuance of series I shares 3.9 205.5 - - 209.4 Cost of issuance of series I shares - (4.7) - - (4.7) Retirement of treasury shares (9.3) - 678.8 (669.5) - Issuance of series J shares 5.4 266.2 - - 271.6 Cost of issuance of series J shares - (4.6) - - (4.6) Merger with ABG S.A. (former DRQ S.A.) - - - 3.2 3.2

As at 31 December 2010 (restated) 77.6 3,951.1 - 278.3 4,307.0

All figures in millions of PLN, unless stated otherwise 128 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

INTERIM CONDENSED STATEMENT OF CASH FLOWS OF ASSECO POLAND S.A.

6 months ended 6 months ended

30 June 2011 30 June 2010 (unaudited) (unaudited) Cash flows - operating activities Pre-tax profit 236.9 253.8 Total adjustments: (158.8) (110.7) Depreciation and amortization 2 25.9 27.7 Changes in working capital 13 (118.7) (55.6) Interest income and expense 3.7 2.7 Gain (loss) on foreign exchange differences 1.0 0.3 Dividend income (70.4) (76.6) Gain (loss) on disposal of shares in related companies (1.1) - Other financial income/expenses 0.3 (11.9) Gain (loss) on investing activities 0.4 2.6 Other pre-tax profit adjustments 0.1 0.1 Net cash generated from operating activities 78.1 143.1 Corporate income tax paid (20.6) (23.7) Net cash provided by (used in) operating activities 57.5 119.4

Cash flows - investing activities Disposal of tangible fixed assets and intangible assets 2.9 2.2 Acquisition of tangible fixed assets and intangible assets 13 (40.2) (125.8) Expenditures for research and development projects (5.5) (4.8) Disposal of investments in related companies 6.1 - Cash taken over under the merger 1 22.6 13.9 Acquisition of shares in related companies 13 (13.0) (39.9) Acquisition of financial assets available for sale (1.3) - Disposal of financial assets held to maturity 24.0 41.0 Acquisition of financial assets held to maturity (23.8) (41.9) Disposal of financial assets carried at fair value through profit - 2.3 or loss Settlement of financial assets carried at fair value through (0.4) (1.2) profit or loss Loans collected 0.6 126.1 Loans granted (0.4) (83.4) Interest received - 2.3 Dividends received 13 42.1 36.1 Net cash provided by (used in) investing activities 13.7 (73.1)

All figures in millions of PLN, unless stated otherwise 129 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Cash flows - financing activities Proceeds from issuance of shares - 204.7 Dividend paid out 5 (139.6) - Proceeds from bank loans and borrowings taken out 13 24.8 58.3 Repayment of bank loans and borrowings - (101.0) Issuance of debt securities - 11.0 Redemption of debt securities issued (5.8) (10.6) Finance lease commitments paid (7.6) (7.8) Interest paid (7.1) (6.1) Net cash provided by (used in) financing activities (135.3) 148.5

Net change in cash and cash equivalents (64.1) 194.8

Cash and cash equivalents as at 1 January 166.2 30.4

Cash and cash equivalents as at 30 June 102.1 225.2

All figures in millions of PLN, unless stated otherwise 130 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

ADDITIONAL INFORMATION AND EXPLANATIONS

I. BASIS FOR PREPARATION OF FINANCIAL STATEMENTS AND ACCOUNTING PRINCIPLES (POLICY) APPLIED 1. Basis for preparation These interim condensed financial statements were prepared in accordance with the historical cost principle, except for financial assets carried at fair value through profit or loss and financial assets available for sale which are also measured at fair value. The presentation currency of these financial statements is zloty (PLN), and all figures are presented in millions of zlotys (mPLN), unless stated otherwise. These interim condensed financial statements were prepared on a going-concern basis, assuming the Company will continue its business activities over a period not shorter than 12 months from 30 June 2011. As at the date of approving these interim condensed financial statements there were observed no circumstances indicating any threat to the Company's ability to continue as a going concern. These interim condensed financial statements do not include all the information and disclosures required for annual financial statements and therefore they should be read together with the Company's financial statements for the year ended 31 December 2010. 2. Compliance statement These interim condensed financial statements were prepared in compliance with the International Financial Reporting Standards ("IFRS"), and in particular in accordance with the International Accounting Standard ("IAS") 34 and the IFRS endorsed by the EU. As at the date of approving publication of these financial statements, given the ongoing process of implementing the IFRS standards in the EU as well as the nature of the Company's operations, within the scope of accounting principles applied by the Company there is no difference between the IFRS that came into force and the IFRS endorsed by the European Union. IFRS include standards and interpretations accepted by the International Accounting Standards Board ("IASB") and the International Financial Reporting Interpretations Committee ("IFRIC"). The Company has for the first time applied the International Financial Reporting Standards in preparing its financial statements for annual periods beginning after 1 January 2005. 3. Estimates In the period of 6 months ended 30 June 2011, no substantial changes were introduced to the way of making estimates. 4. Professional judgement Preparing interim condensed financial statements in accordance with IFRS requires making estimates and assumptions which impact the data disclosed in such financial statements. Despite the estimates and assumptions have been adopted based on the Company's management best knowledge about the current activities and occurrences, the actual results may differ from those anticipated. Below are presented the main areas, which in the process of applying the accounting principles (policy) were subject to accounting estimates and the management's professional judgement, and whose estimates, if changed, could significantly affect the Company's future results.

All figures in millions of PLN, unless stated otherwise 131 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

i Valuation of IT contracts as well as measurement of their completion The Company executes a number of contracts for construction and implementation of information technology systems. Additionally, some of those contracts are denominated in foreign currencies. Valuation of IT contracts requires that future operating cash flows are determined in order to arrive at the fair value of income and expenses and to provide the fair value of the embedded currency derivatives, as well as it requires measurement of the contract execution progress. The progress of contract execution shall be measured as a relation of costs already incurred (provided such costs contribute to the progress of work) to the total costs planned, or as a portion of man-days worked out of the total work-effort required. Assumed future operating cash flows are not always consistent with the agreements with customers or suppliers due to modifications of IT projects implementation schedules. As at 30 June 2011, receivables arising from valuation of IT contracts amounted to PLN 98.6 million, while liabilities due to such valuation equalled PLN 15.9 million. In case of contracts denominated in foreign currencies deemed to be functional currencies or in case of contracts denominated in EUR (even if EUR is not a functional currency), embedded financial derivatives are not disclosed separately. Revenues and expenses relating to such contracts are determined on the basis of spot exchange rates. In all the other cases embedded derivatives are separated from their host contracts. When an embedded instrument is separated, revenues resulting from the host contract are recognized at the embedded exchange rate; whereas, any foreign exchange differences between the exchange rate applied in the issued invoice and the embedded exchange rate are recognized as financial income or expense. As at 30 June 2011, no embedded instruments were separated from any effective agreements. ii Rates of depreciation and amortization The level of depreciation and amortization rates is determined on the basis of anticipated period of useful economic life of the components of tangible and intangible assets. The Company verifies the adopted periods of useful life on an annual basis, taking into account the current estimates. In 2011 the rates of depreciation and amortization applied by the Group were not subject to any substantial modifications. iii Classification of leasing agreements The Company classifies its leasing contracts as operating or financial depending on whether the material risks and benefits incidental to ownership of leased assets are retained by the lessor or transferred to the leaseholder. Such assessment is based on the economic terms of each leasing transaction. 5. Changes in the accounting principles applied The major accounting principles adopted by the Company have been described in its financial statements for the year ended 31 December 2010, which were published on 18 March 2011. The accounting principles (policy) adopted in preparation of these interim condensed financial statements are coherent with those applied for preparation of the Company's annual financial statements for the year ended 31 December 2010, except for applying the following new or amended standards and interpretations effective for annual periods beginning on or after 1 January 2011. . Amendments to IAS 32 Financial Instruments: Presentation: Classification of Rights Issues – effective for annual periods beginning on or after 1 February 2010; . IAS 24 Related Party Disclosures (revised in November 2009) – effective for annual periods beginning on or after 1 January 2011;

All figures in millions of PLN, unless stated otherwise 132 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

. Amendments to IFRIC 14 IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction: Prepayment of a Minimum Funding Requirement – effective for annual periods beginning on or after 1 January 2011; . IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments – effective for annual periods beginning on or after 1 July 2010; . Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards: Limited Exemption from Comparative IFRS 7 Disclosures for First-time Adopters – effective for annual periods beginning on or after 1 July 2010; . Amendments resulting from the annual review of IFRSs (published in May 2010) – some amendments are effective for annual periods beginning on or after 1 July 2010 and some for annual periods beginning on or after 1 January 2011. The Company did not decide on early adoption of any other standard, interpretation or amendment which has been published but has not yet become effective. 6. New standards and interpretations published but not in force yet The following standards and interpretations were issued by the International Accounting Standards Council and International Financial Reporting Interpretations Committee, but have not come into force: . The first phase of IFRS 9 Financial Instruments: Classification and Measurement – effective for annual periods beginning on or after 1 January 2013 – not adopted by the EU till the date of approval of these financial statements. In the following phases, the International Accounting Standards Board will deal with hedge accounting and impairment. The project completion is expected in the middle of 2011. Application of the first phase of IFRS 9 will affect the classification and measurement of the Company's financial assets. The Company is going to assess the impact of the first phase in conjunction with the consecutive phases when they are published, in order to ensure a coherent picture; . Amendments to IFRS 7 Financial Instruments: Disclosures: Transfers of Financial Assets – effective for annual periods beginning on or after 1 July 2011 – not adopted by the EU till the date of approval of these financial statements; . Amendments to IAS 12 Income Taxes: Deferred Tax: Recovery of Underlying Assets – effective for annual periods beginning on or after 1 January 2012 – not adopted by the EU till the date of approval of these financial statements; . Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards: Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters – effective for annual periods beginning on or after 1 July 2011 – not adopted by the EU till the date of approval of these financial statements; . IFRS 10 Consolidated Financial Statements – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . IFRS 11 Joint Arrangements – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . IFRS 12 Disclosures of Involvement with Other Entities – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet;

All figures in millions of PLN, unless stated otherwise 133 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

. IFRS 13 Fair Value Measurement – the standard was published in May 2011 and shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . Revised IAS 27 Separate Financial Statements – the revised standard was published in May 2011 due to the issuance of IFRS 10; it shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet; . Revised IAS 28 Investments in Associates and Joint Ventures – the revised standard was published in May 2011 due to the issuance of IFRS 11; it shall be effective for annual periods beginning on or after 1 January 2013; the deadline for endorsement of this standard by the EU has not been set yet. 7. Changes in the applied principles of presentation In the period reported the principles of presentation were changed as follows:

as at 31 December 2010 as at 30 June 2010 Report for Balance after Report for Balance after Change in Change in the year change in 6 months change in presentation presentation ended presentation ended presentation method method 31 Dec. 2010 method 30 June 2010 method

Non-current assets Intangible assets 2,266.9 - 2,266.9 2,269.4 5.3 2,274.7

Current assets Deferred expenses 38.1 - 38.1 54.1 (5.3) 48.8 Other receivables 145.4 7.2 152.6 156.9 - 156.9 Cash and short-term deposits 173.4 (7.2) 166.2 225.2 - 225.2

The reclassification between cash and other receivables resulted from changing the presentation method of "cash with restricted availability" which comprises cash at bank accounts of the Company that has been frozen as a form of security primarily for agreements to grant bank guarantees. Whereas, the reclassification between intangible assets and deferred expenses is related to the costs of research and development projects in progress which have been capitalized. 8. Corrections of material errors In the period reported there were no events or developments that would require making corrections of any material misstatements.

All figures in millions of PLN, unless stated otherwise 134 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

II. INFORMATION ON OPERATING SEGMENTS

For management purposes the Company's business has been divided into operating segments corresponding to the customer sectors. Hence, the following three operating segments have been identified: . Banking and Finance – this segment offers comprehensive baking systems, capital market systems (for brokerage houses, banks, firms and institutions engaged in investing activities) as well as highly specialized solutions and IT services for the commercial insurance sector. The major clients of this segment include PKO BP Bank, PZU Insurance Group, , Bank Gospodarki Żywnościowej, Getin Noble Bank, and WARTA Insurance and Reinsurance Company. . Public Administration – within this segment Asseco Poland S.A. executes projects including design, development, implementation and exploitation of dedicated IT systems. The main public institutions served are the Social Insurance Institution, Agency for Restructuring and Modernization of Agriculture, Ministry of Interior and Administration, National Healthcare Fund, and Agricultural Social Insurance Fund. . Enterprises – this segment is engaged in the provision of dedicated IT solutions for large and medium-sized industrial enterprises. The main business of the Enterprises Segment is information technology services such as IT consulting, systems integration and implementation as well as provision of the related support services. The segment's key accounts include Telekomunikacja Polska S.A. (Polish telecom), (oil company), PTK Centertel (mobile operator), Polska Grupa Energetyczna (energy holding), and Koncern Energetyczny ENERGA S.A. (energy holding). . Infrastructure – this segment has been identified first time in 2011 as a result of the Company's merger with Asseco Systems; the segment is engaged in the sales of IT hardware and provision of integration services in the area of building automation. None of the Company's operating segments needed to be combined with another segment in order to identify the above-mentioned reportable segments. The results achieved by individual segments are regularly monitored by the management in order to decide on allocation of resources among operating segments as well as to assess their performance and effects of such allocation. Operating profit (loss) is the main measure in evaluation of the segment's performance. Financing activities (including financial expenses and income) as well as income taxes are monitored on the company level; therefore, these items are not taken into consideration when allocating resources to individual segments. The prices applied in transactions among our operating segments are determined on an arm's length basis, just as in case of transactions with unrelated entities.

All figures in millions of PLN, unless stated otherwise 135 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Banking and Public Enterprises Infrastructure Other Eliminations Total Finance Administration For the period of 6 months ended 30 June 2011 and as at 30 June 2011 (unaudited)

Sales revenues: 238.3 312.2 122.0 42.5 1.8 (72.8) 644.0 Sales to external customers 219.4 299.3 106.5 18.1 0.7 - 644.0 Inter/intra segment sales 18.9 12.9 15.5 24.4 1.1 (72.8) -

Net profit on sales generated by reportable 59.8 86.2 17.8 2.7 2.9 - 169.4 segment

Non-cash items: Depreciation and amortization (8.0) (11.0) (2.6) (2.1) (2.2) - (25.9) Impairment write-downs on segment assets ------

Average workforce in the segment 950 1,160 512 189 466 - 3,277

Goodwill from mergers allocated to the 871.4 925.2 129.7 131.0 - - 2,057.3 segment

All figures in millions of PLN, unless stated otherwise 136 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Banking and Public Enterprises Other Eliminations Total Finance Administration For the period of 6 months ended 30 June 2010 and as at 30 June 2010 (unaudited)

Sales revenues: 243.0 288.4 86.4 5.0 (37.2) 585.6 Sales to external customers 225.7 280.6 75.4 3.9 - 585.6 Inter/intra segment sales 17.3 7.8 11.0 1.1 (37.2) -

Net profit on sales generated by reportable 73.4 97.8 1.4 0.7 - 173.3 segment

Non-cash items: Depreciation and amortization (8.9) (12.9) (2.8) (3.1) - (27.7) Impairment write-downs on segment assets - - - - -

Average workforce in the segment 1,006 1,137 547 469 - 3,159

Goodwill from mergers allocated to the 871.4 925.2 128.1 - - 1,924.7 segment

All figures in millions of PLN, unless stated otherwise 137 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

III. NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS

1. Merger with subsidiary Asseco Systems S.A. and Alatus Sp. z o.o. On 3 January 2011 the registry court competent for the Company's seat, this is the District Court in Rzeszów, XII Commercial Department of the National Court Register, entered in the register of entrepreneurs the Company's mergers with Asseco Systems S.A. Alatus Sp. z o.o. The merger of Asseco Systems and Alatus with Asseco Poland was effected pursuant to article 492 § 1 item 1 of the Polish Commercial Companies Code (merger by take-over), this is by transferring all the assets of Asseco Systems and Alatus (being the Acquired Companies) to Asseco Poland (acting as the Taking-over Company). Following the merger, the companies of Asseco Systems and Alatus have been dissolved without going into liquidation. This amalgamation is a part of the Asseco Poland's policy that assumes streamlining and simplification of the Group's legal and organizational structure. The merger aims at enhancing the business potential of the merging Companies and improving their ability to effectively compete in the local and European markets. It will also contribute significantly to the financial stability of business operations and, in a longer run, to the creation of higher value for shareholders of our Company. Asseco Poland obtained control over Asseco Systems in January 1999, and over Alatus on 8 April 2009; therefore, the Company's merger with both the above-mentioned companies had no influence on the fact of exercising control in the taken over entities. With respect to the above, both the mergers were accounted for as a uniting of interests, based on the carrying amounts of individual assets and liabilities of the taken over entities as disclosed in the Company's consolidated financial statements. This means, among others, that goodwill recognized initially in the consolidated financial statements as well as any other intangible assets recognized in the merger accounting process were transferred to the Company's separate financial statements.

All figures in millions of PLN, unless stated otherwise 138 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

The table below presents the values of particular categories of assets and liabilities as at the merger date:

Book value as at the merger date Asseco Systems S.A. Alatus Sp. z o.o.

Non-current assets 141.3 2.1 Property, plant and equipment 5.6 0.3 Intangible assets 131.9 1.8 of which goodwill from mergers 116.8 - of which goodwill from consolidation 14.2 1.6 Deferred income tax assets 3.8 -

Current assets 168.0 4.6 Inventories 16.3 - Receivables 104.3 4.2 Cash and short-term deposits 22.5 0.1 Other assets 24.9 0.3 Total assets 309.3 6.7

Liabilities and provisions Trade accounts payable 93.6 4.9 Liabilities to the State budget 4.2 0.1 Other liabilities 3.3 0.2 Accrued expenses and deferred income 30.1 0.8 Provisions 1.4 0.1 Total liabilities 132.6 6.1

Net assets value 176.7 0.6

Value of investment in the company (220.1) (4.9) Adjustment to shareholders' equity 43.4 4.3 resulting from recognition of the merger

All figures in millions of PLN, unless stated otherwise 139 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

2. Sales revenues and operating costs During the period of 6 months ended 30 June 2011 and the corresponding period last year, operating revenues and costs were as follows:

6 months ended 3 months ended 6 months ended 3 months ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Sales revenues Proprietary software and services 420.8 216.1 414.1 202.4 of which sales of own licenses 76.9 35.5 73.5 34.7 Third-party software and services 148.8 69.4 126.5 66.5 Hardware and infrastructure 71.6 20.9 41.2 23.9 Other sales 2.8 1.4 3.8 1.9 644.0 307.8 585.6 294.7

Operating costs

Cost of merchandise, materials and third- (198.8) (83.7) (150.6) (79.1) party work sold (COGS)

Materials and energy used (6.8) (3.0) (5.7) (3.0) Third-party work (54.0) (27.7) (53.1) (28.6) Salaries (160.2) (78.6) (153.5) (76.1) Employee benefits (26.7) (12.8) (24.2) (11.7) of which the cost of defined contribution (14.4) (6.5) (13.0) (5.8) schemes Depreciation and amortization (25.9) (12.8) (27.7) (13.3) Taxes and charges (2.9) (1.4) (1.7) (1.0) Business trips (6.0) (3.0) (4.8) (2.6) Other 6.7 - 9.0 7.4 (275.8) (139.3) (261.7) (128.9)

Cost of sales, of which: (402.4) (186.6) (340.8) (171.2) Production cost (203.6) (102.9) (190.2) (92.1) Cost of merchandise, materials and (198.8) (83.7) (150.6) (79.1) third-party work sold (COGS) Selling expenses (27.3) (14.1) (25.6) (13.5) General administrative expenses (44.9) (22.3) (45.9) (23.3)

Reconciliation of depreciation and amortization charges The table below presents the reconciliation of depreciation and amortization charges reported in the profit and loss account with those disclosed in the tables of changes in property, plant and equipment (Note 6) and in intangible assets (Note 7).

All figures in millions of PLN, unless stated otherwise 140 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

6 months ended 6 months ended

30 June 2011 30 June 2010 (unaudited) (unaudited) Depreciation charge for the year as disclosed in the table (16.2) of changes in property, plant and equipment (16.0) Depreciation charge on investment property for the year - (0.2) Amortization charge for the year as disclosed in the table (13.8) of changes in intangible assets (13.1) Amortization charge recognized directly in other 0.5 comprehensive income 0.5 Reduction of amortization charge due to recognition of a 1.6 subsidy to licenses generated internally 1.8 Capitalization of amortization charges against research 0.4 and development projects in progress 0.9 Total depreciation/amortization charges reported in (27.7) the profit and loss account (25.9)

3. Financial income and expenses In the period of 6 months ended 30 June 2011 and the corresponding period, financial income and expenses were as follows:

6 months ended 3 months ended 6 months ended 3 months ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited) Financial income Interest income on bank deposits, loans granted, own receivables, 4.3 2.1 4.7 3.3 and debt securities Other interest income 0.7 0.3 1.7 1.4 Gain on foreign exchange differences 2.2 0.7 - (6.4) Dividends received and receivable 70.4 45.1 76.6 40.1 Gain on disposal of shares in subsidiary, 1.1 - - - jointly controlled and associated companies Other financial income 0.4 0.2 21.2 - Gain on exercise and/or valuation 0.1 (0.7) 11.8 6.4 of derivative instruments 79.2 47.7 116.0 44.8 Financial expenses Interest expense on bank loans, debt (4.7) (2.3) (6.2) (2.8) securities and finance leases Other interest expenses (1.1) (0.8) (0.4) (0.3) Loss on valuation of capital investments - - (17.1) (0.5) Impairment write-downs on financial assets (0.6) (0.6) - - Loss on foreign exchange differences (2.4) (0.2) (7.6) (7.6) Expenses related directly to company (0.1) - - - acquisitions Other financial expenses (1.1) (0.9) (0.5) (0.3) Loss on exercise and/or valuation (0.4) (0.4) (3.9) 3.3 of derivative instruments

(10.4) (5.2) (35.7) (8.2)

All figures in millions of PLN, unless stated otherwise 141 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

4. Corporate income tax The main charges on the pre-tax profit due to corporate income tax (current and deferred portions).

6 months ended 3 months ended 6 months ended 3 months ended

30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited)

Current portion of income tax (5.4) (3.3) (19.7) (9.6) Deferred portion of income tax (29.9) (15.6) 23.8 35.1 Income tax expense as disclosed (35.3) (18.9) 4.1 25.5 in the profit and loss account

Regulations applicable to the value added tax, corporate income tax, personal income tax or social security contributions are subject to frequent amendments, thereby often depriving the taxpayers of a possibility to refer to well established regulations or legal precedents. The current regulations in force include ambiguities which give rise to different interpretations of the taxation regulations either between companies and public administration bodies, or even between the public administration bodies themselves. Taxation and other settlements (for instance customs duty or currency payments) may be controlled by administration bodies that are entitled to impose considerable fines, and the amounts of so determined liabilities must be paid with high interest. Such circumstances lift the tax-related risk in Poland above the level characteristic to countries with better developed taxation systems. Settlement of tax liabilities may come under control in the period of five years. In effect the amounts disclosed in the financial statements may be later changed, after the taxes payable are finally determined by the taxation authorities. Below is presented the reconciliation of corporate income tax payable on pre-tax profit according to the statutory tax rate with corporate income tax computed at the effective tax rate.

6 months ended 3 months ended 6 months ended 3 months ended 30 June 2011 30 June 2011 30 June 2010 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited) Pre-tax profit from continuing 236.9 127.0 253.8 123.0 operations Statutory corporate income tax rate 19% 19% 19% 19% Corporate income tax computed 45.0 24.1 48.2 23.4 at the statutory tax rate Dividends received from subsidiary (10.9) (6.1) (14.6) (7.6) and associated companies Revaluation write-downs on investments in subsidiary and - - 2.8 - associated companies Retirement of treasury shares - - (41.5) (41.5) Contributions to the National Fund for 0.3 0.2 0.2 0.1 Rehabilitation of the Disabled (PFRON) Representation expenses 0.2 0.1 0.1 0.1 Other permanent differences 0.7 0.6 0.7 - Corporate income tax at the effective tax rate: 35.3 18.9 (4.1) (25.5) 14.9% in 2011 and 1.62% in 2010

All figures in millions of PLN, unless stated otherwise 142 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

5. Information on dividends paid out In 2011 the Company paid out to its shareholders a dividend for the year 2010. On 28 April 2011, the Ordinary General Meeting of Shareholders of Asseco Poland S.A. passed a resolution to allocate PLN 139,617,954 out of the Company's net profit for the financial year 2010 to payment of a dividend amounting to PLN 1.80 per share. The remaining portion of undistributed net profit, corresponding to the difference between the total amount of net profit and the amount of net profit being distributed to shareholders, was allocated to the Company’s reserve capital. The dividend day was set for 17 May 2011; whereas, the dividend payment was scheduled for 1 June 2011.

In 2010 the Company paid out to its shareholders a dividend for the year 2009. On 26 April 2010, the Ordinary General Meeting of Shareholders of Asseco Poland S.A. passed a resolution on distribution of the net profit for the financial year 2009, which totalled PLN 290,738,771.13, and on payment of a dividend amounting to PLN 1.47 per share, with reservation that 9,311,451 treasury shares, held by the Company as at the date of adopting that resolution, shall be excluded from dividend payment. The dividend day was set for 25 June 2010; whereas, the dividend payment was scheduled for 2 July 2010. The total amount of dividend payment reached PLN 106,034,563.32; whereas, the remaining portion of undistributed net profit amounting to PLN 184,704,207.81 was allocated to the Company's reserve capital.

6. Property, plant and equipment The net book value of property, plant and equipment changed, during the period of 6 months ended 30 June 2011 and the corresponding period, as a result of the following transactions:

6 months ended 6 months ended

30 June 2011 30 June 2010 (unaudited) (unaudited)

Net book value of property, plant and equipment 297.6 176.2 as at 1 January

Additions, of which: 50.3 63.4 Purchases and modernization 36.6 43.9 Merger with subsidiary Asseco Systems and Alatus 5.9 n/a Merger with ABG n/a 19.5 Reclassification from investment property 7.8 -

Reductions, of which: (18.3) (19.6) Depreciation charge for the period reported (16.0) (16.2) Impairment charge for the period reported - (2.0) Disposal and liquidation (2.3) (1.4)

Net book value of property, plant and equipment 329.6 220.0 as at 30 June

Both during the period of 6 months ended 30 June 2011 and the corresponding period, the Company incurred a loss on disposal and liquidation of tangible fixed assets in the amount of PLN 1.4 million and PLN 0.3 million, respectively. The reclassification from investment property to property, plant and equipment was a consequence of the Company's merger with Asseco Systems. Until 31 December 2010 the Company used to rent one of its own office buildings to Asseco Systems, and therefore it was disclosed as an investment property.

All figures in millions of PLN, unless stated otherwise 143 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

The Company's merger with Asseco Systems and Alatus has been described in Note 1 to these interim condensed financial statements.

7. Intangible assets The net book value of intangible assets changed, during the period of 6 months ended 30 June 2011 and the corresponding period, as a result of the following transactions:

6 months ended 6 months ended

30 June 2011 30 June 2010 (unaudited) (unaudited)

Net book value of intangible assets 2,266.9 1,892.4 as at 1 January

Additions, of which: 142.8 396.1 Purchases 2.7 0.8 Merger with subsidiary Asseco Systems and Alatus 133.7 n/a Merger with ABG n/a 377.4 Costs of research and development projects 6.4 4.8 in progress Change in goodwill following a revaluation of liabilities - 13.1 on the acquisition of shares

Reductions, of which: (13.1) (13.8) Amortization charge for the period reported (13.1) (13.8) Disposal and liquidation - -

Net book value of intangible assets 2,396.6 2,274.7 as at 30 June

The Company's merger with Asseco Systems and Alatus has been described in Note 1 to these interim condensed financial statements.

All figures in millions of PLN, unless stated otherwise 144 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

8. Investments in subsidiary and associated companies The value of "Investments in subsidiary and associated companies" changed as a result of the following transactions:  Merger with subsidiary Asseco Systems S.A. and Alatus Sp. z o.o. The Company's merger with Asseco Systems and Alatus has been described in Note 1 to these interim condensed financial statements.  Sale of shares in Sawan S.A. and Sapen Sp. z o.o. to the subsidiary Podkarpacki Fundusz Nieruchomości S.A. On 7 February 2011, Asseco Poland signed two agreements for disposal of 100% stakes in the companies of Sawan S.A. and Sapen Sp. z o.o. to its subsidiary Podkarpacki Fundusz Nieruchomości. The selling price of shares in Sawan S.A. was fixed at PLN 6.1 million; whereas, shares in Sapen Sp. z o.o. were sold for PLN 0.03 million.  Increase of the share capital of Asseco South Western Europe S.A. under private subscription excluding pre-emptive rights On 18 March 2011, the General Meeting of Shareholders of Asseco South Western Europe S.A. passed a resolution on increasing the company's share capital by the amount of PLN 2.1 million through the issuance of 2,113,550 registered shares of series D with a par value of PLN 1 each. All these shares will be acquired by Asseco Poland for PLN 8.5 million to be paid in cash.  Revaluation of the contingent payment for a controlling stake in Asseco Denmark A/S In the first half of 2011, the Company made the final settlement of the acquisition of shares in Asseco Denmark (former IT Practice) by paying the second, conditional instalment of the purchase price. The Company's final payment was reduced by PLN 1.2 million in relation to the estimates made at the acquisition date, which resulted in a reduction of the value of investment in Asseco Denmark by the same amount.

All figures in millions of PLN, unless stated otherwise 145 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

9. Financial assets As at 30 June 2011 and in the corresponding periods, the Company held the following financial assets:

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term Financial assets

Financial assets held to maturity, - 8.2 - 8.0 - 6.0 of which: Treasury bonds - 8.2 - 8.0 - 6.0

Loans granted, of which: 0.4 14.7 0.9 13.5 0.3 95.5 Loans granted to related entities 0.1 11.0 - 10.3 0.3 93.0 Loans granted to employees 0.3 0.4 0.9 0.5 - - Loans granted to other entities - 3.3 - 2.7 - 2.5

Financial assets carried at fair value 11.2 - 11.1 - 17.2 - through profit or loss, of which: Currency forward contracts (EUR & USD) 11.2 - 11.1 - 17.2 - Financial instruments embedded in trade ------contracts

Financial assets available for sale, 10.2 - 10.5 - 9.9 - of which: Shares in companies quoted on active 1.4 - 3.1 - 2.4 - markets Shares in companies not listed on 8.7 - 7.4 - 7.4 - stock markets Other financial assets available for sale 0.1 - - - 0.1 -

Total 21.8 22.9 22.5 21.5 27.4 101.5

All figures in millions of PLN, unless stated otherwise 146 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

10. Trade accounts receivable and other receivables As at 30 June 2011 and in the corresponding periods, the Company held the following receivables:

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Trade accounts receivable, of which: 1.5 169.2 3.0 179.8 1.6 185.1 receivables from related companies, of which: - 2.0 - 6.5 - 5.1 from subsidiary companies - 0.9 - 4.3 - 3.2 from jointly controlled companies ------from associated companies - 0.8 - 2.1 - 1.9 from other related companies - 0.3 - 0.1 - - from other companies 1.5 167.2 3.0 173.3 1.6 180.0

Revaluation write-down on doubtful receivables - (6.1) - (7.3) - (9.6)

1.5 163.1 3.0 172.5 1.6 175.5

All figures in millions of PLN, unless stated otherwise 147 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Receivables from the State budget - 8.2 - - - - of which corporate income tax - 8.1 - - - - recoverable Receivables from book valuation of - 98.6 - 70.8 - 82.9 IT contracts Receivables from non-invoiced deliveries - 36.4 - 43.8 - 30.9 of which from related companies - 1.1 - 1.9 - 2.5 Receivables from guarantees of due 3.2 2.2 7.2 0.6 7.9 1.3 performance of contracts Receivables from advance payments - 4.8 - 9.2 - - Receivables from dividends - 28.3 - - - 27.1 Receivables from employees - (0.2) 0.1 - 0.4 0.9 Receivables from disposal of tangible fixed 1.4 3.6 - 4.3 - 6.8 assets Receivables from deposits paid-in 15.0 1.3 - 7.3 - - Receivables from subsidies - 35.8 - 16.4 - 8.7 Receivables under finance leases 0.9 1.9 - - - - Other receivables 6.5 6.7 1.6 6.0 2.7 8.1

Revaluation write-down on other doubtful (1.8) (5.1) (1.6) (5.8) - (9.8) receivables (-)

25.2 222.5 7.3 152.6 11.0 156.9

All figures in millions of PLN, unless stated otherwise 148 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

The Company's policy is to sell its products and services to reliable clients only. Owing to that, in the management's opinion, the credited sales risk would not exceed the level covered by allowances for doubtful accounts as established by the Company. Long-term receivables are non-interest-bearing and are measured at current value. As at 30 June 2011 and in the corresponding periods, receivables and future receivables resulting from the concluded trade contacts did not serve as security for any outstanding bank loans. Receivables from valuation of IT contracts (implementation contracts) result from the surplus of the percentage of completion of implementation contracts over invoices issued. Receivables relating to non-invoiced deliveries result from sales of services which were performed during the period reported, but have not been invoiced until the balance sheet date. Receivables relating to guarantees of due performance of contracts constitute a security in cash transferred to customers in order to compensate them for any possible losses should the company not fulfil its contractual obligations. Receivables from subsidies are related basically to the projects of IT Competence Center and Wilanów IT Center. The first project is implemented based on the agreement signed with the Ministry of Economy on 25 March 2010. The government grant is intended primarily to subsidize the salary costs, with a restriction that it may not exceed PLN 36.3 million representing 30% of the maximum amount of qualified expenses. The second project is implemented based on the agreement signed with the Ministry of Economy on 30 December 2010. The government grant is intended primarily to subsidize the costs of construction of Wilanów IT Center, with a restriction that it may not exceed PLN 31.1 million representing 30% of the maximum amount of qualified expenses. Other receivables include, among others, receivables from the sale of shares in Koma Nord in the amount of PLN 5.9 million. Such receivables have been taken over as a result of the Company's merger with Asseco Systems.

All figures in millions of PLN, unless stated otherwise 149 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

11. Trade accounts payable and other liabilities As at 30 June 2011 and in the corresponding periods, the Company held the following liabilities:

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Trade accounts payable, of which - 53.4 - 51.2 - 62.5 Accounts payable to related companies, of - 6.0 - 9.6 - 12.7 which: to subsidiary companies - 4.8 - 9.6 - 12.7 to jointly controlled companies 0.3 - - to associated companies ------to other related companies - 0.9 - - - To other companies - 47.4 - 41.6 - 49.8

Corporate income tax payable - - - 6.9 - 8.6

Liabilities to the State budget - 28.1 - 25.0 - 29.6 Value added tax (VAT) - 10.5 - 13.2 - 19.4 Personal income tax (PIT) - 2.7 - 5.5 - 2.5 Social Insurance Institution (ZUS) - 7.8 - 6.1 - 7.5 Other - 7.1 - 0.2 - 0.2

Other liabilities 21.1 - 88.3 - 78.0 Liabilities arising from valuation of IT - 15.9 - 80.3 - 75.9 contracts Liabilities due to non-invoiced deliveries - 1.5 - 7.7 - 1.5 of which from related companies - - - 2.2 - - Other liabilities 3.7 - 0.3 - 0.6

102.6 - 171.4 - 178.7

All figures in millions of PLN, unless stated otherwise 150 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Trade accounts payable are not interest-bearing. The amount resulting from the difference between VAT payable and VAT recoverable is paid to competent tax authorities on a monthly basis. Other liabilities relate mainly to items resulting from the valuation of implementation contracts. Other liabilities are not interest-bearing.

12. Accrued expenses and deferred income

30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) Long-term Short-term Long-term Short-term Long-term Short-term

Accrued expenses, of which: - 57.2 - 70.0 - 54.4 Provision for unused annual leaves - 16.0 - 13.2 - 16.5 Provision for the employee and management - 21.3 - 27.6 - 21.3 bonuses Provision for expenses - 19.9 - 29.2 - 16.6

Deferred income, of which: 34.5 40.7 35.1 30.5 24.1 31.2 Maintenance services 15.8 27.1 15.0 25.7 2.5 26.0 Subsidies for the construction of assets 18.7 13.2 20.1 3.7 21.6 3.3 Averaging of instalments under operating - 0.3 - 1.0 1.9 leases of office space Other - 0.1 - 0.1 -

34.5 97.9 35.1 100.5 24.1 85.6

All figures in millions of PLN, unless stated otherwise 151 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Accrued expenses comprise: provisions for unused annual leaves, provisions for salaries and wages of the current period to be paid out in future periods which result from the bonus schemes applied by the Company, provision for the audit of financial statements, and provisions for the Company's operating expenses which were incurred in the current reporting period but have not been invoiced until the time of preparation of these financial statements. The balance of deferred income (unearned revenues) comprises mainly future revenues recognized over time for the provision of services, such as IT support services, as well as subsidies for construction of assets.

13. Explanations to the statement of cash flows Cash flows - operating activities . Changes in working capital – the table below presents items included in the line "Changes in working capital" of the pre-tax profit adjustments:

6 months ended 6 months ended Changes in working capital 30 June 2011 30 June 2010 (unaudited) (unaudited) Change in inventories 7.4 (4.3) Change in receivables 67.4 15.9 Change in liabilities (164.1) (64.9) Change in deferred and accrued expenses (17.9) 0.8 Change in provisions (11.5) (3.1) (118.7) (55.6)

The following tables present the reconciliation between the balance sheet changes in working capital and the changes that affect operating cash flows as reported in the statement of cash flows:

6 months ended 6 months ended 30 June 2011 30 June 2010 (unaudited) (unaudited)

Changes in receivables as per the balance sheet 76.9 114.6 Receivables taken over under the mergers (108.5) (111.5) Change in receivables from disposal of tangible assets 0.7 1.6 and intangible assets Income tax recoverable (8.2) - Receivables from dividends (28.3) (20.6) Total changes affecting operating cash flows (67.4) (15.9)

Changes in liabilities as per the balance sheet (68.8) (4.1) Liabilities taken over under the mergers (106.3) (64.4) Change in liabilities due to purchases of tangible assets 2.9 3.2 and intangible assets Other adjustments 8.1 0.4 Total changes affecting operating cash flows (164.1) (64.9)

All figures in millions of PLN, unless stated otherwise 152 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Cash flows - investing activities The balance of cash flows under investing activities was affected primarily by: . Acquisition of property, plant and equipment and intangible assets (PLN 40.2 million), including basically expenditures for the construction of a new office building situated in Wilanów, Warsaw (PLN 31.3 million). . Acquisition of shares in related companies for the amount of PLN 13 million, of which PLN 8.5 million were spent to increase our investment in Asseco South Western Europe (acquisition of newly issued shares), and PLN 4.3 million represented the second (final) instalment of the purchase price for shares in Asseco Denmark (former IT Practice). . . Dividends received in the amount of PLN 42.1 million, including dividends from Asseco Central Europe, Asseco Business Solutions, Formula Systems, Gladstone, Asseco Denmark, ZUI Novum, ZUI Otago, ADH Soft, Peak Consulting, and Postdata. Cash flows - financing activities . Dividends paid out – this item represents the divided distributed by the Company for the year 2010 in the amount of PLN 139.6 million, which has been described in more detail in Note 5; . Proceeds from bank loans taken out are primarily related to drawing further amounts of the investment loan for the construction of the Company's new office building in Wilanów, Warsaw, which amounted to PLN 24.8 million. The Company did not sign any new credit facility agreements in the first half of 2011.

All figures in millions of PLN, unless stated otherwise 153 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

14. Related party transactions

Asseco Poland sales Asseco Poland purchases to related companies from related companies in the period of in the period of 6 months ended 6 months ended 6 months ended 6 months ended 30 June 2011 30 June 2010 30 June 2011 30 June 2010 (unaudited) (unaudited) (unaudited) (unaudited) Transactions with subsidiary companies ADH Soft Sp. z o.o. 0.3 0.2 0.1 0.4 Alatus Sp. z o.o. n/a 3.0 n/a 0.2 Asseco Business Solutions S.A. 0.7 - 8.3 6.0 Asseco Dach S.A. 0.4 - - - Asseco Central Europe a.s. - - 0.1 0.6 Asseco South Eastern Europe S.A. 0.1 0.3 0.4 - Asseco South Western Europe S.A. - - - - Asseco Systems Sp. z o.o. n/a 3.2 n/a 17.0 Combidata Poland Sp. z o.o. 3.6 1.1 1.2 5.3 Gladstone Consulting Ltd. 1.8 2.0 - - Otago Sp. z o.o. 0.1 - 0.1 0.3 Podkarpacki Fundusz Nieruchomości Sp. - - 0.3 1.0 z o.o. PiW Postinfo Sp. z o.o. 0.2 - 1.2 0.6

Transactions with associated

companies Postdata S.A. 4.2 4.3 - -

Transactions with Key Management Personnel and entities related - - 0.9 0.6 through Key Management Personnel

TOTAL TRANSACTIONS 11.4 14.1 12.6 32.0

All figures in millions of PLN, unless stated otherwise 154 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

' Trade accounts receivable and other receivables Trade accounts payable and other liabilities as at as at 30 June 2011 31 Dec. 2010 30 June 2010 30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) (unaudited) (restated) (unaudited)

Transactions with subsidiary companies ADH Soft Sp. z o.o. - - - - - 0.2 Alatus Sp. z o.o. n/a 2.2 0.6 n/a 0.2 - Asseco Business Solutions S.A. - 0.1 - 4.8 2.5 2.2 Asseco Central Europe a.s. - 0.1 - - - 0.1 Asseco Systems S.A. n/a 2.1 0.7 n/a 7.3 9.1 Combidata Poland Sp. z o.o. 0.5 0.1 0.4 - 0.8 0.9 Profirma Sp. z o.o. 0.4 0.5 0.3 - - - Gladstone Consulting Ltd. 0.9 0.9 1.1 - - - Matrix42 A.G. - - - - - 0.1 Z.U.I. Otago Sp. z o.o. - - 0.1 - - 0.1 PiW Postinfo Sp. z o.o. 0.2 0.1 - 0.7 1.0 -

Transactions with jointly controlled companies Cyfrowa Edukacja Sp. z o.o. - - - 0.3 - -

Transactions with associated companies Postdata S.A. 1.0 2.3 1.9 - - -

Transactions with Key Management Personnel and entities related through Key Management 0.1 - - 0.2 - - Personnel

TOTAL TRANSACTIONS 3.1 8.4 5.1 6.0 11.8 12.7

All figures in millions of PLN, unless stated otherwise 155 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

Financial assets (loans granted) Financial liabilities as at as at 30 June 2011 31 Dec. 2010 30 June 2010 30 June 2011 31 Dec. 2010 30 June 2010 (unaudited) (restated) (unaudited) (unaudited) (restated) (unaudited)

Transactions with subsidiary companies ADH Soft Sp. z o.o. 0.3 0.3 0.6 - - - Combidata Poland Sp. z o.o. - - 10.0 - - - Podkarpacki Fundusz Nieruchomości Sp. z o.o. - - 73.0 - - - Asseco Germany A.G. 10.4 10.0 9.7 - - - Sawan S.A. - - - - 5.8 5.8 PiW Postinfo Sp. z o.o. 0.3 - - - - -

Transactions with Key Management Personnel and entities related through Key Management 0.1 - - - - - Personnel

TOTAL TRANSACTIONS 11.1 10.3 93.3 - 5.8 5.8

All figures in millions of PLN, unless stated otherwise 156 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

15. Off-balance-sheet liabilities concerning related companies As at 30 June 2011, guarantees and sureties extended by Asseco Poland for its indirectly owned subsidiary Asseco Germany in order to secure its bank loans and borrowings were as follows: . surety in the amount of PLN 10 million issued in favour of Deutsche Bank AG to back up a current account overdraft facility. As at 30 June 2011, liabilities under this overdraft facility amounted to PLN 3.8 million. The surety value as at 31 December 2010 amounted to PLN 9.9 million (vs. PLN 10.4 million as at 30 June 2010). This surety was extended for an indefinite period of time. . surety in the amount of PLN 10 million issued in favour of BW Bank to back up a current account overdraft facility. As at 30 June 2011, liabilities under this overdraft facility amounted to PLN 8.6 million. Whereas, as at 31 December 2010 the surety value amounted to PLN 9.9 million (vs. PLN 10.4 million as at 30 June 2010). As at 30 June 2011, sureties extended by Asseco Poland for it subsidiary Sintagma in order to secure its bank loans and guarantee facilities were as follows: . surety granted to UAB BTA Draudimas for liabilities of Sintagma by virtue of bank guarantees issued by the bank on behalf of that company. The surety value as at 30 June 2011 amounted to PLN 1.3 million. Whereas, as at 31 December 2010 liabilities under such guarantee amounted to PLN 1.3 million (vs. PLN 1.3 million as at 30 June 2010).

16. Off-balance-sheet liabilities in favour of other companies Within its commercial activities Asseco Poland uses bank guarantees, letters of credit, contract performance guarantees as well as tender deposits as forms of securing its business transactions with miscellaneous organizations, companies, and public administration bodies. The resulting contingent liabilities equalled PLN 121.5 million as at 30 June 2011, PLN 112.3 million as at 31 December 2010, and PLN 158.5 million as at 30 June 2010. Additionally, as at 30 June 2010 and in the corresponding periods, the Company was a party to a number of rental, leasing and other contracts of similar nature, resulting in the following future payments:

30 June 2011 31 Dec. 2010 30 June 2010 Liabilities under lease of space (unaudited) (restated) (unaudited)

In the period up to 1 year 17.8 18.6 22.3 In the period from 1 to 5 years 40.2 44.4 47.9 Over 5 years 4.4 7.9 10.7 62.4 70.9 80.9

Liabilities under operating lease 30 June 2011 31 Dec. 2010 30 June 2010 of vehicles (unaudited) (restated) (unaudited)

In the period up to 1 year 0.7 0.5 0.7 In the period from 1 to 5 years 0.4 0.4 0.6 1.1 0.9 1.3

All figures in millions of PLN, unless stated otherwise 157 Asseco Poland S.A. Semi-Annual Report for 6 months ended 30 June 2011

17. Significant events after the balance sheet date  Acquisition of shares in ADH Soft Sp. z o.o. On 29 July 2011, the Company signed an agreement to acquire a 45% stake of shares in ADH Soft Sp. z o.o. for PLN 3.6 million. These shares may be transferred to Asseco Poland S.A. following an approval of the transaction by the General Meeting of the acquired company; whereas, Asseco Poland S.A., as the holder of the remaining shares, shall have a pre-emptive right to acquire the above-mentioned stake. The transaction was approved by Resolution No. 1 of the Extraordinary General Meeting of ADH Soft Sp. z o.o. passed on 29 July 2011.  Convening of the Company's Extraordinary General Meeting of Shareholders On 11 August 2011, the Management Board of Asseco Poland S.A. convened the Company's Extraordinary General Meeting of Shareholders to be held on 6 September 2011. The draft resolutions proposed for the EGMS provide, among others, for an approval of a buy-back program under which the Company would repurchase up to 25,596,623 own ordinary bearer shares with a par value of PLN 1 (one zloty) each. The total amount allocated by the Company to finance the price (consideration) payable for the repurchase of own shares shall not exceed PLN 600 million for all repurchased shares. Such purchase shall be financed from the capital reserve intended for the buy-back of own shares for cancellation, through a reduction of the Company's share capital, which shall be established in the amount of PLN 600 million pursuant to the above-mentioned resolution. Own shares will be repurchased on a regulated market according to the principles pertaining to buy-back programs and stabilization of financial instruments set out in the Commission Regulation (EC) No. 2273/2003 of 22 December 2003, or otherwise as permitted by law, including in particular by undertaking one or more tender offers for own shares. The resolution will also impose limits of the maximum and minimum consideration to be offered per one repurchased share.  Convening of the Company's Extraordinary General Meeting of Shareholders On 26 August 2011, the Management Board of Asseco Poland S.A. convened the Company's Extraordinary General Meeting of Shareholders to be held on 21 September 2011 with the objective to amend the Articles of Association as regards the scope of the Company's business activities.

All figures in millions of PLN, unless stated otherwise 158

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Asseco Poland S.A. 14 Olchowa St. 35-322 Rzeszów, Poland Phone: +48 17 888 55 55 Fax: +48 17 888 55 50 [email protected] http://inwestor.asseco.pl