Dear Sirs,
We hereby inform you that in accordance with the plan of division of Solid Logistics sp. z o.o. with its registered office in Warsaw (“
Company”) of 14 July 2021, published on the Company’s website:
https://www.solid-logistics.com.pl/images/Plan-podzialu-Solid-Logistics.pdf, the division of the Company (“
Division”) by transfer of individual organised parts of the Company into 3 (three) other subsidiaries of VGL Solid Group sp. z o.o. (“
Group”) has been realized on 29 December 2021. After the Division, an individual organised part of the enterprise related to provision of the customs agency services and fiscal representation has remained in the Company. Information about the companies into which individual organised parts of the Company’s enterprise has been transferred, is available in the table attached hereto.
From the legal perspective (Article 529 § 1 point 4 of the Commercial Companies Code) the division resulted in an universal succession, which means that any and all rights and obligations arising out of agreements concluded by the Company, concerning the transferred organised parts of the enterprise, including rights and obligations resulting from the agreement concluded between you and us have been transferred to the taking over companies. Thus, it is not required to draw up an annex to the agreement, and
your position, as the contracting party, has not been deteriorated in connection with the Division.
Our hitherto prevailing cooperation will be continued on the established terms by the taking over company or the Company in line with the table attached hereto.
The Division of the Company has the following consequences for the contracting parties of Solid Logistics sp. z o.o.:
1.Customers of Solid Logistics Sp. z o.o.
If you had been a recipient of the services rendered by Solid Logistics sp. z o.o. (other than customs agency services or fiscal representation), then the entity providing the services for you has changed, which has the following consequences:
• a change of the party to the agreement between your company and the Company into one of 3 entities referred to in items 1-3 of the attached table – transfer of rights and obligations from the agreement into the taking over company;
• a change of the sales invoicing entity – after the Division, invoices for the services completed by us shall be issued by the particular taking over company;
• a change of the beneficiary of the payment for liabilities on account of completed services – after the Division, the payment for the completed services should be made into the account of the taking over company.
2. Suppliers of Solid Logistics sp. z o.o.
If you had rendered services for the benefit of Solid Logistics sp z o.o. (refers to the activity mentioned in items 1-3 of the attached table), the recipient of the services provided by you has changed, which has the following consequences:
• a change of the party to the agreement between your company and the Company into one of the entities referred to in items 1-3 of the attached table – transfer of rights and obligations from the agreement into the taking over company;
• a change of the entity onto which you should issue invoices for completed services / delivered products – after the Division, invoices for your services / products should be issued for the taking over company;
• a change of the entity obliged to pay for your service / products – after the Division, payments for your services / products shall be made by the taking over company.
Taking into account that the taking over companies continue the activities carried out by the organised parts of the enterprise which were separated from the Company, please take into consideration the data of the taking over companies, indicated in the attached table, in the correspondence addressed to us.
In particular, we hereby emphasise that if, as a result of the Division, the agreement concluded by you with the Company had been transferred upon one of the taking over companies the bank account for settlements between the parties has also changed (in accordance with the data from the attached table). At the same time, we hereby inform you that any and all documents (in particular accounting and financial documents) should be issued onto the relevant taking over company and delivered to the address of the given company.
The Division of Solid Logistics is an element of the planned integration. Its objective is to standardise and strengthen the competence of the Group in the area of its activities, and in consequence to provide Customers with access to a broader range of comprehensive and competitive services.
Should you have any queries or doubts pertaining to the Division and its impact on our cooperation, please contact your assistant / contact persons from the Company.
Queries pertaining to the Division can be also send to an e-mail address
solid@vgl-group.com.
Yours faithfully,
Management Board of Solid Logistics sp. z o.o.
