Manydev Studio SE

Pre-Annual General Meeting Information • Dec 15, 2023

Current Report no. 26/2023

Subject: Announcement about convening the Extraordinary General Meetingof the Company with the content of draft resolutions

Legal basis: Art. 56 sec. 1 point 2 of the Act on Offering - current andperiodic information

The Management Board of ManyDev Studio SE, with its registered office inWarsaw (01-632), at 26 Bieniewicka Street, entered in the Register ofEntrepreneurs of the National Court Register kept by the District Courtfor the Capital City of Warsaw under the number KRS 0000734433(hereinafter referred to as the _quot;Company_quot;). Warsaw, XII CommercialDepartment of the National Court Register under the number KRS0000734433 (hereinafter referred to as the _quot;Company_quot;), acting pursuantto Article 399 § 1, Article 4021 and Article 4022 of the Code ofCommercial Companies convenes the Extraordinary General Meeting of theCompany, which will be held on 24th of January 2024 at. 10:15 in theOffice of Notary Bartosz Walenda, located in Warsaw (01-029) at 72/43Dzielna Street (hereinafter: _quot;the Meeting_quot;) with the following agenda:

1. Opening of the Meeting.

2. Election of the Chariman of the Meeting.

3. Confirmation of the correctness of the convening of the Meeting andits ability to adopt binding resolutions.

4. Recission of the secrecy of the Meeting on the ecelction of theReturning Committee.

5. Resignation of the election of the Returning Committee/Election ofthe Returning Committee.

6. Adoption of the agenda of the Meeting.

7. Adoption of resolutions on:

1) Appointment of a member of the Company's Supervisory Board.

8. Closing of the Meeting.

Powers of Shareholders

In addition, the Company's Management Board, pursuant to Article 4022para. 2-6 of the Code of Commercial Companies announces the following:

1. The shareholder's right to request the inclusion o particular matterson the agenda of the General Meeting.

A shareholder or shareholders of the Company representing at leastone-twentieth of the share capital may request the inclusion of specificmatters on the agenda of the Extraordinary General Meeting of theCompany. The request should be submitted to the Management Board nolater than twenty-one days before the scheduled date of theExtraordinary General Meeting of the Company, i.e. by 3rd of January2024. The request should include a justification or a draft resolutionregarding the proposed agenda item. The request may be submitted inelectronic form to the Company's e-mail address:kontakt@manydevstudio.pl.

The request should be accompanied by:

-copies of documents confirming the fact that the person submitting therequest is a shareholder of the Company (e.g., certificate(s) issued bythe entity maintaining the securities account where the shares arerecorded),

- copies of documents confirming the fact that it represents at leastone-twentieth of the Company's share capital and confirming the identityof the shareholder or persons acting on behalf of the shareholder,including:

_#8722; in the case of a shareholder who is a natural person - a copy of anidentity card, passport or other official document certifying theshareholder's identity, or

_#8722; in the case of a shareholder other than a natural person - a copy ofan extract from the relevant register or other document confirming theauthorization of the natural person(s) to represent the shareholder anda copy of the identity card, passport or other official documentcertifying the identity of the persons authorized to represent theshareholder;

- if the request is made by a proxy, in addition - a copy of the powerof attorney document signed by the shareholder or by persons authorizedto represent the shareholder, and a copy of the identity card, passportor other official document certifying the identity of the proxy

If the request meets the requirements of the law, the Company's Board ofDirectors is obliged to immediately, but no later than eighteen daysbefore the scheduled date of the General Meeting, announce the changesto the agenda, introduced at the shareholders' request. The announcementshall be made in a manner appropriate to the convening of the GeneralMeeting.

2. PA shareholder's right to submit draft resolution on matters on theagenda of the General Meeting or matters to be added to the agendabefore the date of the General Meeting.

A shareholder or shareholders of the Company representing at leastone-twentieth of the share capital may, prior to the date of theExtraordinary General Meeting of Shareholders of the Company, submit tothe Company in writing or by means of electronic communication to theCompany's e-mail address kontakt@manydevstudio.pl draft resolutions onmatters introduced into the agenda of the Extraordinary General Meetingof Shareholders of the Company or matters to be introduced into theagenda.

The submission should be accompanied by:

- copies of documents confirming the fact that the person submitting therequest is a shareholder of the Company (e.g., certificate(s) issued bythe entity operating the securities account on which the shares arerecorded),

- copies of documents confirming the fact that it represents at leastone-twentieth of the Company's share capital and confirming the identityof the shareholder or persons acting on behalf of the shareholder,including:

in the case of a shareholder who is a natural person - a copy of theshareholder's identity card, passport or other official documentcertifying the shareholder's identity, or

in the case of a shareholder other than a natural person:

- a copy of an excerpt from the relevant register or other documentconfirming the authorization of the natural person(s) to represent theshareholder and a copy of the identity card, passport or other officialdocument certifying the identity of the persons authorized to representthe shareholder,

- if requested by a proxy, in addition - a copy of the power of attorneydocument signed by the shareholder or by persons authorized to representthe shareholder, and a copy of the identity card, passport or otherofficial document certifying the identity of the proxy.

The Company shall immediately announce the draft resolutions referred toabove on its website.

3. Shareholder's right to submit draft resolution on the issues placedon the agenda during the General Meeting.

Each shareholder of the Company may, during the General Meeting, submitdraft resolutions on the matters placed on the agenda of the Company'sExtraordinary General Meeting.

A shareholder has the right to propose amendments and additions to draftresolutions included in the agenda of the Extraordinary General Meetinguntil the Chairperson of the Meeting closes the discussion of the agendaitem covering the draft resolution to which the proposal relates.Proposals, together with a brief justification, should be submitted inwriting, separately for each draft resolution, stating the name of theshareholder (company), to the Chairman of the Meeting. The Chairman mayallow proposals to be presented orally.

4. The manner of exercising voting rights by proxy, including, inparticular information on the forms to be used during voting by proxy,and the manner of notifying the Company via electronic means ofcommunication of the appointment of a proxy.

Each shareholder may participate in the General Meeting in person or byproxy.

A shareholder that is a natural person may participate in the GeneralMeeting and exercise its voting rights in person or by proxy. Ashareholder that is not a natural person may participate in the GeneralMeeting and exercise its voting rights through a person authorized tomake declarations of will on its behalf or through an attorney. Theproxy exercises all shareholder rights at the General Meeting, unlessthe power of attorney states otherwise.

The proxy may grant a further power of proxy if it follows from the textof the power of proxy, whereas pursuant to Art. 412 (2) § 3 of the Codeof Commercial Companies, if the proxy is a member of the ManagementBoard, a member of the Supervisory Board, an employee of the Company ora member of the governing bodies or an employee of the Company or of asubsidiary cooperative, then granting a further power of proxy isexcluded. The proxy may represent more than one shareholder and votedifferently from shares of each shareholder. A shareholder with sharesregistered in more than one securities account may appoint separateproxies to exercise the rights attached to the shares registered in eachof the accounts.

A power of attorney to participate in the General Meeting and exercisevoting rights must be granted in writing or in electronic form. Grantinga power of attorney in electronic form does not require a qualifiedelectronic signature. The form containing the template of the power ofattorney is available from the date of publication of this announcementon the Company's website https://www.manydevstudio.pl, in the _quot;InvestorRelations/General Meeting_quot; tab. The use of these forms is not mandatory.

The Company should be notified of the granting of a power of attorney inelectronic form by means of electronic communication in the form ofinformation sent by e-mail to kontakt@manydevstudio.pl, making everyeffort to ensure that the validity of the power of attorney can beeffectively verified, and for this purpose, the signed power of attorneysent electronically to the Company should be scanned in _quot;pdf_quot;, _quot;jpg_quot; or_quot;tif_quot; format.

The information on the granting of the power of attorney should containan accurate identification of the proxy and the principal (indicatingthe name, surname, series and number of the identity card, address ofresidence, PESEL number, telephone number and e-mail address of boththese persons). The information about granting the power of attorneyshould also include its scope, i.e. indicate the number of shares fromwhich the voting right will be exercised and the date and name of thegeneral meeting of the Company at which these rights will be exercised.

The authorized representatives will be allowed to participate in theExtraordinary General Meeting upon presenting an identity document and avalid power of attorney granted in writing or in electronic form (in thecase of the power of attorney in electronic form, the authorizedrepresentative should present a printout of the power of attorney).

The Company will take appropriate actions aimed at identifying theshareholder and the proxy in order to verify the validity of the powerof attorney granted in electronic form. Such verification may consist,in particular, in a return question in an electronic form or bytelephone, addressed to the shareholder and/or proxy in order to confirmthe fact of granting the power of attorney and its scope.

The Company stipulates that a failure to answer questions posed duringthe verification process will be treated as an inability to verify thegranting of the power of attorney and will constitute a basis forrefusal to allow the proxy to participate in the General Meeting. Inorder to identify the shareholder who grants the power of attorney, thenotice of granting the power of attorney in the electronic form shouldinclude (as an enclosure):

- in the case of a shareholder being a natural person - a copy of theshareholder's identity card, passport or other official identificationdocument; or

- in the case of a shareholder other than a natural person - a copy ofan extract from the relevant register or other document confirming theentitlement of the natural person(s) to represent the shareholder at theGeneral Meeting.

In case of doubts regarding the authenticity of the copies of the abovementioned documents, the Management Board reserves the right to requirethe attorney to present the following documents when preparing theattendance list

- in the case of a shareholder being a natural person - a copy of anidentity card, passport or any other official identification document ofthe shareholder, certified as a true copy of the original by a notarypublic or another entity authorised to certify such a copy;

or - in the case of a shareholder other than a natural person - anoriginal or a copy certified for conformity with the original by anotary or another entity authorised to certify for conformity of a copywith the original, of an extract from the relevant register, informationcorresponding to the current extract from the Register of Entrepreneursof the National Court Register collected pursuant to Article 4 (4aa) ofthe Act of 20 August 1997 on the National Court Register, or anotherdocument confirming the authorisation of one or several natural personsto represent the shareholder at the General Meeting.

The right to represent a shareholder who is not a natural person shouldbe evidenced by an excerpt from the relevant register (submitted in theoriginal or a copy certified as true and correct by a notary public) orinformation corresponding to the current excerpt from the register ofentrepreneurs of the National Court Register collected pursuant to Art.4 section 4aa of the Act of August 20, 1997. The person(s) granting thepower of attorney or a series of powers of attorney and an excerpt fromthe relevant register (submitted in the original or a copy certified tobe true by a notary public) or information corresponding to the currentexcerpt from the Register of Entrepreneurs of the National CourtRegister collected pursuant to art. 4 section 4aa of the Act of 20August 1997 on the National Court Register.

Person(s) granting the power of attorney on behalf of a shareholder whois not a natural person should be shown in the current excerpt from theregister relevant for the shareholder or information corresponding tothe current excerpt from the Register of Entrepreneurs of the NationalCourt Register collected pursuant to Article 4, section 4a of the Act of20 August 1997 on the National Court Register.

A member of the Company's Management Board and the Company's employeemay be shareholders' proxies at the General Meeting.

If the proxy at the General Meeting is a member of the Company'sManagement Board, member of the Company's Supervisory Board, liquidator,employee or member of the governing bodies or employee of the Company'ssubsidiary, the power of proxy may authorize representation only at oneGeneral Meeting.

The proxy is obliged to disclose to the shareholder any circumstancesindicating the existence or possible existence of a conflict ofinterest. Granting of further power of attorney is excluded.

Notification of granting a power of attorney in electronic form shouldbe made not later than by 08:00 on the day of the Extraordinary GeneralMeeting.

The rules regarding shareholder identification apply accordingly tonotifying the Company of revocation of the power of attorney.

Granting or revoking of a power of attorney in electronic form ornotification of granting or revoking of a power of attorney withoutmeeting the requirements specified above is not binding on the Company.

5. The possibility and manner of participation in the General Meeting bymeans of electronic communication.

It is envisaged that a Shareholder may participate in the GeneralMeeting by means of electronic communication.

6. The Manner of speaking at the General Meeting by means of electroniccommunication.

It is envisaged that a Shareholder may speak at the General Meetingusing electronic communication means.

7. The manner of exercising the voting right by correspondence or bymeans of electronic communication.

It is envisaged that the voting right may be exercised by correspondenceor by means of electronic communication..

8. The shareholder's right to ask questions concerning the issues placedon the agenda of the general meeting.

A shareholder has the right to ask questions about the issues on theagenda of the general meeting.

9. Registration Date for the General Meeting.

The registration day for the Annual Meeting is 8th of January 2024 (the_quot;Registration Day_quot;).

10. Information on the right to participate in the General Meeting

1) The Management Board announces that, in accordance with Article 4061of the Code of Commercial Companies, only those persons who areshareholders of the Company sixteen days before the date of the GeneralMeeting, i.e. on the Record Date, and who make the request referred toin item 2 below, have the right to participate in the General Meeting;

2) Pledges and users entitled to vote have the right to participate inthe Company's General Meeting, if the establishment of a limitedproperty right in their favour is registered in the securities accounton the Registration Date;

3) At the request of a person entitled on the basis of dematerializedshares of the Company submitted not earlier than after the announcementof convening the General Meeting of Shareholders, i.e. not earlier thanon 15th of December 2023 and not later than on the first business dayafter the Record Date for participation in the General Meeting ofShareholders, i.e. not later than on 9th of January 2024; the entitymaintaining the securities account shall issue a registered certificateof the right to participate in the General Meeting of Shareholders ofthe Company;

4) The list of persons entitled under the shares to participate in theExtraordinary General Meeting of Shareholders will be determined by theCompany on the basis of the list prepared by the National Depository forSecurities. The National Depository for Securities prepares the listreferred to in the preceding sentence on the basis of lists submittednot later than twelve days before the date of the General Meeting byentities entitled in accordance with the Act of 29 July 2005 on tradingin financial instruments. The basis for the preparation of the listssubmitted to the National Depository for Securities are personalcertificates of entitlement to participate in the General Meeting.

5) The list of shareholders entitled to participate in the GeneralShareholders Meeting, pursuant to Art. 407 of the Code of CommercialCompanies will be displayed at the Company's registered office at 26Bieniewicka Street in Warsaw, from 8.00 a.m. to 3.00 p.m., for 3business days before the General Shareholders Meeting, i.e. 19, 22 and23th of January 2024.

6) Shareholders may review the list of shareholders at the Company'sregistered office and request a copy of the list against reimbursementof costs of its preparation. Within three business days before theGeneral Meeting is held, a shareholder of the Company may request thatthe list of shareholders entitled to participate in the General Meetingbe sent to him free of charge by e-mail, stating the address to whichthe list should be sent.

7) The request should be made in writing, signed by a shareholder orpersons authorized to represent a shareholder and delivered by e-mail tokontakt@manydevstudio.pl.

The request should be accompanied by copies of documents confirming thatthe person making the request is a shareholder of the Company andconfirming the identity of the shareholder or persons acting on behalfof the shareholder, including

i. if the shareholder is an individual, a copy of the identity card,passport or any other official document certifying the shareholder'sidentity; or

ii. if the shareholder is not an individual, a copy of an extract fromthe relevant register or other document confirming the authority of theindividual(s) to represent the shareholder and a copy of the identitycard, passport or other official document confirming the identity ofpersons entitled to represent the shareholder; or

iii. if the request is made by a proxy, additionally - a copy of thepower of attorney document signed by the shareholder, or by personsauthorized to represent the shareholder, and a copy of the identitycard, passport or other official document certifying the identity of theproxy.

11. Access to documentation and indication of the website address whereinformation regarding the General Meeting will be made available.

The documentation which is to be presented to the General Meeting alongwith draft resolutions will be posted on the Company's website athttps://www.manydevstudio.pl immediately after they are drawn up and atthe Company's registered office between 9:00 a.m. and 5:00 p.m.

Comments of the Company's Management Board or Supervisory Boardconcerning matters introduced into the agenda of the General Meeting ofShareholders or matters which are to be introduced into the agendabefore the date of the General Meeting of Shareholders will be availableon the Company's website immediately after their preparation.Information regarding the General Meeting is available athttps://www.manydevstudio.pl in the _quot;Investor Relations_quot; tab -_gt; _quot;GeneralMeeting_quot;.