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Orange Polska S.A.

AGM Information Apr 22, 2022

5743_rns_2022-04-22_46c8d3d9-d7d1-4c91-a5f5-32bad0932bc3.pdf

AGM Information

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Current report 7/2022 Orange Polska S.A. – Warsaw, Poland 22 April 2022

Pursuant to art. 19, clause 1, item 6 of the Decree of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state, the Management Board of Orange Polska S.A. ("Orange Polska", "the Company") submits content of the resolutions that were adopted by the Ordinary Annual General Meeting on April 22, 2022.

Resolution no 1 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on nomination of the Chairman of the Annual General Meeting

§ 1

The Annual General Meeting nominates Mr. Jacek Krauss as the Chairmen of the Annual General Meeting.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 644 valid votes, corresponding to
992 272 644 shares that account for 75.61% of the share capital
Votes in favour 992 272 644
Votes against 0
Sustained 0

Resolution no 2 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Orange Polska S.A. IFRS financial statements for 2021

On the basis of art. 53 clause 1 of the Accounting Act and art. 393 item 1, art. 395 § 2 item 1 of the Commercial Companies Code and § 13 item 1 of the Orange Polska S.A. Articles of Association, the following resolution is hereby adopted:

§ 1

The Annual General Meeting approves the Orange Polska S.A. IFRS financial statements for 2021 which include:

  • 1) income statement for 2021 showing net income of PLN 916 million (in words: PLN nine hundred and sixteen million),
  • 2) statement of comprehensive income for 2021 showing total comprehensive income of PLN 1,223 million (in words: PLN one billion two hundred and twenty three million),
  • 3) statement of financial position as at 31 December 2021, with the balance sheet total of PLN 24,838 million (in words: PLN twenty four billion eight hundred and thirty eight million),
  • 4) statement of changes in equity for 2021 showing an increase in equity by PLN 1,234 million (in words: PLN one billion two hundred and thirty four million),
  • 5) statement of cash flows for 2021 showing an increase in cash and cash equivalents by PLN 585 million (in words: PLN five hundred and eighty five million),
  • 6) notes to the financial statements.

1

The resolution comes into force on the day of its adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 991 081 568
Votes against 235 340
Sustained 955 745

Resolution no 3 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on distribution of Orange Polska S.A. profit for the 2021 financial year

On the basis of art 395 § 2 item 2 of the Commercial Companies Code and § 13 clause 2 of Orange Polska S.A. Articles of Association, the following resolution is hereby adopted:

§ 1

The net income of Orange Polska S.A. for the 2021 financial year of PLN 915,493,003.09 (in words: PLN nine hundred and fifteen million four hundred and ninety three thousand three 09/100) shall be divided in the following manner:

  • 1) for a dividend PLN 328,089,369.75 (in words: PLN three hundred and twenty eight million eighty nine thousand three hundred and sixty nine 75/100). The amount of dividend shall be PLN 0,25 (in words: twenty five groszy) for each entitled share.
  • 2) to the reserve capital, referred to in § 31 clause 3 of the Articles of Association PLN 18,309,860.06 (in words: PLN eighteen million three hundred and nine thousand eight hundred and sixty 06/100).
  • 3) to the reserve capital PLN 569,093,773.28 (in words: PLN five hundred and sixty nine million ninety three thousand seven hundred and seventy three 28/100).

§ 2

The amount allocated to the reserve capital, referred to in § 1 point 3 may be distributed as a dividend.

§ 3

Persons being the Company's shareholders on 22 June 2022 (the Dividend Day) shall be entitled to the dividend.

§ 4

The dividend shall be paid on 6 July 2022.

§ 5

The resolution comes into force on the day of its adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 992 272 653
Votes against 0
Sustained 0

Resolution no 4 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Management Board report on the activity of Orange Polska Group and Orange Polska S.A. in the 2021 financial year

On the basis of art. 63c clause 4 of the Accountancy Act and art. 395 § 5 of the Commercial Companies Code, the following resolution is hereby adopted:

§ 1

The Annual General Meeting approves the Management Board report on the activity of Orange Polska Group and Orange Polska S.A. in the 2021 financial year.

§ 2

The resolution comes into force on the day of its adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 991 316 908
Votes against 0
Sustained 955 745

Resolution no 5 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Orange Polska Group IFRS consolidated financial statements for 2021

On the basis of art. 63c clause 4 of the Accountancy Act and art. 395 § 5 of the Commercial Companies Code the following resolution is hereby adopted:

§ 1

The Annual General Meeting approves the Orange Polska Group IFRS consolidated financial statements for 2021, which include:

  • 1) consolidated income statement for 2021 showing net income of PLN 1,672 million (in words: PLN one billion six hundred seventy two million), including net income attributable to owners of Orange Polska S.A. of PLN 1,672 million (in words: PLN one billion six hundred seventy two million),
  • 2) consolidated statement of comprehensive income for 2021 showing total comprehensive income of PLN 2,001 million (in words: PLN two billion one million), including total comprehensive income attributable to owners of Orange Polska S.A. of PLN 2,001 million (in words: PLN two billion one million),
  • 3) consolidated statement of financial position as at 31 December 2021, with the balance sheet total of PLN 26,157 million (in words: PLN twenty six billion one hundred and fifty seven million),
  • 4) consolidated statement of changes in equity for 2021 showing an increase in total equity by PLN 2,012 million (in words: PLN two billion twelve million), including an increase in equity attributable to owners of Orange Polska S.A. by PLN 2,012 million (in words: PLN two billion twelve million),
  • 5) consolidated statement of cash flows for 2021 showing an increase in cash and cash equivalents by PLN 574 million (in words: PLN five hundred and seventy four million),
  • 6) notes to the consolidated financial statements.

§ 2

The resolution comes into force on the day of its adoption.

There were submitted 992 272 653 valid votes, corresponding to

992 272 653 shares that account for 75.61% of the share capital
Votes in favour 991 081 568
Votes against 235 340
Sustained 955 745

Resolution no 6 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Supervisory Board report for the 2021 financial year

§ 1

The Supervisory Board of the Orange Polska S.A. report for the 2021 financial year is approved.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 991 316 908
Votes against 0
Sustained 955 745

Resolution no 7 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022

on granting approval of the performance of duties of the Management Board's President/member

§ 1

The approval of the performance by Mr. Julien Ducarroz of his duties as the President of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 8 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022

on granting approval of the performance of duties of the Management Board's President/member

§ 1

The approval of the performance by Ms. Jolanta Dudek of her duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 9 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§ 1

The approval of the performance by Ms. Bożena Leśniewska of her duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 10 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§ 1

The approval of the performance by Mr. Witold Drożdż of his duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 11 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022

on granting approval of the performance of duties of the Management Board's President/member

§ 1

The approval of the performance by Mr. Piotr Jaworski of his duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 12 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member The approval of the performance by Mr. Jacek Kowalski of his duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 13 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022

on granting approval of the performance of duties of the Management Board's President/member

§ 1

The approval of the performance by Mr. Jacek Kunicki of his duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 14 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§ 1

The approval of the performance by Mr. Maciej Nowohoński of his duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 15 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Maciej Witucki of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 16 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Ramon Fernandez of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 17 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Marc Ricau of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 18 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022

on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Ms. Henryka Bochniarz of her duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 19 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Philippe Béguin of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 20 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Thierry Bonhomme of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 21 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022

on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Ms. Bénédicte David of her duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 22 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Eric Debroeck of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 23 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. John Russell Houlden of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 24 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Ms. Marie-Noëlle Jégo-Laveissière of her duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 25 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Michał Kleiber of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 26 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Patrice Lambert de Diesbach of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 27 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Ms. Monika Nachyła of her duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 28 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Ms. Maria Pasło-Wiśniewska of her duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 29 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Ms. Wioletta Rosołowska of her duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 30 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Jean-Michel Thibaud of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 31 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Supervisory Board member

§ 1

The approval of the performance by Mr. Jean-Marc Vignolles of his duties as a member of the Orange Polska S.A. Supervisory Board in financial year 2021 is granted.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 990 072 445
Votes against 306 117
Sustained 1 894 091

Resolution no 32 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022

on expressing an opinion on the annual report on remuneration prepared by the Supervisory Board

§ 1

A positive opinion on the annual report on remuneration of the Members of the Management Board and Supervisory Board of Orange Polska S.A. in 2021 prepared by the Supervisory Board is expressed.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 841 634 562
Votes against 106 520 593
Sustained 44 117 498

Resolution no 33 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on adopting the Diversity management policy for Members of the Supervisory Board

§ 1

The Annual General Meeting adopts the Diversity management policy for Members of the Supervisory Board of Orange Polska S.A., attached hereto.

Attachment

Diversity management policy for Members of the Supervisory Board

The diversity management policy for Members of the Supervisory Board ("Policy") supports the adherence to the highest corporate governance standards and the achievement of Orange Polska S.A. ("Orange Polska") business goals. It also supports the adherence to the values contained in Orange Polska's Code of Ethics and the implementation of the Company's CSR strategy and the goals of Sustainable Development.

This Policy is consistent with the Diversity Management Policy of Orange Polska adopted on 19 September 2016. It is also a reference to Orange Group's principles and standards with regard to diversity management.

The purpose of the Policy is to:

  • 1) determine the standards that must be met in order for positions in the Company's supervisory bodies to be occupied by persons with appropriate qualifications, substantive knowledge, skills, professional experience, predispositions and reputation appropriate to perform such function.
  • 2) Implement solutions for equal treatment and diversity in relation to the Supervisory Board of Orange Polska.

§ 1

Diversity Principles

In the process of selection of members of Orange Polska's the Supervisory Board, the General Meeting:

  • 1) makes decisions on the selection of Supervisory Board members based on the appropriate level of knowledge, skills, education, competences and professional experience of the candidates.
  • 2) ensures that the Supervisory Board members of management bodies include people of diverse gender, age, specialist knowledge, education and professional experience.
  • 3) ensure the presence of at least four members of the Supervisory Board who meet the independence criteria specified in the Act of 11 May 2017 on statutory auditors, audit firms and public oversight, as well as the Company's Articles of Association and have no real and significant connections with a shareholder holding at least 5% of the total number of votes in the Company.
  • 4) with regard to gender diversity, it aims to keep a women participation of at least 30%.

§ 2

Policy Implementation

    1. The report on the implementation of the Policy is presented annually to the the General Meeting.
    1. Information on the implementation of the Policy shall be included in the annual report of the Supervisory Board and in the Company's Management Board.
There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 992 272 653
Votes against 0
Sustained 0

Resolution no 34 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on appointment of a Supervisory Board member

Mr. Bartosz Dobrzyński is appointed to the Orange Polska S.A. Supervisory Board.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 826 569 362
Votes against 121 351 983
Sustained 44 351 308

Resolution no 35 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on appointment of a Supervisory Board member

§ 1

Ms. Monika Nachyła is appointed to the Orange Polska S.A. Supervisory Board.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 826 569 362
Votes against 121 351 983
Sustained 44 351 308

Resolution no 36 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on appointment of a Supervisory Board member

§ 1

Mr. Marc Ricau is appointed to the Orange Polska S.A. Supervisory Board.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 826 569 362
Votes against 121 351 983
Sustained 44 351 308

Resolution no 37 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on appointment of a Supervisory Board member

§ 1

Mr. Jean-Michel Thibaud is appointed to the Orange Polska S.A. Supervisory Board.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 826 569 362
Votes against 121 351 983
Sustained 44 351 308

Resolution no 38 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on appointment of a Supervisory Board member

§ 1

Mr. Maciej Witucki is appointed to the Orange Polska S.A. Supervisory Board.

§ 2

The resolution enters into force upon adoption.

There were submitted 992 272 653 valid votes, corresponding to
992 272 653 shares that account for 75.61% of the share capital
Votes in favour 826 569 362
Votes against 121 351 983
Sustained 44 351 308

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