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Echo Investment S.A.

AGM Information Jul 17, 2020

5590_rns_2020-07-17_47b301f7-ed90-425c-9d27-2f6897f42990.html

AGM Information

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Announcement on theconvocation of the Ordinary General Meeting of Shareholders of EchoInvestment S.A.

Pursuantto Art. 395 in conjunction withArt.15zzh Section 2 of the Act of 2 March 2020 on extraordinary measuresaimed at preventing and combating COVID-19, other communicable diseasesand the crisis situations caused by themandArt. 399 § 1 in conjunction with Art. 4021and Art. 4022of the Code of Commercial Companies, the Management Board of EchoInvestment Spółka Akcyjna, with its registered office in Kielce, herebyconvenes an Ordinary General Meeting of Shareholders. The Meeting willbe held on13 August 2020at11:00 a.m., in Warsaw at ul.Grzybowska 58, Willa Schiele Building, Floor1.

Theagenda:

1.Openingthe General Meeting.

2.Electionof the Chairperson of the General Meeting.

3.Preparationof the attendance list.

4.Determinationof the General Meeting's validity and its capacity to adopt resolutions.

5.Adoptionof the agenda.

6.Presentationof the Management Board's report on the operations of Echo InvestmentS.A. and its Group in 2019, the financial statements for the financialyear 2019 and the consolidated financial statements for the financialyear 2019.

7.Presentationof the Supervisory Board's report.

8.Adoptionof resolutions on:

1)thereview and approval of the Management Board's report on the operationsof Echo Investment S.A. and its Group in 2019;

2)thereview and approval of the financial statements for the financial year2019;

3)thereview and approval of the consolidated financial statements for thefinancial year 2019;

4)theallocation of profit from 2019;

5)grantingof a vote of acceptance to members of the Management Board for theperformance of their duties in 2019;

6)grantingof a vote of acceptance to duties by members of the Supervisory Boardfor the performance of their duties in 2019;

7)theappointment of a member of the Supervisory Board fulfilling theindependence criteria set out for members of audit committees in the Actof 11 May 2017 on Statutory Auditors, Auditing Firms and PublicSupervision;

8)thedetermination of the number of members of the Supervisory Board of theCompany;

9)amendmentsto the Articles of Association of the Company;

10)theadoption of the consolidated text of the amended Articles of Associationof the Company;

11)theadoption of the remuneration policy for members of the Management Boardand Supervisory Board of the Company;

12)theappointment of a proxy to represent the Company in relation to anagreement between the Company and a member of its Management Board.

9.Otherbusiness.

10.Closingthe General Meeting.

Inaccordance with Art. 4022of the Code of Commercial Companies(hereinafter referred to as the "CCC"), the Management Board herebysubmits the following information:

Theshareholders' right to request the inclusion of particular matters onthe agenda of the Ordinary General Meeting

Ashareholder or shareholders of Echo Investment S.A. representing atleast one-twentieth of the share capital of Echo Investment S.A. mayrequest that certain matters be placed on the agenda of the OrdinaryGeneral Meeting of Shareholders. The request must be submitted to theManagement Board of Echo Investment S.A. no later than 21 days beforethe date of the Meeting, i.e. by 22 July 2020. The request must includean explanation or the draft resolutions included on the proposed agenda.The request may be submitted in electronic form, in PDF format, sent byemail to:[email protected].

Theshareholders' right to propose resolutions

Beforethe Ordinary General Meeting of the Shareholders of Echo InvestmentS.A., a shareholder or shareholders of Echo Investment S.A. representingat least one-twentieth of the share capital may submit draft resolutionsconcerning matters included on the agenda of the Ordinary GeneralMeeting of Shareholders or matters that are to be included on theagenda, in writing or by electronic means of communication, in PDFformat, by sending an email to:[email protected].

Moreover,each shareholder may submit draft resolutions concerning mattersincluded on the agenda during the Ordinary General Meeting ofShareholders.

Exercisingthe right to vote by way of a proxy

Ashareholder who is a natural person may participate in the OrdinaryGeneral Meeting of Shareholders and exercise their right to vote inperson or by way of a proxy.

Shareholderswho are not natural persons may participate in the Ordinary GeneralMeeting of Shareholders and exercise their right to vote through aperson authorised to make declarations of will on their behalf or by wayof a proxy.

Inorder to be effective, the power of attorney to participate in andexercise voting rights at the Ordinary General Meeting of Shareholdersmust be made in writing or electronically. A power of attorney madeelectronically does not need to bear a qualified electronic signature.The Instrument of Proxy Form is available on the website of EchoInvestment S.A. athttps://www.echo.com.pl/s,45,walne-zgromadzenie.htmlfrom the date of the publication of this announcement.

Ashareholder's notice on the appointment of a proxy by means ofelectronic communication must be made by sending a file in PDF format tothe Company at the following email:[email protected] shareholder should make every effort to allow for the effectiveverification of the validity of the power of attorney. Information onthe appointment of a proxy must include the details of the proxy and theprincipal (indicating the name, address, telephone number and emailaddress of each of such persons or persons authorised to act on theirbehalf). Information on the appointment of a proxy sent electronicallymust also include an indication of the scope of the power of attorney,i.e. the number of shares with respect to which votes will be exercisedand the date and name of the general meeting of Echo Investment S.A. atwhich such votes will be exercised.

EchoInvestment S.A. will take the appropriate actions to identify theshareholder and the proxy in order to verify the validity of a power ofattorney granted in electronic form. Verification may include, inparticular, asking the shareholder and/or the proxy to confirm the powerof attorney and its scope in an electronic form or by telephone. EchoInvestment S.A. stipulates that in such a case, failure to answer thequestions asked during the verification will be treated as a failure toverify the power of attorney and will constitute grounds for refusing toallow the proxy to participate in the Ordinary General Meeting ofShareholders. Upon arrival at the General Meeting and before signing theattendance list, the proxy should present the original identity cardlisted in the Instrument of Proxy Form in order to confirm the identityof the proxy.

Theright to represent a shareholder who is not a natural person shouldresult from presenting a copy of the relevant register entry upondrawing up the attendance list (submitted in the original or a copycertified as true by a notary, attorney at law or advocate) or possiblya series of powers of attorney.

Thenames of the person/persons granting the power of attorney on behalf ofa shareholder who is not a natural person should appear in an up-to-datecopy of the entry into the register relevant for a given shareholder.

Ifa member of the Management Board of Echo Investment S.A., a member ofthe Supervisory Board of Echo Investment S.A., a liquidator, anemployee, a member of the governing bodies or an employee of asubsidiary of Echo Investment S.A. is a proxy at the Ordinary GeneralMeeting of Shareholders, their power of attorney may authoriserepresentation at only one general meeting. The proxy must disclose anycircumstances indicating the existence of a possible conflict ofinterest with respect to the shareholder. Granting further powers ofattorney is not permitted.

Shouldthe proxy be instructed as to the manner of voting, the Company will notverify whether the proxy votes in accordance with the instructionsreceived from the principal.

Possibilityand manner of participation in the Ordinary General Meeting ofShareholders by means of electronic communication

TheManagement Board of Echo Investment S.A. does not permit participationin the General Meeting of Shareholders using electronic means ofcommunication.

Expressingopinions during the Ordinary General Meeting of Shareholders by means ofelectronic communication

TheManagement Board of Echo Investment S.A. does not permit speaking at theGeneral Meeting of Shareholders using electronic means of communication.

Rulesof mail-in ballot or voting by electronic means of communication

TheManagement Board of Echo Investment S.A. does not permit voting at theGeneral Meeting of Shareholders using mail service or electronic meansof communication.

Thedate of registration for the Ordinary General Meeting of Shareholders

Thedate of registration for the Ordinary General Meeting is28August 2020(the "RegistrationDay").

Informationon the right to participate in the Ordinary General Meeting ofShareholders

Onlypersons/entities that are shareholders of Echo Investment S.A. on theRegistration Day have the right to participate in the Ordinary GeneralMeeting of Shareholders

Atthe request of a holder of dematerialised bearer shares of EchoInvestment S.A. submitted no earlier than after the convocation of theOrdinary General Meeting of Shareholders, i.e. no earlier than 17 July2020 and no later than the first business day after the RegistrationDay, i.e. no later than 29 July 2020, the operator maintaining thesecurities trading account will issue a personal certificate ofentitlement to participate in the General Meeting.

EchoInvestment S.A. hereby underlines that only those persons/entities thatwere shareholders of Echo Investment S.A. on the Registration Day i.e.on 28July 2020 and requested - no earlier than 17 July 2020and no later than 29 July 2020 - the operator of the securities tradingaccount to issue a personal certificate of entitlement to participate inthe General Meeting will have the right to participate in the OrdinaryGeneral Meeting of Shareholders.

Thelist of shareholders entitled to participate in the Ordinary GeneralMeeting of Shareholders will be displayed at the registered office ofEcho Investment S.A. at Al. Solidarności 36, 25-323 Kielce, from8.00 a.m. to 5:00 p.m., three business days before the Ordinary GeneralMeeting of Shareholders, i.e. from 10 August 2020 until 12 August 2020.

Ashareholder of Echo Investment S.A. may demand that the list ofshareholders entitled to participate in the Ordinary General Meeting ofShareholders be sent to them free of charge by email, providing theirown email address to which the list should be sent. The request shouldbe submitted in writing or sent by email to:[email protected] .

Personsentitled to participate in the Ordinary General Meeting of Shareholdersare requested to register and collect their voting cards directly beforethe start of the meeting.

Conditionsof access to documentation

Inaccordance with Art. 4023§ 1 of the CCC, the documentationto be presented at the Ordinary General Meeting of Shareholders and thedraft resolutions will be published on the website of Echo InvestmentS.A. on the date of the convocation of the Ordinary General Meeting ofShareholders.

Remarksof the Management Board or the Supervisory Board of Echo Investment S.A.concerning matters on the agenda of the Ordinary General Meeting ofShareholders or matters that are to be placed on the agenda prior to theOrdinary General Meeting will be available on the website of EchoInvestment S.A. immediately after being drawn up.

Allinformation relating to the Ordinary General Meeting of Shareholders ofEcho Investment S.A. and the documentation associated with it will beposted on the Company's website at:www.echo.com.plunderthe following link:https://www.echo.com.pl/s,45,walne-zgromadzenie.html.

Correspondencerelated to the General Meeting should be directed to the email address:[email protected].

TheManagement Board of the Company also announces that it is not planning alive transmission of the General Meeting of Shareholders because themeeting cannot be attended remotely, using electronic means ofcommunication.

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