Benefit Systems S.A.

Transaction in Own Shares • May 15, 2018

Disposal(further resale) of the Company's treasury shares

Not fordissemination, publication or distribution, whether directly orindirectly in the territory of or to the United States of America,Australia, Canada, Japan or any other jurisdiction where it could besubject to restrictions or be prohibited by law.

With referenceto current reports No. 15/2018 and No. 16/2018 of 22 March 2018, No.22/2018 of 3 April 2018, No. 28/2018 of 20 April 2018, No. 31/2018 of 8May 2018 and No. 33/2018 of 10 May 2018, the Management Board of BenefitSystems S.A. with its registered office in Warsaw (the "Company", the"Issuer") hereby informs that on 15 May 2018, pursuant to a resolutionof the Company's Extraordinary General Meeting held on 20 April 2018authorizing the Management Board of the Company to sell (further resell)the Company's treasury shares (the "Treasury Shares Resale Resolution"),the Company conducted the sale, in the form of block trades on aregulated market operated by the Warsaw Stock Exchange, the settlementof which shall occur not later than 17 May 2018, of 100,000 (one hundredthousand) treasury shares of the Company,representing100,000 (one hundred thousand)votes at the Company'sgeneralmeeting,accounting for approximately3.74%of the Company's share capital and vesting the right to exerciseapproximately3.74%of the total number of votes at the Company's general meeting(the"Treasury Shares"), with the aggregate value, understood as the productof the number of Treasury Shares sold and the Treasury Shares' saleprice of PLN 1,035.00 (one thousand thirty-five hundred) per oneTreasury Share, amounting to PLN 103,500,000.00 (one hundred threemillion five hundred thousand), (the "Treasury Shares Sale").

Priorto effecting the Treasury Shares Sale, the Company held 108,448 (onehundred eight thousand four hundred forty-eight) treasury shares,representing108,448(one hundred eight thousand four hundred forty-eight) at the Company'sgeneral meeting, accounting for approximately 4.05% of its share capitaland vesting the right to exercise approximately 4.05% of the totalnumber of votes at the Company's general meeting, provided however thatthe Company did not exercise voting rights attached to treasury shares.

Followingthe effecting of the Treasury Shares Sale, the Company holds 8,448(eight thousand four hundred forty-eight) treasury shares, representing8,448 (eight thousand four hundred forty-eight) votes at the Company'sgeneralmeeting, accounting for approximately 0.32% of the Company's sharecapital and vesting the right to exercise approximately 0.32% of thetotal number of shares at the Company's shareholders' meeting, providedhowever that the Company does not exercise voting rights attached totreasury shares.

Disclaimer:Thiscurrent report was prepared in accordance with Article 17 Section 1 ofRegulation No. 596/2014 of the European Parliament and of the Council of16 April 2014 on market abuse (market abuse regulation) and repealingDirective 2003/6/EC of the European Parliament and of the Council andCommission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.

Thiscurrent report is solely for information purposes and is published bythe Company exclusively in order to provide essential information on theeffecting of a disposal (further resale) of the Company's treasuryshares. This current report is by no means intended, whether directly orindirectly, to promote the subscription of the new shares or the sale ofthe treasury shares of the Issuer, and does not represent promotionalmaterial prepared or published by the Company for the purpose ofpromoting the new shares or their subscription or the treasury shares ortheir resale or for the purpose of encouraging an investor, whetherdirectly or indirectly, to acquire the treasury shares or subscribe forthe new shares. The Company has not published any materials aimed atpromoting the new shares or their subscription or sale of the treasuryshares of the Issuer.

Thismaterial or any part thereof is not intended for distribution, whetherdirectly or indirectly, within the territory of or in the United Statesof America or other jurisdictions where such distribution, publicationor use may be subject to restrictions or may be prohibited by law. Thesecurities referred to in this material have not been and will not beregistered under the U.S. Securities Act of 1933, as amended and mayonly be offered or sold within the United States under an exemptionfrom, or in a transaction not subject to, the registration requirementsof the Securities Act.

Thiscurrent report is not, and under no circumstances is to be construed as,a prospectus, an offering memorandum, an advertisement or a publicoffering of the securities described herein in Canada or any province orterritory thereof. No securities commission or similar regulatoryauthority in Canada has reviewed or in any way passed upon this currentreport, the information contained herein or the merits of the securitiesdescribed herein and any representation to the contrary is an offence.Under no circumstances is this current report to be construed as anoffer to sell securities or as a solicitation of an offer to buysecurities in any jurisdiction of Canada. Any offer or sale of thesecurities described herein in Canada will be made in accordance withapplicable Canadian law and under an exemption from the requirements tofile a prospectus with the relevant Canadian securities regulators andonly by a dealer registered under applicable securities laws or,alternatively, pursuant to an exemption from the dealer registrationrequirement in the relevant province or territory of Canada in whichsuch offer or sale is made.