Benefit Systems S.A.

AGM Information • Sep 19, 2024

Appendix to current report no. 57/2024

Resolutions adopted by the Extraordinary General Meeting of Shareholders of Benefit Systems S.A. on 19 September 2024

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Resolution No. 1/19.09.2024 of the Extraordinary General Meeting of Shareholders of company under the business name of BENEFIT SYSTEMS Spółka Akcyjna with its registered seat in Warsaw (hereinafter, the "Company") of 19 September 2024

on electing the Chairperson of the General Meeting

§1.

The Extraordinary General Meeting of Shareholders hereby elects Mr Marcin Marczuk to the Chairman of the General Meeting.

§2.

The Resolution enters into force upon its adoption.

Ms Weronika Czyżyk-Węgrzyn found that 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) votes as such were cast in the secret voting, which represented 64.06% (sixtyfour and six hundredth percent) of the share capital of the Company; 1,895,153 (one million eight hundred ninety-five thousand one hundred fifty-three) votes for the Resolution as such were cast, there were no votes against the Resolution and 1 (one) abstention, therefore the Resolution was adopted.

The Chairman of the General Meeting represented that:

a) in accordance with the signed list of attendance, 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) shares, out of total 2,958,292 (two million nine hundred fifty-eight thousand two hundred ninety-two) shares, were represented at the Extraordinary General Meeting of Shareholders, entitling to 1,895,154 (one million eight hundred ninety-five thousand one hundred fiftyfour) votes, which accounted for 64.06% (sixty-four and six hundredth percent) of share capital of the Company eligible for the Extraordinary General Meeting,

b) the represented shareholders met the requirements of Art. 406¹ of the Commercial Companies Code.

Resolution No. 2/19.09.2024

of the Extraordinary General Meeting of Shareholders

of company under the business name of BENEFIT SYSTEMS Spółka Akcyjna

with its registered seat in Warsaw (hereinafter, the "Company")

of 19 September 2024

on withdrawing from the election of the Counting Committee

§1.

The Extraordinary General Meeting of Shareholders decided to withdraw from the election of the Counting Committee.

§2.

The Resolution enters into force upon its adoption.

The Chairman of the General Meeting found as follows:

a) in the secret voting on the Resolution above, 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) shares were voted, which represented 64.06% (sixty-four and six hundredth percent) of the share capital of the Company, i.e. 1,895,154 (one million eight hundred ninetyfive thousand one hundred fifty-four) valid votes were cast,

b) 1,655,825 (one million six hundred fifty-five thousand eight hundred twenty-five) votes for the Resolution as such were cast, there were no votes against the Resolution and 239,329 (two hundred thirty-nine thousand three hundred twenty-nine) abstentions. therefore the Resolution was adopted.

Resolution No. 3/19.09.2024

of the Extraordinary General Meeting of Shareholders of company under the business name of BENEFIT SYSTEMS Spółka Akcyjna with its registered seat in Warsaw (hereinafter, the "Company") of 19 September 2024 on approving the agenda of the General Meeting

§1.

The Extraordinary General Meeting of Shareholders hereby approves the agenda of the General Meeting which takes place on 19 September 2024, at 11.00 a.m.:

• 1. Opening the General Meeting.
• 1. Electing the Chairperson of the General Meeting.
• 1. Confirming that the General Meeting was duly convened and is capable of adopting valid resolutions.
• 1. Electing the Counting Committee.
• 1. Approving the agenda of the General Meeting.
• 1. Presentation of the material contents of the plan of merger with (i) Artis Clubs sp. z o.o.; (ii) Good Luck Club GLC sp. z o.o. to the shareholders of the Company along with all the material changes within the assets and liabilities of the Company which occurred from the date of preparation of the merger plan to 19 September 2024.
• 1. Adoption of a resolution concerning a plan of merger of the Company with (i) Artis Clubs sp. z o.o.; (ii) Good Luck Club GLC sp. z o.o. along with the granting of consent for the plan of merger of the companies.
• 1. Adoption of a resolution concerning a change to the remuneration of Members of the Company's Supervisory Board.
• 1. Any other business.
• 1. Closing the General Meeting.

§2.

The Resolution enters into force upon its adoption.

The Chairman of the General Meeting found as follows:

a) in the secret voting on the Resolution above, 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) shares were voted, which represented 64.06% (sixty-four and six hundredth percent) of the share capital of the Company, i.e. 1,895,154 (one million eight hundred ninetyfive thousand one hundred fifty-four) valid votes were cast,

b) 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) votes for the Resolution as such were cast, there were no votes against the Resolution and abstentions, therefore the Resolution was adopted.

Resolution No. 4/19.09.2024 of the Extraordinary General Meeting of Shareholders of company under the business name of BENEFIT SYSTEMS Spółka Akcyjna with its registered seat in Warsaw (hereinafter, the "Company") of 19 September 2024 concerning merger of the Company, as the acquiring company, with Companies ARTIS CLUB SPÓŁKA Z OGRANICZONĄ ODPOWIEDZIALNOŚCIĄ GOOD LUCK CLUB GLC SPÓŁKA Z OGRANICZONĄ ODPOWIEDZIALNOŚCIĄ along with the granting of consent for a plan of merger of the companies

Acting on the basis of Article 506 of the Code of Commercial Companies (hereinafter, the "CCC"), the Extraordinary General Meeting (hereinafter, the "Extraordinary General Meeting") of the Company under the business name of: BENEFIT SYSTEMS SPÓŁKA AKCYJNA with its registered seat in Warsaw (hereinafter, the "Acquiring Company"), hereby decided as follows:

§ 1

The Acquiring Company will be merged (hereinafter, the "MERGER") with companies

• (i) ARTIS CLUB SPÓŁKA Z OGRANICZONĄ ODPOWIEDZIALNOŚCIĄ with its registered seat in Warsaw (00-844), Pl. Europejski 2, entered in the register of business entities of the National Court Register maintained by the District Court for the Warsaw in Warsaw, XIII Commercial Division of the National Court Register under No. 0000550648, REGON: 361140075, (tax identification number) NIP: 5242778088 (hereinafter, the "ACQUIRED COMPANY 1"),
• (ii) GOOD LUCK CLUB GLC SPÓŁKA Z OGRANICZONĄ ODPOWIEDZIALNOŚCIĄ with its registered seat in Warsaw (00-844), Pl. Europejski 2, entered in the register of business entities of the National Court Register maintained by the District Court for the Warsaw in Warsaw, XIII Commercial Division of the National Court Register under No. 0000615012, REGON: 364294940, (tax identification number) NIP: 5833201185 (hereinafter, the "ACQUIRED COMPANY 2"),

(hereinafter jointly ACQUIRED COMPANY 1 and ACQUIRED COMPANY 2 as the "ACQUIRED COMPANIES").

The Extraordinary General Meeting hereby grants consent to the merger plan, as agreed between the merging companies on 14 August 2024, and published at the websites of the merging companies.

§ 3

The merger will be carried out pursuant to Article 492 § 1 Item 1 of the Code of Commercial Companies, by transferring all the assets of the Acquired Company to the Acquiring Company (merger by acquisition).

§ 4

Due to the fact that the Acquiring Company holds 100% of shares in the share capital of the Acquired Companies, the merger will be carried out without increasing the share capital of the Acquiring Company. Therefore, as a result of the Merger, no new circumstance will arise that might require a disclosure in the Articles of Association of the Acquiring Company. Consequently, the Articles of Association of the Acquiring Company will not be amended in connection with the Merger.

§ 5

In connection with the Merger, neither any rights nor special benefits, as referred to in Article 499 § 1 Item 5 of the CCC, will be granted, nor any special benefits will be granted to the members of the governing bodies of the merging companies, or other individuals participating in the Merger, as referred to in Article 499 § 1 Item 6 CCC.

§ 6

The resolution shall become effective as of the date of its adoption.

The Chairman of the General Meeting found as follows:

a) in the secret voting on the Resolution above, 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) shares were voted, which represented 64.06% (sixty-four and six hundredth percent) of the share capital of the Company, i.e. 1,895,154 (one million eight hundred ninetyfive thousand one hundred fifty-four) valid votes were cast,

b) 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) votes for the Resolution as such were cast, there were no votes against the Resolution and abstentions, therefore the Resolution was adopted.

Resolution No. 5/19.09.2024

of the Extraordinary General Meeting of Shareholders

of company under the business name of BENEFIT SYSTEMS Spółka Akcyjna

with its registered seat in Warsaw (hereinafter, the "Company")

of 19 September 2024

concerning the remuneration of Members of the Supervisory Board of the Company

§ 1

Acting on the basis of Article 392 § 1 of the Commercial Companies Code and § 25 section 2 of the Articles of Association of Benefit Systems S.A. (the "Company"), the Extraordinary General Meeting determines the monthly remuneration of the Members of the Supervisory Board of the Company in the following amount, depending on the function performed in the Supervisory Board:

• 1) Chairman of the Supervisory Board PLN 15,000 gross per month;
• 2) Deputy Chairman of the Supervisory Board PLN 12,000 gross per month;
• 3) Member of the Supervisory Board 9,000 gross per month.

In addition, Members of the Supervisory Board serving on the Company's Audit Committee will additionally receive:

• 1) Chairman of the Audit Committee PLN 4,000 gross per month;
• 2) Member of the Audit Committee PLN 3,000 gross per month.

§ 2

The remuneration specified in § 1 will be payable in arrears by the 10th day of the month to the bank account of the Supervisory Board Member. In the case of performing the function of a Member of the Supervisory Board for a period of incomplete month, the remuneration is calculated proportionally in the amount of 1/30 of the remuneration specified in § 1 for each day of serving as a Member of the Supervisory Board.

§ 3

The resolution shall become effective as of the date of its adoption, with the proviso that the remuneration of the Members of the Supervisory Board of the Company in the changed amount, determined in accordance with § 1 of this resolution, shall be effective from 1 October 2024.

The Chairman of the General Meeting found as follows:

a) in the secret voting on the Resolution above, 1,895,154 (one million eight hundred ninety-five thousand one hundred fifty-four) shares were voted, which represented 64.06% (sixty-four and six hundredth percent) of the share capital of the Company, i.e. 1,895,154 (one million eight hundred ninetyfive thousand one hundred fifty-four) valid votes were cast,

b) 1,630,626 (one million six hundred thirty thousand six hundred twenty-six) votes for the Resolution as such were cast, there were 240,004 (two hundred forty thousand four) votes against the Resolution and 24,524 (twenty-four thousand five hundred twenty-four) abstentions, therefore the Resolution was adopted.