Benefit Systems S.A. — M&A Activity 2022

Jun 30, 2022

First notification to shareholders of the intention to merge BenefitSystems S.A. with Benefit IP sp. z o.o. and Benefit IP spółka zograniczoną odpowiedzialnością sp.k.Acting onthe basis of Art. 504 §1 of the Polish Commercial Companies Code(hereinafter, the _quot;CCC_quot;) in conjunction with Article 402 §2 of the CCCand Article 402 §1 of the CCC, the Management Board of Benefit SystemsS.A. with its registered seat in Warsaw (the _quot;Issuer_quot; or the _quot;Company_quot;),hereby for the first time announces the intention to merge the Issuer(as the acquiring company) with Benefit IP sp. z o.o. with itsregistered seat in Warsaw (the _quot;Target Company 1_quot;) and Benefit IP spółkaz ograniczoną odpowiedzialnością sp.k. with its registered seat inWarsaw (the _quot;Target Company 2_quot;)

The merger plan, agreed upon by the merging companies on 30 June 2022,was published on the Company's website: www.benefitsystems.pl, and alsowas published as an annex to this current report.

As of 30 June 2022, the Company made available, on the Company's website(bookmark: https://www.benefitsystems.pl/en/about-us/merger/), thedocuments specified in Article 505 § 1 of the Commercial Companies Codeconcerning the Issuer's merger with the Target Company 1 and the TargetCompany 2. Until the date of the Extraordinary General Meeting, theagenda of which provides for the adoption of a resolution on the mergerof the Issuer with the Target Company 1 and the Target Company 2, theshareholders of the Company have a continuous access to these documentsin the electronic form with the possibility to print them.

The Management Board of the Company would like to note that inconjunction with Article 520 § 1 of the CCC the merger plan will beaudited by a certified auditor in the matter of correctness andreliability.

In the coming weeks, the Company will convene an Extraordinary GeneralMeeting of the Company, during which a resolution on the merger of theIssuer with the Target Company 1 and the Target Company 2 will beadopted.