Benefit Systems S.A.

M&A Activity • May 27, 2024

Report Content First notification to shareholders of the intention to merge BenefitSystems S.A. with Active Sport i Rekreacja sp. z o.o.Actingon the 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 Active Sport i Rekreacja sp. z o.o. (the_quot;Target Company_quot;).

The merger plan, agreed upon by the merging companies on 23 May 2024,was published on the Company's website: www.benefitsystems.pl, and alsowas published as an annex to this current report (in Polish language).

As of 27 May 2024, the Company made available, on the Company's website(bookmark: www.benefitsystems.pl/en/about-us/merger/), the documentsspecified in Article 505 § 1 of the Commercial Companies Code concerningthe Issuer's merger with the Target Company. Until the date of theGeneral Meeting, the agenda of which provides for the adoption of aresolution on the merger of the Issuer with the Target Company, theshareholders of the Company have a continuous access to these documentsin the electronic form with the possibility to print them. At the sametime, the Management Board of the Company would like to note that givenprovisions of Article 516 § 5 and § 6 of the CCC in conjunction withArticle 516 § 1 of the CCC:

(i) the management boards of the merging companies will not prepare awritten report to justify the merger, its legal basis or the economicgrounds;

(ii) the merger plan will not be audited by a certified auditor andtherefore no auditor's opinion on the correctness and reliability of themerger plan will be prepared.

Therefore, these documents will not be made available to theshareholders of the Issuer.

In the coming weeks, the Company will convene a General Meeting of theCompany, during which a resolution on the merger of the Issuer and theTarget Company will be adopted.