Benefit Systems S.A.

Share Issue/Capital Change • May 22, 2018

Registrationof the rights to Series F shares of the Company in the depository forsecurities

Not for release,publication or distribution directly or indirectly, in or into theUnited States of America, Australia, Canada or Japan or in any otherjurisdiction where to do so would be restricted or prohibited by law.

With reference to currentreports No. 15/2018 and No. 16/2018 of 22 March 2018, No. 22/2018 of 3April 2018, No. 28/2018 of 20 April 2018, No. 31/2018 of 8 May 2018, No.33/2018 of 10 May 2018, No. 34/2018 of 15 May 2018, No. 37 of 16 May2018 and No. 39 of 17 May 2018, the Management Board of Benefit SystemsS.A. with its registered office in Warsaw (the "Company",the "Issuer") hereby informs that the National Depositoryfor Securities S.A. (Krajowy Depozyt Papierów Wartościowych S.A.)(the "NDS") issued a statement no. 312/2018 dated 22 May2018 on the conclusion between the NDS and the Company of an agreementto register in the depository for securities kept by the NDS of 184,000(one hundred and eighty-four thousand) rights to Series F ordinarybearer shares of the Company with a nominal value of PLN 1.00 (one) pershare (the "RTS"). The registration date of the RTS was setfor 23 May 2018. The RTS will be marked with an ISIN code PLBNFTS00059.

Disclaimer:

This current report wasprepared in accordance with the Regulation of the Minister of Finance of29 March 2018 on the current and periodic reports disclosed by thesecurities issuers and on equivalence of information disclosuresrequired by law of non-EU member states.

Thiscurrent report is solely for information purposes and is published bythe Company exclusively in order to provide essential information on theregistration of rights to Series F ordinary bearer shares of the Companyin thedepositoryfor securities.This current report is by no means intended, whether directly orindirectly, to promote the subscription of the new shares and does notrepresent promotional material prepared or published by the Company forthe purpose of promoting the new shares or their subscription or for thepurpose of encouraging an investor, whether directly or indirectly, toacquire or subscribe for the new shares. The Company has not publishedany materials aimed at promoting the new shares or their subscription orsale of the treasury shares of the Issuer.

Thismaterial is not intended for distribution, whether directly orindirectly, within the territory of or in the United States of Americaor other jurisdictions where such distribution, publication or use maybe subject to restrictions or may be prohibited by law. The securitiesreferred to in this material have not been and will not be registeredunder the U.S. Securities Act of 1933, as amendedand may only beoffered or sold within the United States under an exemption from, or ina transaction not subject to, the registration requirements of theSecurities 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.Nosecurities commission or similar regulatory authority in Canada hasreviewed or in any way passed upon this current report, the informationcontained herein or the merits of the securities described herein andany representation to the contrary is an offence.Underno circumstances is this current report to be construed as an offer tosell securities or as a solicitation of an offer to buy securities inany jurisdiction of Canada. Any offer or sale of the securitiesdescribed herein in Canada will be made in accordance with applicableCanadian law and under an exemption from the requirements to file aprospectus with the relevant Canadian securities regulators and only bya dealer registered under applicable securities laws or, alternatively,pursuant to an exemption from the dealer registration requirement in therelevant province or territory of Canada in which such offer or sale ismade.