Ciech S.A.

Related Party Transaction • Nov 18, 2016

Contents of the report:

The Management Board of CIECH S.A. with itsregistered office in Warsaw (the "Issuer" or the "Company") herebyinforms that on 18 November 2016, a subsidiary of the Issuer - CIECHSoda Romania S.A. based in Romania ("CSR") - entered into an agreementfor the supply of process steam (the "Agreement") with S.C. CET GovoraS.A. in composition bankruptcy based in Romania ("CET").

The subject matter of the Agreement is the supply ofprocess steam required by CSR for the production of soda ash and liquidsilicates.

TheAgreement was concluded with effect as of 06 September 2016, for a fixedperiod of 10 years, i.e. until 05 September 2026.

Theparties fixed the price of process steam for the period until 31December 2018. The price of steam includes CO2 certificates associatedwith the process of generating steam by burning coal and gas.

Theestimated value of the Agreement, in the period until 31 December 2018,amounts to approx. RON310,000,000,i.e. the equivalent of PLN305,350,000,in accordance with the exchange rate determined by the National Bank ofPoland (NBP) on the date of execution of the Agreement.

Theprice of process steam for the years 2019-2026 will be determined basedon the pricing formula to be agreed between the Parties throughnegotiations. If the Parties fail to fix the price on or before 01December 2018, the Agreement will be terminated by operation of law,with effect on 01 January 2019.

Theparties agreed that the information on the estimated demand for processsteam for a given year of duration of the Agreement would be submittedby CSR to CET by 31 October of the previous year. The actual steamdemand with a tolerance of plus 10% or minus 30% in relation to theestimated demand will not affect the price.

Theparties may terminate the Agreement, with a period of notice of 9months, as of 31 March 2018.

Theremaining terms and conditions of the Agreement do not differ from thosecommonly applied in arm's length dealings with regard to such contracts.

The Issuer posted information the negotiationsconducted with the court-appointed administrator of CET in its currentreports nos. 24/2016 of 06.07.2016, 25/2016 of 28.07.2016, 26/2016 of03.08.2016, 28/2016 of 18.08.2016 and 31/2016 of 06.09.2016.