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Enea S.A. AGM Information 2025

Jun 27, 2025

5597_rns_2025-06-27_f050a8b6-c788-49d2-b1ea-49aa2cc6c3cb.pdf

AGM Information

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Resolution No. 1 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to elect the Chairperson of the Ordinary General Meeting

Acting pursuant to Article 409 § 1 of the Commercial Company Code and § 29(5) of the Company's Statute, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. hereby elects Ms. Anna Kowalik as the Chairwoman of the Ordinary General Meeting.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 1, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 1: 390,266,415,

  • votes against Resolution No. 1: 0,

  • votes abstaining: 0,

  • invalid votes: 0.

Resolution No. 2 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to accept the agenda of the Ordinary General Meeting

The Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. with its registered office in Poznań accepts the following agenda of the Ordinary General Meeting:

    1. Open the Ordinary General Meeting.
    1. Elect the Chairperson of the Ordinary General Meeting.
    1. Assert that the Ordinary General Meeting has been convened correctly and is capable of adopting resolutions.
    1. Adopt the agenda.
    1. Adopt a resolution to approve the Report of the Enea S.A. Supervisory Board on its activity in 2024.
    1. Present the report of the independent certified auditor on the audit of the Standalone Financial Statements of Enea S.A. for the financial year ended 31 December 2024, the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2024 and the Management Board Report on the activity of Enea S.A. and the Enea Group in 2024.
    1. Examine and adopt a resolution to approve the Standalone Financial Statements of Enea S.A. for the financial year ended 31 December 2024.
    1. Examine and adopt a resolution to approve the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2024.
    1. Examine and adopt a resolution to approve the Management Board Report on the activity of Enea S.A. and the Enea Group in 2024 together with a separate Enea Group Sustainability Report for 2024.
    1. Adopt a resolution to cover the loss for 2023 and distribute Enea S.A.'s net profit generated in the financial year ended 31 December 2024.
    1. Adopt resolutions to discharge the Enea S.A. Management Board Members on the performance of their duties in the financial year 2024.
    1. Adopt resolutions to discharge the Enea S.A. Supervisory Board Members on the performance of their duties in the financial year 2024.
    1. Adopt a resolution to issue an opinion on the document, adopted by the Supervisory Board, entitled "Report on remuneration of Enea S.A. Management Board and Supervisory Board Members in 2024".
    1. Adopt resolutions to accept the amendments to the Statute of Enea S.A. which received a positive opinion from the Supervisory Board.
    1. Adopt a resolution on the rules for setting remuneration of Management Board Members.
    1. Adopt a resolution to amend the "Remuneration policy for members of the supervisory body and management body at Enea Spółka Akcyjna".
    1. Adjourn the Ordinary General Meeting.

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 2, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 2: 390,266,375,

  • votes against Resolution No. 2: 40,
  • votes abstaining: 0,
  • invalid votes: 0.

Resolution No. 3 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to approve the Report of the Enea S.A. Supervisory Board on its activity in

2024

Acting pursuant to principle 2.11 of the "Best Practice for WSE Listed Companies 2021" in conjunction with Article 382(3)(3) of the Commercial Company Code, the Ordinary General Meeting resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. hereby approves the "Report of the Enea S.A. Supervisory Board on its activity in 2024" in the wording adopted by Resolution No. 63/XI/2025 of the Enea S.A. Supervisory Board of 20 May 2025.

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 3, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 3: 389,526,057,

  • votes against Resolution No. 3: 40,

  • votes abstaining: 740,318,

  • invalid votes: 0.

Resolution No. 4 adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to approve the Standalone Financial Statements of Enea S.A.

for the financial year ended 31 December 2024

Acting pursuant to Article 53(1) of the Accounting Act and Article 395(2)(1) of the Commercial Company Code, the Ordinary General Meeting hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. approves the Standalone Financial Statements of Enea S.A. for the financial year ended 31 December 2024, prepared in compliance with International Financial Reporting Standards, consisting of:

    1. standalone statement of financial position as at 31 December 2024, showing a balance of assets and liabilities in the amount of PLN 23,847,158 thousand (twenty-three billion eight hundred forty-seven million one hundred fifty-eight thousand Polish zloty);
    1. standalone statement of comprehensive income for the period from 1 January 2024 to 31 December 2024, showing a net profit of PLN 798,928 thousand (seven hundred ninety-eight million nine hundred twenty-eight thousand Polish zloty) and comprehensive income of PLN 758,973 thousand (seven hundred fifty-eight million nine hundred seventy-three thousand Polish zloty);
    1. standalone statement of changes in equity for the financial year from 1 January 2024 to 31 December 2024, showing an increase in equity by PLN 758,973 thousand (seven hundred fifty-eight million nine hundred seventy-three thousand Polish zloty);
    1. standalone statement of cash flows, showing an increase in cash by PLN 819,688 thousand (eight hundred nineteen million six hundred eighty-eight thousand Polish zloty);
    1. notes to the standalone financial statements including a description of key accounting policies applied and other explanations;

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 4, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 4: 389,515,469,

  • votes against Resolution No. 4: 10,628,

  • votes abstaining: 740,318,
  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to approve the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2024

Acting pursuant to Article 63c(4) of the Accounting Act and Article 395(5) of the Commercial Company Code, the Ordinary General Meeting hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. approves the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2024, prepared in compliance with International Financial Reporting Standards, consisting of:

    1. consolidated statement of financial position as at 31 December 2024, showing a balance of assets and liabilities in the amount of PLN 39,467,853 thousand (thirty-nine billion four hundred sixty-seven million eight hundred fifty-three thousand Polish zloty);
    1. consolidated statement of comprehensive income for the period from 1 January 2024 to 31 December 2024, showing a net profit of PLN 956,141 thousand (nine hundred fifty-six million one hundred forty-one thousand Polish zloty) and comprehensive income of PLN 923,479 thousand (nine hundred twenty-three million four hundred seventy-nine thousand Polish zloty);
    1. consolidated statement of changes in equity for the financial year from 1 January 2024 to 31 December 2024, showing an increase in equity by PLN 893,219 thousand (eight hundred ninety-three million two hundred nineteen thousand Polish zloty);
    1. consolidated statement of cash flows showing an increase in cash by PLN 1,386,004 thousand (one billion three hundred eighty-six million four thousand Polish zloty);
    1. notes to the consolidated financial statements including a description of key accounting policies applied and other explanations.

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 5, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 5: 389,515,469,

  • votes against Resolution No. 5: 10,628,
  • votes abstaining: 740,318,
  • invalid votes: 0.

Resolution No. 6 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to approve the Management Board Report on the activity of Enea S.A. and the Enea Group in 2024 together with a separate Enea Group Sustainability Report

for 2024

Acting pursuant to Article 395(2)(1) and Article 395(5) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. approves the Management Board Report on the activity of Enea S.A. and the Enea Group in 2024 together with a separate Enea Group Sustainability Report for 2024.

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 6, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 6: 389,526,056,

  • votes against Resolution No. 6: 41,

  • votes abstaining: 740,318,

  • invalid votes: 0.

At this point, the shareholder's representative submitted a motion to increase the amount of the dividend payable to shareholders to PLN 529,731,093.00.

The motion to increase the amount of the dividend payable to shareholders to PLN 529,731,093.00 was rejected by the Ordinary General Meeting with the following distribution of votes:

4,739,916 votes in favor, 277,015,423 votes against and 105,945,224 votes abstaining.

The following number of votes were cast on the motion:

- 387,700,563 votes in total (valid votes were cast from 387,700,563 shares, where 1 share = 1 vote), representing 73.19% of the share capital,

Then, the Ordinary General Meeting proceeded to adopt the following resolution:

Resolution No. 7 adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to cover the loss for 2023 and distribute Enea S.A.'s net profit generated in the financial year ended 31 December 2024

Acting pursuant to Article 395(2)(2) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The loss incurred by Enea S.A. in 2023 in the total amount of PLN 1,602,940,000.00 will be partially covered with PLN 1,068,877,546.50 from the reserve capital initially created for investment financing.

§ 2

The net profit of PLN 798,928,000.00 generated by ENEA S.A. in the financial year ended 31 December 2024 will be distributed as follows:

  • a) PLN 534,062,453.50 to cover the remaining part of the 2023 loss,
  • b) PLN 264,865,546.50 to pay out a dividend for shareholders.

§ 3

The dividend record date is set for 17 July 2025 and the dividend payment date is set for 31 July 2025.

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 7, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 7: 385,780,000,

  • votes against Resolution No. 7: 4,486,415,

  • votes abstaining: 0,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Grzegorz Kinelski, President of the Management Board, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Grzegorz Kinelski on the performance of his duties as President of the Management Board in the period from 1 March 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 8, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 8: 364,522,853,

  • votes against Resolution No. 8: 25,003,204,

  • votes abstaining: 740,358,

  • invalid votes: 0.

Resolution No. 9 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Ms. Dalida Gepfert, Management Board Member, on the performance of her duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Ms. Dalida Gepfert, Management Board Member, on the performance of her duties in the period from 1 May 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 9, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 9: 364,522,853,

  • votes against Resolution No. 9: 25,003,204,

  • votes abstaining: 740,358,

  • invalid votes: 0.

Resolution No. 10 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Mr. Bartosz Krysta, Management Board Member, on the

performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Bartosz Krysta, Management Board Member, on the performance of her duties in the period from 1 March 2024 to 31 December 2024.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 10, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 10: 364,522,853,

  • votes against Resolution No. 10: 25,003,204,

  • votes abstaining: 740,358,

  • invalid votes: 0.

Resolution No. 11 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Mr. Marek Lelątko, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Marek Lelątko, Management Board Member, on the performance of his duties in the period from 1 March 2024 to 31 December 2024.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 11, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 11: 364,522,853,

  • votes against Resolution No. 11: 25,003,204,

  • votes abstaining: 740,358,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Ms. Monika Starecka, Enea S.A. Supervisory Board Member seconded to temporarily perform the duties of President of the Enea S.A. Management Board, on the performance of her duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Ms. Monika Starecka, Enea S.A. Supervisory Board Member seconded to temporarily perform the duties of President of the Enea S.A. Management Board, on the performance of her duties in the period from 2 February 2024 to 29 February 2024.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 12, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 12: 364,522,853,

  • votes against Resolution No. 12: 25,003,204,
  • votes abstaining: 740,358,
  • invalid votes: 0.

Resolution No. 13 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Ms. Monika Starecka, Enea S.A. Supervisory Board Member seconded to temporarily perform the duties of Enea S.A. Management Board

Member for Corporate Matters, on the performance of her duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Ms. Monika Starecka, Enea S.A. Supervisory Board Member seconded to temporarily perform the duties of Enea S.A. Management Board Member for Corporate Matters, on the performance of her duties in the period from 1 March 2024 to 30 April 2024.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 13, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 13: 364,522,853,

  • votes against Resolution No. 13: 25,003,204,
  • votes abstaining: 740,358,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Paweł Majewski, President of the Management Board, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. does not grant a discharge to Mr. Paweł Majewski, President of the Management Board, on the performance of his duties in the period from 1 January 2024 to 2 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 14, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 14: 32,324,752,

  • votes against Resolution No. 14: 330,932,733,

  • votes abstaining: 27,008,930,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Paweł Majewski, President of the Management Board, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Paweł Majewski, President of the Management Board, on the performance of his duties in the period from 1 January 2024 to 2 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 15, the following number of votes were cast:

  • 387,700,563 votes in total (valid votes were cast from 387,700,563 shares, where 1 share = 1 vote), representing 73.19% of the share capital,

  • votes in favor of Resolution No. 15: 303,369,678,

  • votes against Resolution No. 15: 0,

  • votes abstaining: 84,330,885,

  • invalid votes: 0.

Resolution No. 16 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań

on 26 June 2025

to discharge Mr. Jakub Kowaleczko, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Jakub Kowaleczko, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 2 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 16, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 16: 32,324,753,

  • votes against Resolution No. 16: 330,932,732,

  • votes abstaining: 27,008,930,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Jakub Kowaleczko, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. does not grant a discharge to Mr. Jakub Kowaleczko, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 2 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 17, the following number of votes were cast:

  • 387,700,563 votes in total (valid votes were cast from 387,700,563 shares, where 1 share = 1 vote), representing 73.19% of the share capital,

  • votes in favor of Resolution No. 17: 303,369,678,

  • votes against Resolution No. 17: 0,

  • votes abstaining: 84,330,885,

  • invalid votes: 0.

Resolution No. 18 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Mr. Marcin Pawlicki, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Marcin Pawlicki, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 29 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 18, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 18: 32,324,752,

  • votes against Resolution No. 18: 330,932,733,

  • votes abstaining: 27,008,930,

  • invalid votes: 0.

Resolution No. 19 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Mr. Marcin Pawlicki, Management Board Member, on the

performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. does not grant a discharge to Mr. Marcin Pawlicki, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 29 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 19, the following number of votes were cast:

  • 387,700,563 votes in total (valid votes were cast from 387,700,563 shares, where 1 share = 1 vote), representing 73.19% of the share capital,

  • votes in favor of Resolution No. 19: 303,369,678,

  • votes against Resolution No. 19: 0,

  • votes abstaining: 84,330,885,
  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge to Mr. Dariusz Szymczak, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Dariusz Szymczak, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 2 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 20, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 20: 32,318,752,

  • votes against Resolution No. 20: 330,938,773,

  • votes abstaining: 27,008,890,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge to Mr. Dariusz Szymczak, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. does not grant a discharge to Mr. Dariusz Szymczak, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 2 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 21, the following number of votes were cast:

  • 387,700,563 votes in total (valid votes were cast from 387,700,563 shares, where 1 share = 1 vote), representing 73.19% of the share capital,

  • votes in favor of Resolution No. 21: 303,369,718,

  • votes against Resolution No. 21: 0,

  • votes abstaining: 84,330,845,

  • invalid votes: 0.

Resolution No. 22 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Mr. Lech Adam Żak, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Lech Adam Żak, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 29 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 22, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 22: 32,324,753,

  • votes against Resolution No. 22: 330,932,732,

  • votes abstaining: 27,008,930,

  • invalid votes: 0.

Resolution No. 23 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Lech Adam Żak, Management Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. does not grant a discharge to Mr. Lech Adam Żak, Management Board Member, on the performance of his duties in the period from 1 January 2024 to 29 February 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 23, the following number of votes were cast:

  • 387,700,563 votes in total (valid votes were cast from 387,700,563 shares, where 1 share = 1 vote), representing 73.19% of the share capital,

  • votes in favor of Resolution No. 23: 303,363,677,

  • votes against Resolution No. 23: 6,001,

  • votes abstaining: 84,330,885,

  • invalid votes: 0.

Resolution No. 24 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Mr. Łukasz Ciołko, Supervisory Board Chairman, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Łukasz Ciołko, Supervisory Board Chairman, on the performance of his duties in the period from 1 January 2024 to 29 January 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 24, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 24: 382,021,695,

  • votes against Resolution No. 24: 7,504,362,

  • votes abstaining: 740,358,

  • invalid votes: 0.

Resolution No. 25 adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Ms. Ewa Bagińska, Supervisory Board Chairwoman, on the performance of her duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Ms. Ewa Bagińska, Supervisory Board Chairwoman, on the performance of her duties in the period from 30 January 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 25, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 25: 382,027,695,

  • votes against Resolution No. 25: 7,498,362,

  • votes abstaining: 740,358,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Roman Stryjski, Supervisory Board Deputy Chairman, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Roman Stryjski, Supervisory Board Deputy Chairman, on the performance of his duties in the period from 1 January 2024 to 30 January 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 26, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 26: 105,012,273,

  • votes against Resolution No. 26: 7,498,402,

  • votes abstaining: 277,755,740,
  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Roman Stryjski, Supervisory Board Deputy Chairman, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. does not grant a discharge to Mr. Roman Stryjski, Supervisory Board Deputy Chairman, on the performance of his duties in the period from 1 January 2024 to 30 January 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 27, the following number of votes were cast:

  • 387,700,563 votes in total (valid votes were cast from 387,700,563 shares, where 1 share = 1 vote), representing 73.19% of the share capital,

  • votes in favor of Resolution No. 27: 253,541,

  • votes against Resolution No. 27: 303,518,761,

  • votes abstaining: 83,928,261,

  • invalid votes: 0.

Resolution No. 28 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Ms. Monika Starecka, Supervisory Board Member, on the

performance of her duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Ms. Monika Starecka, Supervisory Board Member, on the performance of her duties in the period from 30 January 2024 to 31 December 2024, including as Deputy Chairwoman of the Supervisory Board from 2 February 2024 to 31 December 2024.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 28, the following number of votes were cast:

  • 390,266,415 votes in total (valid votes were cast from 390,266,415 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 28: 382,021,695,

  • votes against Resolution No. 28: 7,498,362,

  • votes abstaining: 746,358,

  • invalid votes: 0.

Resolution No. 29 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Mariusz Pliszka, Supervisory Board Secretary, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Mariusz Pliszka, Supervisory Board Secretary, on the performance of his duties in the period from 1 January 2024 to 31 December 2024.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 29, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 29: 382,027,695,

  • votes against Resolution No. 29: 7,498,361,

  • votes abstaining: 740,358,
  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Mariusz Damasiewicz, Supervisory Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Mariusz Damasiewicz, Supervisory Board Member, on the performance of his duties in the period from 1 January 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 30, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 30: 382,027,695,

  • votes against Resolution No. 30: 7,498,361,

  • votes abstaining: 740,358,

  • invalid votes: 0.

Resolution No. 31 adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Michał Gniatkowski, Supervisory Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Michał Gniatkowski, Supervisory Board Member, on the performance of his duties in the period from 30 January 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 31, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 31: 382,027,695,

  • votes against Resolution No. 31: 7,498,361,

  • votes abstaining: 740,358,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Ms. Aneta Kordowska, Supervisory Board Member, on the performance of her duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Ms. Aneta Kordowska, Supervisory Board Member, on the performance of her duties in the period from 1 January 2024 to 30 January 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 32, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 32: 382,027,694,

  • votes against Resolution No. 32: 7,498,402,

  • votes abstaining: 740,318,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Tomasz Lis, Supervisory Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Tomasz Lis, Supervisory Board Member, on the performance of his duties in the period from 1 January 2024 to 31 October 2024.

§ 2

This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 33, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 33: 382,027,695,

  • votes against Resolution No. 33: 7,498,361,

  • votes abstaining: 740,358,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Paweł Łącki, Supervisory Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Paweł Łącki, Supervisory Board Member, on the performance of his duties in the period from 1 January 2024 to 30 January 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 34, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 34: 382,027,694,

  • votes against Resolution No. 34: 7,498,402,

  • votes abstaining: 740,318,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Ms. Agata Michalska-Olek, Supervisory Board Member, on the performance of her duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Ms. Agata Michalska-Olek, Supervisory Board Member, on the performance of her duties in the period from 30 January 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 35, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 35: 382,027,695,

  • votes against Resolution No. 35: 7,498,361,

  • votes abstaining: 740,358,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Mariusz Romańczuk, Supervisory Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Mariusz Romańczuk, Supervisory Board Member, on the performance of his duties in the period from 1 January 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 36, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 36: 382,027,695,

  • votes against Resolution No. 36: 7,498,361,

  • votes abstaining: 740,358,

  • invalid votes: 0.

Resolution No. 37 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to discharge Mr. Piotr Szymanek, Supervisory Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Piotr Szymanek, Supervisory Board Member, on the performance of his duties in the period from 30 January 2024 to 31 May 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 37, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 37: 382,027,695,

  • votes against Resolution No. 37: 7,498,361,

  • votes abstaining: 740,358,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to discharge Mr. Zbigniew Szymczak, Supervisory Board Member, on the performance of his duties in the financial year 2024

Acting pursuant to Article 393(1) and Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. grants a discharge to Mr. Zbigniew Szymczak, Supervisory Board Member, on the performance of his duties in the period from 30 January 2024 to 31 December 2024.

§ 2 This resolution shall enter into force when adopted.

In the secret ballot on Resolution No. 38, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 38: 382,027,695,

  • votes against Resolution No. 38: 7,498,361,

  • votes abstaining: 740,358,

  • invalid votes: 0.

Resolution No. 39 adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to issue an opinion on the "Report on Remuneration of Enea S.A. Management Board and Supervisory Board Members in 2024"

Pursuant to Article 90g(6) of the Act of 29 July 2005 on Public Offerings and the Terms and Conditions for Introducing Financial Instruments to an Organized Trading System and on Public Companies, having read the "Independent auditor's report on the assurance engagement regarding the evaluation of the Remuneration Report":

§ 1

The Ordinary General Meeting of Enea S.A. hereby issues its favorable opinion on the "Report on Remuneration of Enea S.A. Management Board and Supervisory Board Members in 2024" in the wording adopted by Resolution No. 29/XI/2025 of the Enea S.A. Supervisory Board of 9 April 2025.

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 39, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 39: 334,946,388,

  • votes against Resolution No. 39: 55,319,986,
  • votes abstaining: 40,
  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to amend the Company's Statute with regard to an extension of the scope of business to include sales agency services and the adaptation of PKD codes and descriptions to the new regulations

The Ordinary General Meeting of Enea S.A. with its registered office in Poznań ("Company"), acting pursuant to Article 430 of the Act of 15 September 2000 entitled the Commercial Company Code ("CCC"), hereby resolves as follows:

§ 1

The Company's Statute shall be amended as follows:

§ 5(1) of the Company's Statute shall be given the following new wording:

"1. The Company's lines of business include (PKD):

  • 1) production of electricity from non-renewable sources (35.11.Z),
  • 2) production of electricity from renewable sources (35.12.Z),
  • 3) storage of electricity (35.16.Z),
  • 4) trade in electricity (35.15.Z),
  • 5) production of gaseous fuels (35.21.Z),
  • 6) distribution of gaseous fuels through mains (35.22.Z),
  • 7) trade in gaseous fuels through mains (35.23.Z),
  • 8) production and supply of steam and air for air conditioning systems (35.30.Z),
  • 9) construction work on transmission pipelines and distribution networks (42.21.Z),
  • 10) electrical installation work (43.21.Z),
  • 11) other construction installation work (43.24.Z),
  • 12) architectural activities (71.11.Z),
  • 13) other technical testing and analysis (71.20.C),
  • 14) research and development in other natural sciences and engineering (72.10.Z),
  • 15) other specialized construction activities not elsewhere classified (43.99.Z),
  • 16) repair and maintenance of machinery (33.12.Z),
  • 17) repair and maintenance of electronic and optical equipment (33.13.Z),
  • 18) repair and maintenance of electrical equipment (33.14.Z),
  • 19) rental and leasing of construction machinery and equipment (77.32.Z),
  • 20) rental and leasing of other machinery, equipment and tangible goods not elsewhere classified (77.39.Z),
  • 21) manufacture of electronic components (26.11.Z),
  • 22) manufacture of electricity distribution and control apparatus (27.12.Z),
  • 23) manufacture of installation equipment (27.33.Z),
  • 24) manufacture of batteries and accumulators (27.20.Z),
  • 25) manufacture of lighting equipment (27.40.Z),
  • 26) installation of industrial machinery, equipment and fittings (33.20.Z),
  • 27) telecommunications (61),
  • 28) land transport and pipeline transport (49),
  • 29) wholesale trade (46),
  • 30) retail trade (47),
  • 31) warehousing, storage and transport support services (52),
  • 32) accounting and bookkeeping activities (69.20.A),
  • 33) tax consulting (69.20.B),
  • 34) market and public opinion research (73.20.Z),
  • 35) all other professional, scientific and technical activities not elsewhere classified (74.99.Z),
  • 36) activities of holding companies (64.21.Z),
  • 37) other forms of credit granting, not elsewhere classified (64.92.B),
  • 38) activities related to real estate services (68),
  • 39) activities related to programming, IT consulting and related activities (62),
  • 40) advertising, market research and public relations activities (73),
  • 41) technology (85.32.A),
  • 42) health care (86),
  • 43) activities of membership organizations (94),
  • 44) sports, entertainment and recreation activities (93),
  • 45) activities related to the production of films, video recordings, television programs, sound and music recordings (59),
  • 46) activities of tour operators, travel agents and other reservation service and related activities (79),
  • 47) publishing activities (58),
  • 48) mechanical repair and maintenance of motor vehicles, excluding motorcycles (95.31.A),
  • 49) retail sale of parts and accessories for motor vehicles, excluding motorcycles (47.82.Z),
  • 50) retail sale of motor vehicle fuels (47.30.Z),
  • 51) hotels and similar accommodation (55.10.Z),
  • 52) retail sale of motor vehicles, excluding motorcycles (47.81.Z),
  • 53) other financial service activities, except insurance and pension funding, not elsewhere classified (64.99.Z),
  • 54) head office activities (70.10.A),
  • 55) other public relations and communication activities (73.30.B),
  • 56) business management and other management consulting activities (70.20.Z),
  • 57) other services related to computing infrastructure, data processing, website hosting and related activities (63.10.D),
  • 58) activities related to job search and recruitment (78.10.Z),
  • 59) activities related to administrative office services, including support activities (82.10.Z)
  • 60) oil mining (06.10.Z),
  • 61) natural gas mining (06.20.Z),
  • 62) other mining and quarrying, not elsewhere classified (08.99.Z),
  • 63) service activities supporting the extraction of oil and natural gas (09.10.Z),
  • 64) service activities supporting other mining and quarrying (09.90.Z),
  • 65) manufacture and processing of refined petroleum products and products from fossil fuels (19.20.Z),
  • 66) geological and engineering excavation and drilling (43.13.Z),
  • 67) activities of agents involved in the wholesale of fuels, ores, metals and industrial chemicals (46.12.Z),
  • 68) wholesale of solid, liquid and gaseous fuels and related products (46.81.Z),
  • 69) pipeline transport of gaseous fuels (49.50.A),
  • 70) pipeline transport of other goods (49.50.B),
  • 71) other service activities supporting land transport (52.21.B),
  • 72) other engineering activities and related technical consulting (71.12.B),
  • 73) other content distribution activities (60.39.Z),
  • 74) repair and maintenance of computers and (tele)communications equipment (95.10.Z),
  • 75) non-specialized retail trade agency activities (47.91.Z),
  • 76) retail trade agency activities (47.92.Z).

§ 2

The Company's Ordinary General Meeting authorizes the Supervisory Board to adopt the consolidated text of the Company's Statute.

§ 3

This resolution shall come into force when adopted, with effect from the date of entry of the amendments to the register of commercial undertakings of the National Court Register.

In the open ballot on Resolution No. 40, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 40: 360,262,569,

  • votes against Resolution No. 40: 28,211,101,

  • votes abstaining: 1,792,744,
  • invalid votes: 0.

Resolution No. 41 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to amend the Company's Statute with regard to an extension of the Supervisory Board's powers to select an audit firm to provide sustainability

reporting assurance services

The Ordinary General Meeting of Enea S.A. with its registered office in Poznań ("Company"), acting pursuant to Article 430 of the Act of 15 September 2000 entitled the Commercial Company Code ("CCC"), hereby resolves as follows:

§ 1

The Company's Statute shall be amended as follows:

§ 20(2)(1) of the Company's Statute shall be given the following new wording:

"1) selection of an audit firm to audit the financial statements and selection of an audit firm to provide sustainability reporting assurance services,"

§ 2

The Company's Ordinary General Meeting authorizes the Supervisory Board to adopt the consolidated text of the Company's Statute.

§ 3

This resolution shall come into force when adopted, with effect from the date of entry of the amendments to the register of commercial undertakings of the National Court Register.

In the open ballot on Resolution No. 41, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 41: 360,390,430,

  • votes against Resolution No. 41: 28,083,241,

  • votes abstaining: 1,792,743,
  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to amend the Company's Statute with regard to the powers of the Company's Supervisory Board

The Ordinary General Meeting of Enea S.A. with its registered office in Poznań ("Company"), acting pursuant to Article 430 of the Act of 15 September 2000 entitled the Commercial Company Code ("CCC"), hereby resolves as follows:

§ 1

The Company's Statute shall be amended as follows:

§ 20(5)(5) of the Company's Statute shall be given the following new wording:

  • "5. in companies with respect to which the Company is a parent undertaking within the meaning of Article 4(3) of the Act of 16 February 2007 on Competition and Consumer Protection, granting consent to determine the exercise of voting rights at the General Meeting or the General Meeting of a Material Subsidiary in the following matters:
    • a. (Repealed),
    • b. changing the company's lines of business,
    • c. merger, transformation, demerger, dissolution or liquidation of the company,
    • d. increase or decrease of the company's share capital,
    • e. sale or lease of the company's business or an organized part thereof or establishment of a limited right in rem thereon,
    • f. retirement of shares,
    • g. (Repealed),
    • h. decisions on claims to remedy damages incurred when setting up a company or in its management or oversight,
    • i. as referred to in Article 17 of the Act of 16 December 2016 on the Rules for Managing State Property,"

§ 2

The Company's Ordinary General Meeting authorizes the Supervisory Board to adopt the consolidated text of the Company's Statute.

§ 3

This resolution shall come into force when adopted, with effect from the date of entry of the amendments to the register of commercial undertakings of the National Court Register.

In the open ballot on Resolution No. 42, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 42: 310,367,710,

  • votes against Resolution No. 42: 51,785,961,
  • votes abstaining: 28,112,743,
  • invalid votes: 0.

Resolution No. 43 adopted by the Ordinary General Meeting of the Company operating under the business name of Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025 to amend the Company's Statute with regard to an extension of the Supervisory Board's powers to matters related to the execution of investments

and the incurring of liabilities by Subsidiaries

The Ordinary General Meeting of Enea S.A. with its registered office in Poznań ("Company"), acting pursuant to Article 430 of the Act of 15 September 2000 entitled the Commercial Company Code ("CCC"), hereby resolves as follows:

§ 1

The Company's Statute shall be amended as follows:

in § 20(5) of the Company's Statute, a subsequent sec. 6 shall be added after sec. 5 with the following wording:

"6) granting consent to the Management Board in matters concerning:

  • a. executing investments by Subsidiaries in excess of PLN 500,000,000,
  • b. incurring other obligations by Subsidiaries than those described above, which, on the basis of one or more legal acts during 12 consecutive months exceed the equivalent of PLN 500,000,000,

excluding legal transactions performed between members of the corporate group in which the Company is the sole shareholder."

§ 2

The Company's Ordinary General Meeting authorizes the Supervisory Board to adopt the consolidated text of the Company's Statute.

§ 3

This resolution shall come into force when adopted, with effect from the date of entry of the amendments to the register of commercial undertakings of the National Court Register.

In the open ballot on Resolution No. 43, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 43: 362,956,242,

  • votes against Resolution No. 43: 25,517,429,

  • votes abstaining: 1,792,743,

  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to amend the Company's Statute with regard to a material change in the scope of its business without a share buyback

The Ordinary General Meeting of Enea S.A. with its registered office in Poznań ("Company"), acting pursuant to Article 430 of the Act of 15 September 2000 entitled the Commercial Company Code ("CCC"), hereby resolves as follows:

§ 1

The Company's Statute shall be amended as follows:

in § 32, a subsequent sec. 4 shall be added after sec. 3 with the following wording:

"4. A significant change in the Company's lines of business will be effected without the buyback of equity stakes held by shareholders who disagree with the change if the resolution of the General Meeting is adopted by a two-thirds majority of votes in the presence of persons representing at least half of the Company's share capital."

§ 2

The Company's Ordinary General Meeting authorizes the Supervisory Board to adopt the consolidated text of the Company's Statute.

§ 3

This resolution shall come into force when adopted, with effect from the date of entry of the amendments to the register of commercial undertakings of the National Court Register.

In the open ballot on Resolution No. 44, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 44: 279,236,157,

  • votes against Resolution No. 44: 109,237,514,
  • votes abstaining: 1,792,743,
  • invalid votes: 0.

Resolution No. 45 adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to amend Resolution No. 3 of the Extraordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 19 December 2019 on the rules for setting remuneration of Management Board Members and to repeal Resolution No. 3 of the Extraordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 15 December 2016 on the rules for setting remuneration of Management Board Members, and to repeal Resolution No. 38 of the Ordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 26 June 2017 to amend Resolution No. 3 of the Extraordinary General Meeting of 15 December 2016 on the rules for setting remuneration of Management Board Members and repeal Resolution No. 3 of the Extraordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 28 December 2017 to amend Resolution No. 38 of the Ordinary General Meeting of 26 June 2017 on the rules for setting remuneration of Management Board Members

Acting pursuant to Article 378(2) of the Act of 15 September 2000 entitled Commercial Company Code and Articles 2(1), 2(2)(1) and 4(5) and (6) of the Act of 9 June 2016 on the Rules for Remunerating Persons Heading Certain Companies, the Ordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań hereby resolves as follows:

§ 1

In Resolution No. 3 of the Extraordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 19 December 2019 on the rules for setting remuneration of Management Board Members and to repeal Resolution No. 3 of the Extraordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 15 December 2016 on the rules for setting remuneration of Management Board Members, and to repeal Resolution No. 38 of the Ordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 26 June 2017 to amend Resolution No. 3 of the Extraordinary General Meeting of 15 December 2016 on the rules for setting remuneration of Management Board Members and repeal Resolution No. 3 of the Extraordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań of 28 December 2017 to amend Resolution No. 38 of the Ordinary General Meeting of 26 June 2017 on the rules for setting remuneration of Management Board Members, § 3(2) shall read as follows:

"2. The following Management Objectives are hereby set in particular:

  • 1) Achieving the ratios defined by the Supervisory Board, in particular EBITDA, net debt/EBITDA, profitability, financial liquidity, management efficiency or solvency ratios,
  • 2) Meeting the quality parameters applicable to the Enea Group in accordance with the applicable laws, including indicators set by the President of the Energy Regulatory Office,
  • 3) Participation in the energy transition,
  • 4) Achieving or changing production or sales levels,
  • 5) Value of revenues, in particular sales revenues, operating income, revenues from other operating or financial activities,
  • 6) Reduction of losses, reduction of overhead or operating expenses,
  • 7) Implementation of a strategy or a restructuring plan,
  • 8) Implementation of investment projects, while taking into account, in particular, their scale, rate of return, innovation, timely execution,
  • 9) Change in the Company's market position measured by market share or other criteria or relations with business partners identified as key accounts using specific criteria,
  • 10) Implementation of the staffing policy and increase in employee engagement,
  • 11) Implementation of ESG, security and other policies,
  • 12) Pursuit of initiatives that support the professional development of women.

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 45, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 45: 332,392,283,

  • votes against Resolution No. 45: 28,734,164,

  • votes abstaining: 29,139,967,
  • invalid votes: 0.

adopted by the Ordinary General Meeting of the Company operating under the business name of

Enea Spółka Akcyjna with its registered office in Poznań on 26 June 2025

to amend the "Remuneration policy for members of the supervisory body and management body at ENEA Spółka Akcyjna"

Acting pursuant to Article 90d(1) of the Act of 29 July 2005 on Public Offerings and the Terms and Conditions for Introducing Financial Instruments to an Organized Trading System and on Public Companies, the Ordinary General Meeting of Enea Spółka Akcyjna with its registered office in Poznań hereby resolves as follows:

§ 1

In the "Remuneration policy for members of the supervisory body and management body at ENEA Spółka Akcyjna" forming an attachment to Resolution No. 19 of the Extraordinary General Meeting of ENEA S.A. of 23 July 2024 to adopt the "Remuneration policy for members of the supervisory body and management body at ENEA Spółka Akcyjna":

1) § 3(4) of Section 4 "Remuneration rules for members of the Management Board" shall read as follows:

"4. The general catalog of Management Objectives includes:

  • a) Achieving the ratios defined by the Supervisory Board, in particular EBITDA, net debt/EBITDA, profitability, financial liquidity, management efficiency or solvency ratios,
  • b) Meeting the quality parameters applicable to the Enea Group in accordance with the applicable laws, including indicators set by the President of the Energy Regulatory Office,
  • c) Participation in the energy transition,
  • d) Achieving or changing production or sales levels,
  • e) Value of revenues, in particular sales revenues, operating income, revenues from other operating or financial activities,
  • f) Reduction of losses, reduction of overhead or operating expenses,
  • g) Implementation of a strategy or a restructuring plan,
  • h) Implementation of investment projects, while taking into account, in particular, their scale, rate of return, innovation, timely execution,
  • i) Change in the Company's market position measured by market share or other criteria or relations with business partners identified as key accounts using specific criteria,
  • j) Implementation of the staffing policy and increase in employee engagement,
  • k) Implementation of ESG, security and other policies,
  • l) Pursuit of initiatives that support the professional development of women."

2) § 1(1) of Section 6 "Miscellaneous" shall read as follows:

"1. This Policy has been adopted pursuant to Resolution No. 19 of the General Meeting of Enea S.A. of 23 July 2024 and then amended by Resolution No. 46 of the General Meeting of Enea S.A. of 26 June 2025."

§ 2

This resolution shall enter into force when adopted.

In the open ballot on Resolution No. 46, the following number of votes were cast:

  • 390,266,414 votes in total (valid votes were cast from 390,266,414 shares, where 1 share = 1 vote), representing 73.67% of the share capital,

  • votes in favor of Resolution No. 46: 332,392,283,

  • votes against Resolution No. 46: 28,734,164,
  • votes abstaining: 29,139,967,
  • invalid votes: 0.