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Enea S.A. — AGM Information 2025
Dec 8, 2025
5597_rns_2025-12-08_53f0f8ca-d012-449f-bd90-5787dd7a1488.pdf
AGM Information
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Draft resolutions
of the Extraordinary General Meeting of ENEA S.A. with its registered office in Poznań convened for 8 January 2026
Draft resolution to item 2 of the proposed agenda
| D R A F T | ||||
|---|---|---|---|---|
| ----------- | -- | -- | -- | -- |
Resolution No. ......
adopted by the Extraordinary General Meeting of the Company operating under the business name of ENEA Spółka Akcyjna with its registered office in Poznań on 8 January 2026
to elect the Chairperson of the Extraordinary General Meeting
Acting pursuant to Article 409 §1 of the Commercial Company Code and §29(5) of the Company's Statute, the Extraordinary General Meeting of ENEA S.A. hereby resolves as follows:
§1
The Extraordinary General Meeting of ENEA S.A. hereby elects Mr./Ms. ........................... as the Chairperson of the Extraordinary General Meeting.
§ 2
This resolution shall enter into force when adopted.
Number of shares from which valid votes were cast : ... Percentage of these shares in the share capital : … Total number of votes cast : … Number of votes in favor : … Number of votes against : … Number of votes abstaining : …
This resolution will be adopted by secret ballot.
Draft resolution to item 4 of the proposed agenda
D R A F T
Resolution No. ......
adopted by the Extraordinary General Meeting of the Company operating under the business name of
ENEA Spółka Akcyjna with its registered office in Poznań on 8 January 2026
to adopt the agenda of the Extraordinary General Meeting
The Extraordinary General Meeting of ENEA S.A. hereby resolves as follows:
§ 1
The Extraordinary General Meeting of ENEA S.A. with its registered office in Poznań hereby adopts the following agenda of the Extraordinary General Meeting:
Detailed agenda:
- 1) Open the Extraordinary General Meeting.
- 2) Elect the Chairperson of the Extraordinary General Meeting.
- 3) Assert that the Extraordinary General Meeting has been convened correctly and is capable of adopting resolutions.
- 4) Adopt the agenda.
- 5) Adopt resolutions on changes in the composition of the Supervisory Board.
- 6) Adopt a resolution on covering the expenses incurred to hold the Extraordinary General Meeting.
- 7) Adjourn the Extraordinary General Meeting.
§ 2
This resolution shall enter into force when adopted.
Number of shares from which valid votes were cast : ... Percentage of these shares in the share capital : … Total number of votes cast : … Number of votes in favor : … Number of votes against : … Number of votes abstaining : …
This resolution will be adopted by open ballot.
Draft resolution to item 5 of the proposed agenda
D R A F T
Resolution No. ......
adopted by the Extraordinary General Meeting of the Company operating under the business name of
ENEA Spółka Akcyjna with its registered office in Poznań on 8 January 2026
to dismiss a member of the ENEA S.A. Supervisory Board
Acting pursuant to Article 385 §1 of the Commercial Company Code and §33(1) of the Company's Statute, the Extraordinary General Meeting of ENEA S.A. hereby resolves as follows:
§ 1
The Extraordinary General Meeting hereby dismisses Ms./Mr. ................................ from the composition of the ENEA Spółka Akcyjna Supervisory Board.
§ 2
This resolution shall enter into force when adopted.
Number of shares from which valid votes were cast : ... Percentage of these shares in the share capital : ... Total number of votes cast : … Number of votes in favor : … Number of votes against : … Number of votes abstaining : …
This resolution will be adopted by secret ballot.
Justification
On 24 November 2025, the Company received a letter from the Minister of State Assets, acting as the entity exercising the rights attached to the shares held by the State Treasury – a shareholder representing at least one-twentieth of the Company's share capital (Shareholder) – with a request to convene an Extraordinary General Meeting of ENEA S.A. and place the following item on the agenda:
- Adopt resolutions on changes in the composition of the Supervisory Board.
It was indicated in the justification for the request of the Minister of State Assets that the inclusion of this item on the agenda of the Extraordinary General Meeting was based on the powers of the General Meeting to appoint and dismiss members of the Company's Supervisory Board, serving to exercise the shareholders' right to determine the composition of the Company's supervisory body.
Draft resolution to item 5 of the proposed agenda
D R A F T
Resolution No. ......
adopted by the Extraordinary General Meeting of the Company operating under the business name of ENEA Spółka Akcyjna with its registered office in Poznań on 8 January 2026
to appoint a member of the ENEA S.A. Supervisory Board
Acting pursuant to Article 385 §1 of the Commercial Company Code and §33(1) of the Company's Statute, in conjunction with §22(1) of the Company's Statute, the Extraordinary General Meeting of ENEA S.A. hereby resolves as follows:
§ 1
The Extraordinary General Meeting of ENEA S.A. hereby appoints Mr./Ms. .................... to the ENEA Spółka Akcyjna Supervisory Board of the 11th term of office.
§ 2
This resolution shall enter into force when adopted.
Number of shares from which valid votes were cast : ... Percentage of these shares in the share capital : ... Total number of votes cast : … Number of votes in favor : … Number of votes against : … Number of votes abstaining : …
This resolution will be adopted by secret ballot.
Justification:
On 24 November 2025, the Company received a letter from the Minister of State Assets, acting as the entity exercising the rights attached to the shares held by the State Treasury – a shareholder representing at least one-twentieth of the Company's share capital (Shareholder) – with a request to convene an Extraordinary General Meeting of ENEA S.A. and place the following item on the agenda:
- Adopt resolutions on changes in the composition of the Supervisory Board.
It was indicated in the justification for the request of the Minister of State Assets that the inclusion of this item on the agenda of the Extraordinary General Meeting was based on the powers of the General Meeting to appoint and dismiss members of the Company's Supervisory Board, serving to exercise the shareholders' right to determine the composition of the Company's supervisory body.
Draft resolution to item 6 of the proposed agenda
D R A F T
Resolution No. ......
adopted by the Extraordinary General Meeting of the Company operating under the business name of ENEA Spółka Akcyjna with its registered office in Poznań on 8 January 2026
to cover the expenses incurred to hold the Extraordinary General Meeting
Acting pursuant to Article 400(4) of the Commercial Company Code, the Extraordinary General Meeting of ENEA S.A. hereby resolves as follows:
§ 1
The expenses incurred to convene and hold the Extraordinary General Meeting shall be covered by the Company.
§ 2
This resolution shall enter into force when adopted.
Number of shares from which valid votes were cast : ... Percentage of these shares in the share capital : … Total number of votes cast : … Number of votes in favor : … Number of votes against : … Number of votes abstaining : …
This resolution will be adopted by open ballot.