Attachment 2 to Current Report No. 15/2026 of 30 April 2026

Draft resolutions

of the Ordinary General Meeting of Enea S.A. with its registered office in Poznań convened for 28 May 2026

Draft resolution to item 2 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

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 Mr./Ms. ...

as the Chairperson of the Ordinary 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

DRAFT

Resolution No. ...

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 28 May 2026

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:

Open the Ordinary General Meeting.
Elect the Chairperson of the Ordinary General Meeting.
Assert that the Ordinary General Meeting has been convened correctly and is capable of adopting resolutions.
Adopt the agenda.
Adopt a resolution to approve the Report of the Enea S.A. Supervisory Board on its activity in 2025.
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 2025, the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2025 and the Management Board Report on the activity of Enea S.A. and the Enea Group in 2025.
Examine and adopt a resolution to approve the Standalone Financial Statements of Enea S.A. for the financial year ended 31 December 2025.
Examine and adopt a resolution to approve the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2025.
Examine and adopt a resolution to approve the Management Board Report on the activity of Enea S.A. and the Enea Group in 2025 together with a separate Enea Group Sustainability Report for 2025.
Adopt a resolution on the distribution of Enea S.A.'s net profit generated in the financial year ended 31 December 2025
Adopt resolutions to discharge the Enea S.A. Management Board Members on the performance of their duties in the financial year 2025.
Adopt resolutions to discharge the Enea S.A. Supervisory Board Members on the performance of their duties in the financial year 2025.
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 2025".
Adopt a resolution on the number of Members of the Enea S.A. Supervisory Board of the 12th term of office.
Adopt resolutions to appoint Members of the Enea S.A. Supervisory Board of the 12th term of office.
Adopt a resolution to convene the first meeting of the Enea S.A. Supervisory Board of a new term of office.

Adjourn the Ordinary 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

DRAFT

Resolution No. ...

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 28 May 2026

to approve the document entitled “Report of the Enea S.A. Supervisory Board on its activity in 2025”

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 2025” in the wording adopted by Resolution No. 46/XI/2026 of the Enea S.A. Supervisory Board of 24 April 2026.

§ 2

This resolution shall enter into force when adopted.

This resolution will be adopted by open ballot.

Justification:

Pursuant to principle 2.11 of the “Best Practice for WSE Listed Companies 2021”, in addition to activities resulting from the applicable laws, once per year the supervisory board prepares and presents an annual report for approval to the ordinary general meeting. Moreover, the obligation imposed on the supervisory board to submit an annual written report to the general meeting arises from Article 382(3)(3) of the Commercial Company Code.

By Resolution No. 46/XI/2026 of 24 April 2026, the Enea S.A. Supervisory Board adopted the “Report of the Enea S.A. Supervisory Board on its activity in 2025”.

Accordingly, it is necessary for the Ordinary General Meeting of Enea S.A to examine and make a decision on approving the document entitled “Report of the Enea S.A. Supervisory Board on its activity in 2025”.

Draft resolution to item 7 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to approve the Standalone Financial Statements of Enea S.A. for the financial year ended 31 December 2025

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 2025, prepared in compliance with International Financial Reporting Standards, consisting of:

standalone statement of financial position as at 31 December 2025, showing a balance of assets and liabilities in the amount of PLN 26,750,287 thousand (twenty-six billion seven hundred fifty million two hundred eighty-seven thousand Polish zloty);
standalone statement of comprehensive income for the period from 1 January 2025 to 31 December 2025, ending with a net profit of PLN 974,816 thousand (nine hundred seventy-four million eight hundred sixteen thousand Polish zloty) and total comprehensive income of PLN 949,262 thousand (nine hundred forty-nine million two hundred sixty-two thousand Polish zloty);
standalone statement of changes in equity for the financial year from 1 January 2025 to 31 December 2025, showing an increase in equity by PLN 684,396 thousand (six hundred eighty-four million three hundred ninety-six thousand Polish zloty);
standalone statement of cash flows, showing an increase in cash of PLN 1,084,976 thousand (one billion eighty-four million nine hundred seventy-six thousand Polish zloty);
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.

This resolution will be adopted by open ballot.

Justification:

In accordance with Article 53(1) of the Accounting Act of 29 September 1994, the annual standalone financial statements are subject to approval by the approving body, no later than within 6 months from the balance sheet date. Moreover, pursuant to Article 395(2)(1) of the Commercial Company Code, the subject matter of an ordinary general meeting should be the examination and approval of the

financial statements. In light of the foregoing, the Standalone Financial Statements of Enea S.A. for the financial year ended 31 December 2025 have been submitted to the Ordinary General Meeting.

By Resolution No. 32/XI/2026 of 13 April 2026, the Enea S.A. Supervisory Board issued a favorable assessment of compliance of the said Financial Statements with the Company's accounting ledgers and documents as well as the facts and recommended their approval by the Ordinary General Meeting.

Draft resolution to item 8 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to approve the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2025

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 2025, prepared in compliance with International Financial Reporting Standards, consisting of:

consolidated statement of financial position as at 31 December 2025, showing a balance of assets and liabilities in the amount of PLN 39,886,329 thousand (thirty-nine billion eight hundred eighty-six million three hundred twenty-nine thousand Polish zloty);
consolidated statement of comprehensive income for the period from 1 January 2025 to 31 December 2025, showing net profit of PLN 1,766,010 thousand (one billion seven hundred sixty-six million ten thousand Polish zloty) and total income of PLN 1,671,486 thousand (one billion six hundred seventy-one million four hundred eighty-six thousand Polish zloty);
consolidated statement of changes in equity for the financial year from 1 January 2025 to 31 December 2025, showing an increase in equity by PLN 1,405,814 thousand (one billion four hundred five million eight hundred fourteen thousand Polish zloty);
consolidated statement of cash flows, showing an increase in cash by PLN 112,702 thousand (one hundred twelve million seven hundred two thousand Polish zloty);
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.

This resolution will be adopted by open ballot.

Justification:

In accordance with Article 63c(4) of the Accounting Act of 29 September 1994, the annual consolidated financial statements are subject to approval by the approving body of the parent entity, no later than within 6 months from the balance sheet date, as at which the annual financial statements of the parent entity should be prepared. Moreover, pursuant to Article 395(5) of the Commercial Company Code, the subject matter of an ordinary general meeting may be the examination and approval of the financial statements of a corporate group within the meaning of accounting regulations. In light of the foregoing, the Consolidated Financial Statements of the Enea Group for the financial year ended 31 December 2025 have been submitted to the Ordinary General Meeting.

By Resolution No. 32/XI/2026 of 13 April 2026, the Enea S.A. Supervisory Board issued a favorable assessment of the said Financial Statements and recommended their approval by the Ordinary General Meeting.

Draft resolution to item 9 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to approve the Management Board Report on the activity of Enea S.A. and the Enea Group in 2025 together with a separate Enea Group Sustainability Report for 2025

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 2025 together with a separate Enea Group Sustainability Report for 2025.

§ 2

This resolution shall enter into force when adopted.

This resolution will be adopted by open ballot.

Justification:

In accordance with Article 395(2)(1) of the Commercial Company Code, the subject matter of the Ordinary General Meeting of Enea S.A. should be the examination and approval of the management board's report on the company's activity in the previous financial year. Moreover, in accordance with Article 395(5) of the Commercial Company Code, the subject matter of the Ordinary General Meeting of Enea S.A. may also be the examination and approval of the financial statements of a corporate group within the meaning of accounting regulations and other matters than those enumerated in § 2 of this Article.

Accordingly, it is necessary for the Ordinary General Meeting to examine and make a decision regarding the Management Board Report on the activity of Enea S.A. and the Enea Group in 2025.

By Resolution No. 33/XI/2026 of 13 April 2026, the Enea S.A. Supervisory Board issued a favorable assessment of the Management Board Report on the activity of Enea S.A. and the Enea Group in 2025 together with a separate Enea Group Sustainability Report for 2025, confirmed its compliance with the accounting ledgers, documents and facts, and recommended its approval by the Ordinary General Meeting.

Draft resolution to item 10 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

on the distribution of Enea S.A.'s net profit generated in the financial year ended 31 December 2025

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

Net profit for the financial year ended 31 December 2025 in the amount of PLN 974,816,462.82 (nine hundred seventy-four million eight hundred sixteen thousand four hundred sixty-two Polish zloty and 82/100) is hereby distributed as follows:

PLN 678,167,050.74 (six hundred seventy-eight million one hundred sixty-seven thousand fifty Polish zloty 74/100) – to increase the reserve capital for the purpose of implementing planned investments,
PLN 296,649,412.08 (two hundred ninety-six million six hundred forty-nine thousand four hundred twelve Polish zloty and 08/100) – for the distribution of dividends to shareholders.

§ 2

The dividend record date is set for 11 June 2026 and the dividend payment date is set for 2 July 2026.

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.

Justification:

The adoption of this resolution constitutes the execution of the instruction contained in Article 395(2)(2) of the Commercial Company Code. The Enea S.A. Management Board's rationale for the proposed distribution of the Company's net profit generated in the financial year ended 31 December 2025 is presented in the document entitled "Rationale presented by the Enea S.A. Management Board for the proposed distribution of the Company's net profit generated in the financial year ended 31 December 2025".

By Resolution No. 41/XI/2026 of 24 April 2026, the Enea S.A. Supervisory Board issued a positive opinion on the motion submitted by the Company's Management Board regarding the distribution of Enea S.A.'s net profit for the financial year ended 31 December 2025.

Draft resolution to item 11 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Grzegorz Kinelski, President of the Management Board, on the performance of his duties in the financial year 2025

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 January 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Grzegorz Kinelski served as President of the Management Board in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

By Resolution No. 42/XI/2026 of 24 April 2026, the Enea S.A. Supervisory Board recommended the Ordinary General Meeting to grant a discharge to Mr. Grzegorz Kinelski, President of the Management Board, on the performance of his duties in the period from 1 January 2025 to 31 December 2025.

Draft resolution to item 11 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Ms. Dalida Gepfert, Management Board Member, on the performance of her duties in the financial year 2025

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 January 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Ms. Dalida Gepfert served as Management Board Member for Corporate Matters in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

By Resolution No. 43/XI/2026 of 24 April 2026, the Enea S.A. Supervisory Board recommended the Ordinary General Meeting to grant a discharge to Ms. Dalida Gepfert, Management Board Member, on the performance of her duties in the period from 1 January 2025 to 31 December 2025.

Draft resolution to item 11 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Bartosz Krysta, Management Board Member, on the performance of his duties in the financial year 2025

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 January 2025 to 31 December 2025.

§ 2

This resolution shall enter into force when adopted.

This resolution will be adopted by secret ballot.

Justification:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Bartosz Krysta served as Management Board Member for Commercial Matters in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

By Resolution No. 44/XI/2026 of 24 April 2026, the Enea S.A. Supervisory Board recommended the Ordinary General Meeting to grant a discharge to Mr. Bartosz Krysta, Management Board Member, on the performance of his duties in the period from 1 January 2025 to 31 December 2025.

Draft resolution to item 11 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Marek Lelątko, Management Board Member,

on the performance of his duties in the financial year 2025

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 January 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Marek Lelątko served as Management Board Member for Financial Matters in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

By Resolution No. 45/XI/2026 of 24 April 2026, the Enea S.A. Supervisory Board recommended the Ordinary General Meeting to grant a discharge to Mr. Marek Lelątko, Management Board Member, on the performance of his duties in the period from 1 January 2025 to 31 December 2025.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Ms. Ewa Bagińska, Supervisory Board Chairwoman, on the performance of her duties in the financial year 2025

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 1 January 2025 to 31 December 2025.

§ 2

This resolution shall enter into force when adopted.

This resolution will be adopted by secret ballot.

Justification:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Ms. Ewa Bagińska served as Chairwoman of the Supervisory Board in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Ms. Monika Starecka, Supervisory Board Deputy Chairwoman, on the performance of her duties in the financial year 2025

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 Deputy Chairwoman, on the performance of her duties in the period from 1 January 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Ms. Monika Starecka served as Deputy Chairwoman of the Supervisory Board in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Mariusz Pliszka, Supervisory Board Secretary, on the performance of his duties in the financial year 2025

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 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Mariusz Pliszka served as Supervisory Board Secretary in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Ms. Monika Bartoszewicz, Supervisory Board Member, on the performance of her duties in the financial year 2025

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 Bartoszewicz, Supervisory Board Member, on the performance of her duties in the period from 13 February 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Ms. Monika Bartoszewicz served as Supervisory Board Member in the period from 13 February 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Michał Cebula, Supervisory Board Member, on the performance of his duties in the financial year 2025

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 Cebula, Supervisory Board Member, on the performance of his duties in the period from 8 December 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Michał Cebula served as Supervisory Board Member in the period from 8 December 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Mariusz Damasiewicz, Supervisory Board Member, on the performance of his duties in the financial year 2025

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 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Mariusz Damasiewicz served as Supervisory Board Member in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Michał Gniatkowski, Supervisory Board Member, on the performance of his duties in the financial year 2025

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 1 January 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Michał Gniatkowski served as Supervisory Board Member in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Michał Kempa, Supervisory Board Member, on the performance of his duties in the financial year 2025

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 Kempa, Supervisory Board Member, on the performance of his duties in the period from 13 February 2025 to 31 October 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Michał Kempa served as Supervisory Board Member in the period from 13 February 2025 to 31 October 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Ms. Agata Michalska-Olek, Supervisory Board Member, on the performance of her duties in the financial year 2025

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 1 January 2025 to 8 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Ms. Agata Michalska-Olek served as Supervisory Board Member in the period from 1 January 2025 to 8 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Mariusz Romańczuk, Supervisory Board Member, on the performance of his duties in the financial year 2025

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 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Mariusz Romańczuk served as Supervisory Board Member in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 12 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to discharge Mr. Zbigniew Szymczak, Supervisory Board Member, on the performance of his duties in the financial year 2025

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 1 January 2025 to 31 December 2025.

§ 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:

In accordance with Article 395(2)(3) of the Commercial Company Code, the Ordinary General Meeting of Enea S.A. has the power to grant a discharge to members of the Company's bodies. Because Mr. Zbigniew Szymczak served as Supervisory Board Member in the period from 1 January 2025 to 31 December 2025, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 13 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to issue an opinion on the document entitled “Report on Remuneration of Enea S.A. Management Board and Supervisory Board Members in 2025”.

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 reasonable 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 2025” in the wording adopted by Resolution No. 30/XI/2026 of the Enea S.A. Supervisory Board of 13 April 2026.

§ 2

This resolution shall enter into force when adopted.

This resolution will be adopted by open ballot.

Justification:

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, the General Meeting adopts a resolution with an opinion on the Remuneration Report. Such resolution is of an advisory nature.

By Resolution No. 30/XI/2026 of 13 April 2026, the Enea S.A. Supervisory Board adopted the “Report on Remuneration of Enea S.A. Management Board and Supervisory Board Members in 2025”. The certified auditor has verified that the Remuneration Report includes all information required under Article 90g(1)-(5) and (8) of the Act on Public Offerings. In the “Independent auditor’s report on the reasonable assurance engagement regarding the evaluation of the Remuneration Report,” the auditor stated that the Remuneration Report, in all material respects, contains all the elements enumerated in Article 90g(1)-(5) and (8) of the Act.

Following the completion of the Ordinary General Meeting, the Remuneration Report will be uploaded to the website www.enea.pl, where it will be available free of charge for at least 10 years.

Accordingly, it is necessary for the Ordinary General Meeting of Enea S.A to examine and make a decision regarding an opinion on the document entitled “Report on Remuneration of Enea S.A. Management Board and Supervisory Board Members in 2025”.

Draft resolution to item 14 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

on the number of Members of the Enea S.A. Supervisory Board of the 12th term of office

Acting pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 1 of the Company's Articles of Association, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. resolves that the Enea S.A. Supervisory Board of the 12th term of office will consist of ... members.

§ 2

This resolution shall enter into force when adopted.

This resolution will be adopted by open ballot.

Justification:

Pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 1 of the Company's Articles of Association, the General Meeting of Enea S.A. has the power to set the number of the Company's Supervisory Board members, of which there may be between 6 and 15. Accordingly, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 15 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to appoint a Member of the ENEA S.A. Supervisory Board of the 12th term of office elected by employees of the Enea Group

Acting pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 4 in conjunction with § 23 of the Company's Statute, and in conjunction with Article 14(2) and (3) of the Act on Commercialization and Certain Employee Rights, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of ENEA S.A. hereby appoints Mr./Ms. ... to the Company's Supervisory Board of the 12th joint term of office. The appointment becomes effective as of 29 May 2026.

§ 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:

Pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 4 of the Company's Articles of Association, the General Meeting of Enea S.A. has the power to appoint Supervisory Board Members, including Supervisory Board Members elected by employees. Pursuant to Article 14(2) of the Act on Commercialization and Certain Employee Rights, members of supervisory boards in a company created as a result of commercialization, in which the State Treasury ceased to be the sole shareholder of a company created as a result of commercialization, are elected by way of a direct and secret ballot, while maintaining the principle of universality. The outcome of the elections will be binding on the General Meeting. Enea S.A. is a company to which the above provision of law applies.

Draft resolution to item 15 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to appoint a Supervisory Board Member of the 12th term of office to serve as the Supervisory Board Chairperson

Acting pursuant to Article 385 §1 of the Commercial Company Code, § 22 sec. 4 and § 22 sec. 5 in conjunction with § 24 sec. 2 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 appoints Mr./Ms. ... to the Company's Supervisory Board of the 12th joint term of office and entrusts him/her the function of Supervisory Board Chairman/Chairwoman. The appointment and entrustment of the function becomes effective as of 29 May 2026.

§ 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:

Pursuant to Article 385 §1 of the Commercial Company Code, § 22 sec. 4, § 22 sec. 5 in conjunction with § 24 sec. 2 of the Company's Articles of Association, the General Meeting of Enea S.A. has the power to appoint Supervisory Board Members and elect the Supervisory Board Chairperson from among the persons nominated in the manner provided for in § 22 sec. 5 of the Company's Articles of Association. Accordingly, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 15 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to appoint a Supervisory Board Member of the 12th term of office

Acting pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 4 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 appoints Mr./Ms. ... to the Company's Supervisory Board of the 12th joint term of office. The appointment becomes effective as of 29 May 2026.

§ 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:

Draft resolution to item 15 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to appoint a Supervisory Board Member of the 12th term of office as an independent member

Acting pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 4 and 7 in conjunction with §7 of the Company's Statute, and in conjunction with Article 129(3) of the Act of 11 May 2017 on Statutory Auditors, Audit Firms and Public Supervision, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. hereby appoints Mr./Ms. ... to the Company's Supervisory Board of the 12th joint term of office, pursuant to § 22 sec. 7 of the Company's Articles of Association, as an independent member. The appointment becomes effective as of 29 May 2026.

§ 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:

Pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 7 of the Company's Articles of Association, the General Meeting of Enea S.A. has the power to appoint at least two independent Supervisory Board Members. Moreover, pursuant to Article 129(3) of the Act of 11 May 2017 on Statutory Auditors, Audit Firms and Public Supervision, most members of the audit committee, including its chairperson, must be independent of the public interest entity in question.

At the same time, Enea S.A., as a company whose securities have been admitted to trading on the regulated market operated by the Warsaw Stock Exchange, is required to comply with the Best Practice for WSE Listed Companies 2021 ("Best Practice"). In accordance with principle 2.3 of chapter 2 of the Best Practice entitled "Management Board and Supervisory Board", at least two members of the Supervisory Board must satisfy the independence criteria specified in the Act of 11 May 2017 on Statutory Auditors, Audit Firms and Public Supervision, and have no actual significant connections with any shareholder holding at least 5% of the total number of votes in the company.

Accordingly, the Enea S.A. Management Board recommends that the Ordinary General Meeting elect at least two independent Supervisory Board members and considers the adoption of the resolutions in question to be appropriate and reasonable.

Draft resolution to item 15 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to appoint a Supervisory Board Member of the 12th term of office with knowledge and skills in accounting or audit of financial statements

Acting pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 4 of the Company's Statute, and in conjunction with Article 129(1) of the Act of 11 May 2017 on Statutory Auditors, Audit Firms and Public Supervision, the Ordinary General Meeting of Enea S.A. hereby resolves as follows:

§ 1

The Ordinary General Meeting of Enea S.A. hereby appoints Mr./Ms. ... to the Company's Supervisory Board of the 12th joint term of office, as a member with knowledge and skills in accounting or audit of financial statements.

The appointment becomes effective as of 29 May 2026.

§ 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:

Pursuant to Article 385 §1 of the Commercial Company Code and §22 sec. 4 of the Company's Articles of Association, the General Meeting of Enea S.A. has the power to appoint Supervisory Board Members. Moreover, pursuant to Article 129(1) of the Act of 11 May 2017 on Statutory Auditors, Audit Firms and Public Supervision, the audit committee must be composed of at least 3 members. At least one of the audit committee members should have knowledge and skills in the area of accounting or audit of financial statements. Because within the structures of the Enea S.A. Supervisory Board there is a permanent Audit Committee, the General Meeting of Enea S.A. has the power to appoint at least one member of the Supervisory Board who has knowledge and skills in the field of accounting or audit of financial statements. Accordingly, the adoption of this resolution is appropriate and reasonable.

Draft resolution to item 16 of the proposed agenda

DRAFT

Resolution No. ...

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 28 May 2026

to convene the first meeting of the Enea S.A. Supervisory Board of a new term of office

Acting pursuant to §26(2) 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 convenes the first meeting of the Enea S.A. Supervisory Board of the new 12th term of office to be held on ...

§ 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.

Justification:

Pursuant to § 26 sec. 2 of the Company's Articles of Association, the first meeting of the Supervisory Board of a new term of office must be convened by a resolution of the General Meeting which has appointed members of the Supervisory Board in question to be held no later than within one month from the date of that General Meeting. Accordingly, the adoption of this resolution is appropriate and reasonable.

AI assistant

Enea S.A. — AGM Information 2026

5597_rns_2026-04-30_297b047a-c567-4af6-85c3-3e0bb14fe070.pdf

Draft resolutions

DRAFT

to elect the Chairperson of the Ordinary General Meeting

DRAFT

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

DRAFT

Justification:

More from Enea S.A.

Enea S.A. AGM Information 2026