GI Group Poland S.A. — AGM Information 2022

Jan 24, 2022

Appendix No. 1 to current report no 9/2022:

Resolution No. 1

of the Extraordinary General Meeting of the company under the business name: GI GROUP POLAND joint-stock company with its registered office in Warsaw of 21 January 2022 on election of the Chairman of the General Meeting.

§1.

The Extraordinary General Meeting of the Company decides to elect Mr. Marcin Marczuk as the Chairman of the Extraordinary General Meeting.

§2.

This Resolution shall come into force upon adoption.

In secret voting on Resolution No. 1, the following votes were cast:

• total votes 54,865,423 (valid votes were cast from 54,865,423 shares, where 1 share = 1 vote), corresponding to 83.44% of the share capital,

• Votes "For" Resolution No. 1 53,787,833,

• Votes "Against" 30,
• Abstentions 1,077,560,
• Void votes 0.

Resolution No. 1 was adopted by a majority of votes "For".

Resolution No. 2

of the Extraordinary General Meeting of the company under the business name: GI GROUP POLAND joint-stock company with its registered office in Warsaw of January 21, 2022 on the adoption of the agenda.

§1.

The Extraordinary General Meeting of the Company hereby adopts the following agenda:

1) opening the Extraordinary General Meeting,

2) Election of the Chairman of the Extraordinary General Meeting,

3) statement that the Extraordinary General Meeting has been duly convened,

4) Adoption of the agenda,

5) Adopting a resolution on withdrawal of the shares of the company GI GROUP POLAND

S.A. with registered office in Warsaw from trading on the regulated market operated by

Giełda Papierów Wartościowych w Warszawie S.A. with registered office in Warsaw,

6) Closing of the Extraordinary General Meeting.

§2.

This Resolution shall come into force upon adoption.

In open voting on Resolution No. 2, the casting vote was as follows:

• total votes 54,865,423 (valid votes were cast from 54,865,423 shares, where 1 share = 1 vote), corresponding to 83.44% of the share capital,

• votes "for" Resolution No. 2 52,667,913,

• Votes "Against" 708,094,
• Abstentions 1,489,416
• null votes 0

Resolution No. 2 was adopted by a majority of votes "For".

Resolution No. 3

of the Extraordinary General Meeting of the company under the business name: GI GROUP POLAND joint-stock company with its registered office in Warsaw of January 21, 2022 on the adjournment of the meeting.

§1.

The Extraordinary General Meeting of the Company hereby orders a break in the meeting until 14:45.

§2.

This Resolution shall become effective upon adoption.

In open voting on Resolution No. 3, the following votes were cast:

• total votes 54,865,423 (valid votes were cast from 54,865,423 shares, where 1 share = 1 vote), corresponding to 83.44% of the share capital,

• votes "for" Resolution No. 3 - 50,479,007,

• Votes "Against" 2,516,267,

• Abstentions 1,870,149
• null votes 0.

Resolution No. 4

of the Extraordinary General Meeting of the company under the business name: GI GROUP POLAND joint-stock company with its registered office in Warsaw of January 21, 2022 on the withdrawal of shares of the company GI GROUP POLAND S.A. with its registered office in Warsaw from trading on a regulated market operated by the Warsaw Stock Exchange.

Acting pursuant to Article 400 § 1 of the Code of Commercial Companies ("CCC") and pursuant to Article 91 sections 3 and 4 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, the Extraordinary General Meeting of the Company hereby resolves as follows:

§1.

The Extraordinary General Meeting of the Company decides to withdraw all shares of the Company traded on the regulated market operated by the Company: Warsaw Stock Exchange S.A. based in Warsaw ("WSE") i.e. 65,753,888 (in words: sixty five million seven hundred fifty three thousand eight hundred eighty eight) ordinary bearer shares, marked by the National Depository for Securities S.A. ("NDS") with the code "PLWRKSR00019" consisting of:

• a. 750,000 (in words: seven hundred and fifty thousand) series A shares of the Company having the nominal value of PLN 0.10 (in words: ten groszy) each;
• b. 5,115,000 (in words: five million one hundred and fifteen thousand) series B shares of the Company with a nominal value of 10 (ten) groszy each;
• c. 16.655.000 (sixteen millions six hundred and fifty five thousands) C series shares of the Company with nominal value of 10 (ten) groszy each;
• d. 100,000 (in words: one hundred thousand) series D shares of the Company with a nominal value of 10 (ten) groszy each;
• e. 100,000 (in words: one hundred thousand) series E shares of the Company at nominal value of PLN 0.10 (ten groszy) each
• f. 7,406,860 (seven million four hundred and six thousand eight hundred and sixty) series F shares of the Company with nominal value of PLN 0.10 (ten groszys) each;
• g. 2,258,990 (two million two hundred and fifty-eight thousand nine hundred and ninety) series G shares of the Company with a nominal value of PLN 0.10 (ten groszy) each;
• h. 9,316,000 (nine million three hundred and sixteen thousand) series H shares of the Company with a nominal value of PLN 0.10 (ten groszys) each
• i. 1,128,265 (one million one hundred and twenty-eight thousand two hundred and sixtyfive) series K shares of the Company with a nominal value of PLN 0.10 (ten groszys) each
• j. 5,117,881 (five million one hundred seventeen thousand eight hundred eighty-one) series L shares of the Company with a nominal value of PLN 0.10 (ten groszys) each;
• k. 12,000,000 (twelve million) series N shares of the Company with a nominal value of PLN 0.10 (ten groszy) each
• l. 91,511 (ninety one thousand five hundred and eleven) series P shares of the Company, with a nominal value of PLN 0.10 (ten groszy) each
• m. 5,000,000 (five million) series S shares of the Company with a nominal value of PLN 0.10 (ten groszy) each
• n. 55,316 (fifty five thousand three hundred and sixteen) series T shares of the Company, with the nominal value of PLN 0.10 (ten groszy) each
• o. 171,750 (one hundred and seventy-one thousand seven hundred and fifty) series R shares of the Company with a nominal value of PLN 0.10 (ten groszy) each
• p. 225,750 (two hundred and twenty-five thousand seven hundred and fifty) Series U shares of the Company, with a par value of PLN 0.10 (ten groszy) each; q;
• q. 98,315 (ninety-eight thousand, three hundred and fifteen) series W shares of the Company, with a par value of PLN 0.10 (ten groszy) each
• r. 163,250 (one hundred sixty three thousand two hundred fifty) series Y shares in the Company with a nominal value of PLN 0.10 (ten groszy) each (collectively the "Shares").
• 1. The Extraordinary General Meeting shall require and authorize the Company's Board of Directors to execute the Resolution and to perform all factual and legal acts that the

Company's Board of Directors deems necessary to implement this Resolution, including but not limited to:

• a. making an application to the Financial Supervision Authority for permission to delist the Shares; and
• b. filing a motion to the WSE to delist all of the Shares from trading on the regulated (main) market maintained by the WSE.

§2.

This Resolution comes into force upon its adoption.

In open voting on Resolution No. 4, the casting vote was

• total votes 54,815,423 (valid votes were cast from 54,815,423 shares, where 1 share = 1 vote), corresponding to 83.36% of the share capital,

• Votes "For" the Resolution No. 4 49,425,789,

• Votes "Against" 5,389,634,
• Abstentions 0,
• null votes 0.

Resolution No. 4 was adopted by the required majority of votes "in favour", accounting for 90.17% of the votes at the Meeting, on the conditions stipulated in Art. 91 par. 3 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated 29 July 2005. (Journal of Laws of 2005 No. 184 item 1539).