GTC - Globe Trade Centre S.A. — Governance Information 2026

May 15, 2026

Report Content Registration of the amendment of the articles of association of GlobeTrade Centre S.A.

The Management Board of Globe Trade Centre Spółka Akcyjna (the"Company") hereby announces that on 14 May 2026, the District Court forthe Capital City of Warsaw in Warsaw, XIII Commercial Division of theNational Court Register, registered the amendment to the Company'sarticles of association introduced by way of Resolution No. 5 of theExtraordinary General Meeting of the Company dated 14 April 2026regarding the amendments to the Articles of Association of the Companyand the adoption of a new consolidated text of the Articles ofAssociation of the Company.

The Management Board of the Company presents the amendments introducedto the Company's articles of association below:

1) Article 9(6) is amended so that the current wording:

"6. One Independent Member shall be elected by way of a resolution ofthe Meeting of the Shareholders (the "Shareholder Meeting Delegate")."

is replaced with the following new wording:

"6. One Independent Member shall be elected and dismissed by way of aresolution of the Meeting of the Shareholders adopted by a 2/3(two-thirds) majority of the votes cast (the "Shareholder MeetingDelegate"), provided that, where any shareholder is, directly orindirectly, deemed a "dominating entity" in relation to the Companywithin the meaning of the Polish Act of 29 September 1994 on Accounting(the "Controlling Shareholder"), the Shareholder Meeting Delegate mayonly be appointed from among candidates who have been nominated by atleast one Entitled Shareholder other than the Controlling Shareholder orany entity affiliated with the Controlling Shareholder, prior to therelevant Meeting of the Shareholders in accordance with the procedureset out in section 7 below."

2) Article 9(7) is amended so that the current wording:

"7. The Management Board and every shareholder may, in writing, proposeto the Management Board candidates for Shareholder Meeting Delegate nomore than 7 (seven) days prior to the Meeting of the Shareholders atwhich such Shareholder Meeting Delegate is to be elected. Apart from thepersonal details of the candidate, the proposal should contain ajustification along with a description of the qualifications andprofessional experience of the candidate. The proposal should beaccompanied by the written consent of such candidate to be presented asa candidate for Supervisory Board member, as well as writtenrepresentation that he/she satisfies the Independence Criteria. In theevent that both the Management Board and the shareholders fail topresent any candidates who would satisfy the Independence Criteria asper the first sentence of this point, the Management Board shall berequired to present such a candidate for Shareholder Meeting Delegate."

is replaced with the following new wording:

"7. Every Entitled Shareholder other than the Controlling Shareholder orany entity affiliated with the Controlling Shareholder may, in writing,propose to the Management Board candidates for Shareholder MeetingDelegate no more than 7 (seven) days prior to the Meeting of theShareholders at which such Shareholder Meeting Delegate is to beelected. Apart from the personal details of the candidate, the proposalshould contain a justification along with a description of thequalifications and professional experience of the candidate. Theproposal should be accompanied by the written consent of such candidateto be presented as a candidate for Supervisory Board member, as well asa written representation that he/she satisfies the IndependenceCriteria. In the event that both the Management Board and theshareholders fail to present any candidates who would satisfy theIndependence Criteria as per the first sentence of this point, theManagement Board shall be required to present such a candidate forShareholder Meeting Delegate."

3) Article 10(1)(c) is amended so that the current wording:

"c) granting consent for the Company or an entity controlled by it toexecute a transaction (in the form of a single legal act or a number oflegal acts) resulting in the acquisition or disposal of assets, or thecreation of a liability, in excess of EUR 30 million, except for (i)scheduled or early debt repayment; and (ii) hedging transactions inrelation to such debt that have been approved by the Supervisory Boardunder this point; for the avoidance of doubt, prior to entering into anyof the transactions referred above in this point c), in addition to theconsent of the Supervisory Board, the consent of the respectivemanagement bodies of the entity controlled by the Company or the consentof the Management Board of the Company itself shall also be required, asthe case may be, in each case to the extent required by (a) theconstitutional documents of the entity controlled by the Company or thisstatute and (b) the respective legislation."

is replaced with the following new wording:

"c) granting consent for the Company or an entity controlled by it toexecute a transaction (in the form of a single legal act or a number oflegal acts) resulting in the acquisition or disposal of assets, or thecreation of a liability, in excess of EUR 10,000,000 (ten millioneuros), except for (i) scheduled or early debt repayment; and (ii)hedging transactions in relation to such debt that have been approved bythe Supervisory Board under this point; for the avoidance of doubt,prior to entering into any of the transactions referred above in thispoint c), in addition to the consent of the Supervisory Board, theconsent of the respective management bodies of the entity controlled bythe Company or the consent of the Management Board of the Company itselfshall also be required, as the case may be, in each case to the extentrequired by (a) the constitutional documents of the entity controlled bythe Company or this statute and (b) the respective legislation;"

4) Article 10(1) is amended by adding the following point (d):

"d) granting consent for the Company or an entity controlled by it toenter into professional services contracts (including, withoutlimitation, agreements for advisory, legal, tax, financial, marketing orother services of a similar nature) where the value of a single suchcontract exceeds EUR 1,000,000 (one million euros), provided that in thecase of such contracts entered into in direct connection with a disposalof assets, the consent shall be required where the value of a singlesuch contract exceeds EUR 1,500,000 (one million five hundred thousandeuros)."

5) Article 11 is amended so that the current wording:

"Article 11 Supervisory Board: decision-making process

1. Resolutions of the Supervisory Board shall be adopted at SupervisoryBoard meetings, which may be held with the use of electroniccommunication to the fullest extent permitted by applicable laws.Resolutions of the Supervisory Board may be adopted in writing or bycirculation to the fullest extent permitted by applicable laws, providedthat all members are notified about the content of such a resolution byelectronic mail to the addresses provided by the Supervisory Boardmembers.

2. Within the limits defined by law, the Supervisory Board may convenemeetings both within the territory of the Republic of Poland and abroad.

3. The Chairman of the Supervisory Board or a person authorised by himor her shall convene the Supervisory Board meetings at his or her owninitiative or at the request of another Supervisory Board member or ofthe Management Board, in each case on the terms and conditions set outin the Supervisory Board By-Laws. Meetings convened at the request of aSupervisory Board member or at the request of the Management Board shallbe held no later than within two weeks, but no earlier than on the 3rd(third) business day after the receipt of such request by the Chairmanof the Supervisory Board. For the purposes of this statute, a businessday shall mean any day between Monday and Friday other than statutoryholidays.

4. Unless this statute provides otherwise, resolutions of theSupervisory Board shall be adopted by absolute majority of votes cast inthe presence of at least 5 (five) Supervisory Board members. Subject tosection 5 below, in the event of a tie, the Chairman shall have acasting vote.

5. Regardless of section 4 above, resolutions relating to grantingconsent for any of the actions referred to in points a) and b) ofsection 1 in Article 10 above shall require a vote in favour thereof bythe Shareholder Meeting Delegate, provided that the Supervisory Boardmembers interested in the subject of the resolution shall not take partin the adoption of such resolution (and their votes shall not beincluded in the total number of votes cast in relation to suchresolution). Moreover, none of the Supervisory Board members appointedby a shareholder (or a shareholder acting in concert therewith) who is,or whose related party is, a party to the related-party transactionsubject to approval by the Supervisory Board under point b) of section 1in Article 10, shall take part in the adoption of the resolutionsrelating to granting consent for such actions. The limitation set out inthe preceding sentence shall not apply to the Chairman of theSupervisory Board with the reservation that in such vote the Chairmanshall not have the casting vote in the event of a tie. For the avoidanceof doubt, the Supervisory Board members not taking part in the adoptionof such resolutions shall still be considered to be present at themeeting for the purposes of the determination of whether the quorumrequirement set out in section 4 above has been met.

6. Supervisory Board members may take part in the adoption ofSupervisory Board resolutions by casting their votes in writing throughanother Supervisory Board member to the fullest extent permitted underapplicable laws.

7. At the request of the Shareholder Meeting Delegate, the SupervisoryBoard shall be required to perform the supervisory actions referred toin such request, as defined in the Commercial Companies Code, providedthat the Shareholder Meeting Delegate shall be designated to directlyperform such supervisory actions.

8. The non-competition clause and the restrictions relating toparticipation in any competitive entities which apply to the Company'sManagement Board members under Article 12 section 6 below shall alsoapply to Supervisory Board members seconded to perform permanentindividual supervisory functions as defined in Article 390 of theCommercial Companies Code.

9. The Meeting of the Shareholders may adopt the Supervisory BoardBy-Laws which define its organisation and the manner of the performanceof its actions. The resolutions of the Meeting of the Shareholdersregarding the adoption, revocation or amendments to such SupervisoryBoard By-Laws shall be adopted with a 2/3 (two-thirds) majority of thevotes cast.

10. The Supervisory Board shall appoint an audit committee in line withapplicable laws. The Supervisory Board may appoint other committeeswhich may issue recommendations to the Supervisory Board in respect ofparticular matters or areas."

is replaced with the following new wording:

"Article 11

Supervisory Board: decision-making process

1. Resolutions of the Supervisory Board shall be adopted at SupervisoryBoard meetings, which may be held with the use of electroniccommunication to the fullest extent permitted by applicable laws.Resolutions of the Supervisory Board may be adopted in writing or bycirculation to the fullest extent permitted by applicable laws, providedthat all members are notified about the content of such a resolution byelectronic mail to the addresses provided by the Supervisory Boardmembers.

2. Within the limits defined by law, the Supervisory Board may convenemeetings both within the territory of the Republic of Poland and abroad.

3. The Chairman of the Supervisory Board or a person authorised by himor her shall convene the Supervisory Board meetings at his or her owninitiative or at the request of another Supervisory Board member or ofthe Management Board, in each case on the terms and conditions set outin the Supervisory Board By-Laws. Meetings convened at the request of aSupervisory Board member or at the request of the Management Board shallbe held no later than within two weeks, but no earlier than on the 3rd(third) business day after the receipt of such request by the Chairmanof the Supervisory Board. For the purposes of this statute, a businessday shall mean any day between Monday and Friday other than statutoryholidays.

4. Unless this statute provides otherwise, resolutions of theSupervisory Board shall be adopted by absolute majority of votes cast inthe presence of at least 5 (five) Supervisory Board members. Subject tosection 5 below, in the event of a tie, the Chairman shall have acasting vote.

5. Regardless of section 4 above, resolutions relating to grantingconsent for any of the actions referred to in point b) of section 1 inArticle 10 above shall require a vote in favour thereof by theShareholder Meeting Delegate, provided that the Supervisory Boardmembers interested in the subject of the resolution shall not take partin the adoption of such resolution (and their votes shall not beincluded in the total number of votes cast in relation to suchresolution). Moreover, none of the Supervisory Board members appointedby a shareholder (or a shareholder acting in concert therewith) who is,or whose related party is, a party to the related-party transactionsubject to approval by the Supervisory Board under point b) of section 1in Article 10, shall take part in the adoption of the resolutionsrelating to granting consent for such actions. The limitation set out inthe preceding sentence shall not apply to the Chairman of theSupervisory Board with the reservation that in such vote the Chairmanshall not have the casting vote in the event of a tie. For the avoidanceof doubt, the Supervisory Board members not taking part in the adoptionof such resolutions shall still be considered to be present at themeeting for the purposes of the determination of whether the quorumrequirement set out in section 4 above has been met.

6. Supervisory Board members may take part in the adoption ofSupervisory Board resolutions by casting their votes in writing throughanother Supervisory Board member to the fullest extent permitted underapplicable laws.

7. At the request of the Shareholder Meeting Delegate or, where theShareholder Meeting Delegate has not been appointed, at the jointrequest of three Supervisory Board members, each appointed by adifferent Entitled Shareholder, including a Supervisory Board memberappointed by the Controlling Shareholder (if exists), the SupervisoryBoard shall be required to perform the supervisory actions referred toin such request, as defined in the Commercial Companies Code, providedthat the Shareholder Meeting Delegate shall be designated to directlyperform such supervisory actions.

8. If the Shareholder Meeting Delegate has not been appointed, in eachcase where this Statute requires a vote "in favour" by the ShareholderMeeting Delegate to adopt a Supervisory Board resolution, votes "infavour" by three Supervisory Board members, each appointed by adifferent Entitled Shareholder, including a Supervisory Board memberappointed by the Controlling Shareholder, shall be required instead.

9. The non-competition clause and the restrictions relating toparticipation in any competitive entities which apply to the Company'sManagement Board members under Article 12 section 6 below shall alsoapply to Supervisory Board members seconded to perform permanentindividual supervisory functions as defined in Article 390 of theCommercial Companies Code.

10. The Meeting of the Shareholders may adopt the Supervisory BoardBy-Laws which define its organisation and the manner of the performanceof its actions. The resolutions of the Meeting of the Shareholdersregarding the adoption, revocation or amendments to such SupervisoryBoard By-Laws shall be adopted with a 2/3 (two-thirds) majority of thevotes cast.

11. The Supervisory Board shall appoint an audit committee in line withapplicable laws. The Supervisory Board may appoint other committeeswhich may issue recommendations to the Supervisory Board in respect ofparticular matters or areas."

6) Article 12(8) is amended so that the current wording:

"8. With regard to the actions referred to in points a) through c) ofsection 1 Article 10 above, the Management Board is required to obtainthe consent of the Supervisory Board."

is replaced with the following new wording:

"8. With regard to the actions referred to in points a) through d) ofsection 1 Article 10 above, the Management Board is required to obtainthe consent of the Supervisory Board."

7) Article 15 is amended by introducing the following point (d):

"d) "Controlling Shareholder" shall have the meaning ascribed thereto inArticle 9 section 6 of this Statute.",

whereby the existing points (d) through (l) shall be renumbered aspoints (e) through (m), respectively, with their content and orderremaining unchanged.

By Resolution No. 5 dated 14 April 2026, the Extraordinary GeneralMeeting adopted the consolidated text of the Company's Articles ofAssociation, which constitutes an attachment to this report.

Legal grounds: Art 5 section 1 of the Regulation of the Minister ofFinance of 6 June 2025 on current and periodic information submitted byissuers of securities and on the conditions for recognizing asequivalent the information required under the laws of a non-member stateof the European Union.