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Orange Polska S.A.

Board/Management Information Apr 20, 2018

5743_rns_2018-04-20_f0317be2-4ef1-49bd-bdc7-a704a18b8eaa.html

Board/Management Information

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Current Report 10/2018Orange Polska S.A. - Warsaw, Poland20April 2018

(translation of Polish version)title:Appointment of persons supervising Orange Polska.

Pursuant to art. 5 clause 1 item 22 of the Decree of the Minister ofFinance of 19 February 2009 on current and periodic informationdisclosed by issuers of securities and conditions for recognising asequivalent information required by the laws of a non-member state, theManagement Board of Orange Polska S.A., informs about appointment ofpersons supervising Orange Polska.

On April 20, 2018, the Annual General Meeting of Orange Polska S.Aappointed as the Supervisory Board members of Orange Polska followingpersons: Ms. Henryka Bochniarz (Independent Director) - for the new termof office, Mr. Thierry Bonhomme, Mr. Ramon Fernandez - for the new termof office, Ms. Maria Pasło-Wiśniewska (Independent Director) - for thenew term of office, Mr. Wiesław Rozłucki (Independent Director) - forthe new term of office, Mr. Jean-Marc Vignolles.

Resumes

Henryka Bochniarz (born in 1947) graduated from the Foreign TradeFaculty of the Warsaw School of Economics (Szkoła Główna Handlowa,former SGPiS) in 1971. She received her Ph.D. in economics from theForeign Trade Research Institute (IKC), and also became a certifiedadvisor in management. She was awarded with the Fulbright scholarshipand spent two years doing research and lecturing at the University ofMinnesota (1985-87). She was the Minister of Industry and Trade in JanKrzysztof Bielecki's government in 1991. She was a presidentialcandidate in 2005. Co-founder of the Nike Literary Award for the BestBook of the Year in 1997-2003. Vice-chairperson of the Stanisław IgnacyWitkiewicz Arts Foundation assisting the Witkacy theatre in Zakopane.Founder of the Prymus Foundation providing equal educationalopportunities for children in rural areas. Organizer of the EuropeanForum for New Ideas. Advocate for increasing role of women in publiclife and business. Co-founder of the Congress of Women. Holder of theKisiel Prize for independent thinking and entrepreneurship and theAndrzej Bączkowski Award for particular contribution to the developmentof social dialogue in Poland and action over political divisions.Decorated with the Commander's Cross with the Star of the Order ofPolonia Restituta and with the Japanese Order of the Rising Sun (Goldand Silver Star). Since January 1999 she has been the president ofPolish Confederation Lewiatan, the largest organisation of privateemployers in Poland. Vice president of BUSINESSEUROPE, the largestemployers' organisation in Europe. Chairperson of the jointPolish-Japanese Economic Committee facilitating development of thePolish-Japanese economic co-operation. She had been the president ofBoeing Central and Eastern Europe (2006-2014). Ms. Bochniarz iscurrently a member of the supervisory board of FCA Poland SA and amember of board of directors of UniCredit S.p.A. Member of the OrangePolska Supervisory Board since April 12, 2012.

According to her statement, Ms. Henryka Bochniarz is not engaged in anyactivities competitive to the business of Orange Polska and is not apartner in any partnership under civil law or another type ofpartnership, or a member of a governing body of any incorporated companyor any other legal entity which would be competitive to Orange Polska.Ms. Henryka Bochniarz is not listed in the Register of Insolvent Debtorsmaintained pursuant to the National Court Register Act.

Thierry Bonhomme (born in 1956) was appointed CEO of Orange BusinessServices in May 2013, and since the 1st of March 2016 is also DeputyChief Executive Officer of Orange. He is responsible for business growthfor the enterprise services division of Orange Group across France andinternational markets. He also drives the new Orange vision to supportthe digital transformation for our enterprise customers. ThierryBonhomme has spent more than 30 years with the Orange Group in variousleadership roles. Prior to his current role, he was Executive VicePresident of Networks, Carriers and Research & Development and in chargeof R&D within the Orange Group. Previously he was responsible for theenterprise sales channel for the Orange Group in France. Mr. Bonhommereturned to FT Group in 1990 as a Director of technical management forthe Grenoble and Marseille regional areas after a brief stint of twoyears with Idate. His first role at Orange involved field work innetworks, transmission & switching. Thierry Bonhomme completed hisengineering degree at the Ecole Polytechnique and the Ecole NationaleSuperieure des Telecommunications (ENST) in Paris. Member of the OrangePolska Supervisory Board from 2010 to 2013.

According to his statement, Mr. Thierry Bonhomme is not engaged in anyactivities competitive to the business of Orange Polska and is not apartner in any partnership under civil law or another type ofpartnership, or a member of a governing body of any incorporated companyor any other legal entity which would be competitive to Orange Polska.Mr. Thierry Bonhomme is not listed in the Register of Insolvent Debtorsmaintained pursuant to the National Court Register Act.

Ramon Fernandez (born in 1967) joined the Orange Group on September 1,2014 as Deputy Managing Director in charge of finance and strategy.Since January 1, 2016, Mr. Fernandez has been Deputy Chief ExecutiveOfficer of Orange SA; he is also the Orange Group's Chief Financial andStrategy Officer. As from May 2, 2018, Mr. Fernandez will be DeputyChief Executive Officer of Orange SA in charge of Finance, Performanceand Europe (excluding France and Spain). Mr. Fernandez is a graduate ofthe Institut d'études politiques in Paris (1988) and the École nationaled'administration (1993). He spent two years with the InternationalMonetary Fund in Washington (1997 to 1999) before returning home to theFrench Treasury, where he had briefly worked after he graduated. Thistime, he went on to hold a number of important positions in differentareas. Mr. Fernandez was also Special Advisor to the Minister of theEconomy, Finance and Industry (2002-2003) and to the President of theFrench Republic (2007-2008). In 2008, he was appointed Chief of Staff tothe Minister of Labour, Social Relations, Family and Solidarity(2008-2009). Mr. Fernandez arrived at Orange from his former position asChief Executive Officer of the French Treasury, which he had held since2009. Mr. Fernandez is Chairman of the Board of Orange Bank, member ofthe Boards of Directors of Orange Morocco, Compagnie Financière d'OrangeBank and Orange Middle East and Africa, member of the Supervisory Boardsof Iris Capital Management, Euronext NV and Euler Hermes Group. Memberof the Orange Polska Supervisory Board since October 9, 2014.

According to his statement, Mr. Ramon Fernandez is not engaged in anyactivities competitive to the business of Orange Polska and is not apartner in any partnership under civil law or another type ofpartnership, or a member of a governing body of any incorporated companyor any other legal entity which would be competitive to Orange Polska.Mr. Ramon Fernandez is not listed in the Register of Insolvent Debtorsmaintained pursuant to the National Court Register Act.

Maria Pasło-Wiśniewska (born in 1959), Ph.D. in sociology, economist,graduated from the University of Economics in Poznan and the KelloggSchool of Management at the Northwestern University in Chicago. Shestarted her professional career at Narodowy Bank Polski (the PolishNational Bank). Between 1988 and 1996 she worked at Wielkopolski BankKredytowy in Poznan reaching the position of Vice-President of theManagement Board. In 1997, she was the President of the Management Boardof TFI SKARBIEC (the SKARBIEC Mutual Fund). As the President of theManagement Board of Pekao SA in 1998-2003, Maria Pasło-Wiśniewskaconducted the merger of four banks of the Pekao Group, followed byprivatization and restructuring (as a result of the transformation PekaoSA became the largest - in terms of accumulated capital - and one of themost efficient banks in Central and Eastern Europe). Between 2008 and2012 she was the President of the Management Board of the Corporation ofEuropean Pharmaceutical Distributors NV in Amsterdam, a company tobecome Europe's fourth largest in terms of the number of managedpharmacies. She also served a number of other functions including thechairmanship of supervisory boards of Allianz Bank Poland SA (2008-2011)and DOZ SA (2008-2012), as well as non-executive Board membership at UABNFG (2010-2012). In 2005-2007 she was a member of the Sejm (the lowerhouse of the Polish Parliament). She is a member of the Programme Boardof the Institute of Public Affairs, the Chairman of the Advisory Councilof the Lewiatan Confederation, the largest organisation of privateemployers in Poland and Vice President of the Management Board of the"Artes Liberales" Institute which operates at the University of Warsaw.She lectures leadership sociology at the University of Warsaw. Member ofthe Orange Polska Supervisory Board since April 9, 2015.

According to her statement, Ms. Maria Pasło-Wiśniewska is not engaged inany activities competitive to the business of Orange Polska and is not apartner in any partnership under civil law or another type ofpartnership, or a member of a governing body of any incorporated companyor any other legal entity which would be competitive to Orange Polska.Ms. Maria Pasło-Wiśniewska is not listed in the Register of InsolventDebtors maintained pursuant to the National Court Register Act.

Wiesław Rozłucki (born in 1947), graduated from the Warsaw School ofEconomics (SGPiS) - Foreign Trade Faculty. He was conferred the PhDDegree in Economic Geography. Between 1973 and 1989, Mr. Rozłucki was aresearch worker at the Institute of Geography and Spatial Organisation,Polish Academy of Sciences (PAN). Meanwhile he also acted as a Secretaryof the Polish Committee of the International Geographical Union. Since1990, he was responsible for privatisation, first as an advisor to theMinister of Finance, then as Director of the Capital Markets DevelopmentDepartment in the Ministry of Privatisation. Between 1991 and 1994, Mr.Rozłucki was a member of the Polish Securities Commission. From 1991 to2006, he was President of the Management Board of the Warsaw StockExchange as well as Chairman of the Supervisory Board of the NationalDepository for Securities. In the 1990s, Mr. Rozłucki was a member ofthe Economic Development Council to President of the Republic of Poland.He was also a member of the government bodies of the World Federation ofExchanges (WFE), the Federation of European Securities Exchanges (FESE),a member of the Market Participants Consultative Panel of the Committeeof European Securities Regulators (CESR) and the Chairman of theCommittee for the Economic Prize of the President of the Republic ofPoland. Currently, Mr. Rozłucki is a Supervisory Board chairman of: BankBPH SA and Internet Media Services S.A. as well as a member of theSupervisory Board of Towarzystwo Ubezpieczeń na Życie Cardif Polska S.A.He is the President of the Management Board of the Polish Institute ofDirectors and of the Harvard Business Review Polska. He providesconsulting services. Mr. Wiesław Rozłucki was honoured with PolishCommander Cross with the Star of the Order of Rebirth of Poland andL'Ordre National du Merite. Member of the Orange Polska SupervisoryBoard since November 9, 2006.

According to his statement, Mr. Wiesław Rozłucki is not engaged in anyactivities competitive to the business of Orange Polska and is not apartner in any partnership under civil law or another type ofpartnership, or a member of a governing body of any incorporated companyor any other legal entity which would be competitive to Orange Polska.Mr. Wiesław Rozłucki is not listed in the Register of Insolvent Debtorsmaintained pursuant to the National Court Register Act.

Jean-Marc Vignolles (born in 1953) is appointed Chief Operating Officerfor Europe (excluding France and Spain), Member of Orange GroupManagement Committee as from May 2018.Since March 2016, Jean-MarcVignolles has been appointed Deputy General Manager and Chief OperatingOfficer (COO) of Orange Middle East and Africa (OMEA) Holding company,monitoring the operational performance of Orange subsidiaries within theMEA region. He has been Member of the Board of Directors of severalcompanies of Orange Group in various countries in Europe, Middle Eastand Africa.From 2007 to 2015, Jean-Marc Vignolles was the ChiefExecutive Officer of Orange Spain, which, under his leadership andfollowing the acquisition of Jazztel in 2015, grew to number twoposition on the Spanish market. Prior to that, he was the COO(2001-2004) and CEO (2004-2007) of PTK Centertel sp. z o.o. as well asmember of the Management Board of Telekomunikacja Polska S.A.(2004-2007) - presently both operating under a name Orange PolskaS.A.Beginning in 1983, Jean-Marc Vignolles worked at France Telecom,occupying various key, upper-level positions, including Vice Presidentfor Central and Eastern Europe in the International Development Division(1994-2000), Key Account Manager in the France Telecom Key AccountDivision (1990-1994), and Head of Department in the IT Division(1983-1990).Mr. Vignolles received his Agrégation d'anglaiscertification in 1977 and graduated from Institut d'Etudes Politiques(Paris) in 1976 and from Ecole Normale Supérieure in 1973.

According to his statement, Mr. Jean-Marc Vignolles is not engaged inany activities competitive to the business of Orange Polska and is not apartner in any partnership under civil law or another type ofpartnership, or a member of a governing body of any incorporated companyor any other legal entity which would be competitive to Orange Polska.Mr. Jean-Marc Vignolles is not listed in the Register of InsolventDebtors maintained pursuant to the National Court Register Act.

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