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PGE Polska Grupa Energetyczna S.A.

AGM Information Apr 7, 2023

5758_rns_2023-04-07_2a0776fa-7532-40fd-a91d-370d7cc599da.pdf

AGM Information

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RESOLUTION NO. ... of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the election of Chairperson of the Ordinary General Meeting

Acting pursuant to Article 409 § 1 of the Commercial Companies Code and § 32 of the Statutes of the company PGE Polska Grupa Energetyczna Spółka Akcyjna, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting of the Company elects Mr/Ms [●] as Chairperson of the Ordinary General Meeting of the Company.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023 concerning the adoption of the agenda of the Ordinary General Meeting

The Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting adopts the following agenda of the Ordinary General Meeting:

    1. The opening of the General Meeting.
    1. The election of Chairperson of the General Meeting.
    1. The ascertainment of the correctness of convening the General Meeting and its capability of adopting binding resolutions.
    1. The adoption of the agenda of the Ordinary General Meeting.
    1. The adoption of the decision not to elect the Returning Committee.
    1. The consideration of "The EU-IFRS-compliant standalone financial statements of the company PGE Polska Grupa Energetyczna S.A. for the year 2022 ended 31 December 2022 (in PLN million)" and the adoption of the resolution concerning their approval.
    1. The consideration of "The EU-IFRS-compliant consolidated financial statements of the company PGE Polska Grupa Energetyczna S.A. for the year 2022 ended 31 December 2022 (in PLN million)" and the adoption of the resolution concerning their approval.
    1. The consideration of the Management Board's report on the activities of PGE Polska Grupa Energetyczna S.A. and the PGE Capital Group for the year 2022 ended 31 December 2022 and the adoption of the resolution concerning its approval.
    1. The adoption of the resolution concerning the distribution of the net profit of PGE Polska Grupa Energetyczna S.A. for the financial year 2022.
    1. The consideration of the report on the activities of the Supervisory Board of PGE Polska Grupa Energetyczna S.A. for the year 2022 and the adoption of the resolution concerning its approval.
    1. The consideration of the report of the Supervisory Board of PGE Polska Grupa Energetyczna S.A. on its evaluation of the statements and reports for the year 2022, the proposal concerning the distribution of the net profit for the year 2022 and the Management Board's fulfilment of the information disclosure obligations resulting from the Commercial Companies Code and the adoption of the resolution concerning its approval.
    1. The presentation of an opinion on "The report on the remuneration of the Members of the Management Board and the Supervisory Board of PGE Polska Grupa Energetyczna S.A. for the year 2022".
    1. The adoption of resolutions on the granting of discharge to the Members of the Management Board and the Supervisory Board of PGE Polska Grupa Energetyczna S.A.
    1. The closing of the Ordinary General Meeting.

§ 2

The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the adoption of a decision not to elect the Returning Committee

Acting pursuant to § 16 clause 6 of the Regulations of the General Meeting of the company PGE Polska Grupa Energetyczna S.A., the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting decides not to elect the Returning Committee.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. [●] of the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" of 28 April 2023

concerning the approval of "The EU-IFRS-compliant standalone financial statements of the company PGE Polska Grupa Energetyczna S.A. for the year 2022 ended 31 December 2022 (PLN million)"

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 1 of the Commercial Companies Code and § 53 clause 1 of the Accounting Act, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Lublin ("Company") adopts as follows:

§ 1

The Ordinary General Meeting of the Company approves "The EU-IFRS-compliant standalone financial statements of the company PGE Polska Grupa Energetyczna S.A. for the year 2022 ended 31 December 2022 (in PLN million)" comprising the following parts audited by a certified auditor:

  • the statement of comprehensive income for the year ended 31 December 2022 showing a net profit of PLN 3,097 million and a total comprehensive income of PLN 3,254 million;
  • the statement of financial position as at 31 December 2022 showing the balance of assets and liabilities with equity in the amount of 65,777 million zlotys;
  • the statement of changes in equity for the year ended 31 December 2022 showing an increase in equity in the amount of PLN 6,434 million;
  • the statement of cash flows showing an increase in cash and cash equivalents during the course of the year ended 31 December 2022 by the amount of 5.277 million zlotys;
  • a description of the accounting principles (policy) as well as additional information and notes.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. [●] of the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" of 28 April 2023

concerning the approval of "The EU-IFRS-compliant consolidated financial statements of the company PGE Polska Grupa Energetyczna S.A. for the year 2022 ended 31 December 2022 (in PLN million)"

Acting pursuant to Article 395 § 5 of the Commercial Companies Code and Article 63c clause 4 of the Accounting Act, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Lublin ("Company") adopts as follows:

§ 1

The Ordinary General Meeting of the Company approves the following: "The EU-IFRS-compliant consolidated financial statements of the Capital Group of PGE Polska Grupa Energetyczna S.A. for the year 2022 ended 31 December 2022 (in PLN million)" comprising the following parts audited by a certified auditor:

  • the consolidated statement of comprehensive income for the year ended 31 December 2022 showing a net profit of PLN 3,390 million and a total comprehensive income of PLN 2,897 million;
  • the consolidated statement of financial position as at 31 December 2022 showing the balance of assets and liabilities with equity in the amount of PLN 105,778 million;
  • the consolidated statement of changes in equity for the year ended 31 December 2022 showing an increase in equity by PLN 6,092 million;
  • the consolidated statement of cash flows showing an increase in cash and cash equivalents during the course of the year ended 31 December 2022 by the amount of PLN 5,154 million;
  • a description of the accounting principles (policy) as well as additional information and notes.

§ 2

The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the approval of the Management Board's Report on the activities of the PGE Polska Grupa Energetyczna S.A. and PGE Capital Group for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 1 of the Commercial Companies Code and Article 55 clause 2a of the Accounting Act, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting approves the "Report of the Management Board on the activities of the PGE Polska Grupa Energetyczna S.A. and PGE Capital Group for the year 2022 ended 31 December 2022".

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. [●] of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the distribution of the Company's net profit for the financial year 2022

Acting pursuant to Article 395 § 2 item 2 of the Commercial Companies Code as well as § 43 clause 1 of the Statutes of PGE Polska Grupa Energetyczna Spółka Akcyjna, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin ("Company") adopts as follows:

§ 1

The Ordinary General Meeting decides to allocate the Company's entire net profit for the financial year 2022 in the amount of PLN 3,096,758,749.73 (say: three billion ninety-six million seven hundred and fifty-eight thousand seven hundred and forty-nine zloty and seventy-three groszy) to the supplementary capital.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the approval of the report on the activities of the Supervisory Board of PGE Polska Grupa Energetyczna S.A. in 2022

Acting pursuant to item 2.11 The Good Practices of Companies Listed on the Warsaw Stock Exchange 2021, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin ("Company") adopts as follows:

§ 1

The Ordinary General Meeting approves the report on the activities of the Supervisory Board of PGE Polska Grupa Energetyczna S.A. in 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the approval of the report of the Supervisory Board of PGE Polska Grupa Energetyczna S.A. on its evaluation of the statements and reports for the year 2022, the proposal concerning the distribution of the net profit for the year 2022 and the Management Board's fulfilment of the information disclosure obligations resulting from the Commercial Companies Code

Acting pursuant to item 2.11 The Good Practices of Companies Listed on the Warsaw Stock Exchange 2021, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin("Company") adopts as follows:

§ 1

The Ordinary General Meeting approves the report of the Supervisory Board of PGE Polska Grupa Energetyczna S.A. on its evaluation of the statements and reports for the year 2022, the proposal concerning the distribution of the net profit for the year 2022 and the Management Board's fulfilment of the information disclosure obligations resulting from the Commercial Companies Code

§ 2

The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the provision of an opinion on " The report on the remuneration of the Members of the Management Board and the Supervisory Board of PGE Polska Grupa Energetyczna S.A."

Acting pursuant to Article 90g clause 6 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to an organized trading system and public companies, after becoming acquainted with the opinion of the certified auditor, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin("Company"), adopts as follows:

§ 1

The General Meeting provides a positive opinion on " The report on the remuneration of the Members of the Management Board and the Supervisory Board of PGE Polska Grupa Energetyczna S.A.", as accepted by resolution no. 134/XII/2023 adopted by the Supervisory Board of PGE Polska Grupa Energetyczna S.A. on 28 March 2023.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin(the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Ms Anna Kowalik for the financial year 2022 in connection with her performance of the duties of the Chairperson of the Supervisory Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin(the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Artur Składanek for the financial year 2022 in connection with his performance of the duties of the Vice Chairperson of the Supervisory Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Radosław Winiarski for the financial year 2022 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 1 January to 31 December 2022 (i.e for his performance of the duties of the Secretary of the Supervisory Board in the period from 12 July 2022 to 31 December 2022).

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin(the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Grzegorz Kuczyński for the financial year 2022 in connection with his performance of the duties of the Secretary of the Supervisory Board in the period from 1 January to 22 June December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of " the company PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Lublin(the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Ms Janina Goss for the financial year 2022 in connection with her performance of the duties of the Member of the Supervisory Board in the period from 1 January to 31 December 2022 .

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Mieczysław Edward Sawaryn for the financial year 2022 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Tomasz Hapunowicz for the financial year 2022 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Zbigniew Gryglas for the financial year 2022 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 1 January to 22 June 2022 and from 12 July to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and Article 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Marcin Kowalczyk for the financial year 2022 in connection with his performance of the duties of the Member of the Supervisory Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin(the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Wojciech Dąbrowski for the financial year 2022 in connection with his performance of the duties of the President of the Management Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin(the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Ryszard Wasiłek for the financial year 2022 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Paweł Cioch for the financial year 2022 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 17 November 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Ms Wanda Buk for the financial year 2022 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company "PGE Polska Grupa Energetyczna Spółka Akcyjna" of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Paweł Śliwa for the financial year 2022 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. … of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning the acknowledgement of the fulfillment of duties for the year 2022

Acting pursuant to Article 393 item 1 and 395 § 2 item 3 of the Commercial Companies Code, the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna with its registered office in Lublin (the "Company"), adopts as follows:

§ 1

The Ordinary General Meeting acknowledges the fulfillment of duties by Mr Lechosław Rojewski for the financial year 2022 in connection with his performance of the duties of the Vice President of the Management Board in the period from 1 January to 31 December 2022.

§ 2 The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●]

The number of votes cast for the resolution: [●]

The number of votes cast against the resolution: [●]

The number of abstaining votes: [●]

RESOLUTION NO. [●] of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning changes in the composition of the Supervisory Board

Acting pursuant to Article 385 § 1 of the Commercial Companies Code and § 20 clause 2 of the Statutes of PGE Polska Grupa Energetyczna S.A., The Ordinary General Meeting of "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Lublin ("Company"), adopts as follows:

§ 1

The Ordinary General Meeting dismisses Ms/Mr [●] from the position of Member of the Supervisory Board as of …. 2023.

§ 2

The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●] The number of votes cast for the resolution: [●] The number of votes cast against the resolution: [●] The number of abstaining votes: [●]

RESOLUTION NO. [●] of the Ordinary General Meeting of the company PGE Polska Grupa Energetyczna Spółka Akcyjna of 28 April 2023

concerning changes in the composition of the Supervisory Board

Acting pursuant to Article 385 § 1 of the Commercial Companies Code and § 20 clause 2 of the Statutes of PGE Polska Grupa Energetyczna S.A., The Ordinary General Meeting of "PGE Polska Grupa Energetyczna Spółka Akcyjna" with its registered office in Lublin ("Company"), adopts as follows:

§ 1

The Ordinary General Meeting appoints Ms/Mr [●] as Member of the Supervisory Board as of ..... 2023.

§ 2

The resolution becomes effective as at the time of its adoption.

The total number of valid votes cast: [●] The number of votes cast for the resolution: [●] The number of votes cast against the resolution: [●] The number of abstaining votes: [●]

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