Orange Polska S A : Content of the resolutions that were adopted by the AGM on April 22, 2022

Current report 7/2022 Orange Polska S.A. - Warsaw, Poland

22 April 2022

Pursuant to art. 19, clause 1, item 6 of the Decree of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state, the Management Board of Orange Polska S.A. ("Orange Polska", "the Company") submits content of the resolutions that were adopted by the Ordinary Annual General Meeting on April 22, 2022.

Resolution no 1 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on nomination of the Chairman of the Annual General Meeting

§ 1

The Annual General Meeting nominates Mr. Jacek Krauss as the Chairmen of the Annual General Meeting.

§ 2

The resolution enters into force upon adoption.

Resolution no 2 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Orange Polska S.A. IFRS financial statements for 2021

On the basis of art. 53 clause 1 of the Accounting Act and art. 393 item 1, art. 395 § 2 item 1 of the Commercial Companies Code and § 13 item 1 of the Orange Polska S.A. Articles of Association, the following resolution is hereby adopted:

§ 1

The Annual General Meeting approves the Orange Polska S.A. IFRS financial statements for 2021 which include:

• 1) income statement for 2021 showing net income of PLN 916 million (in words: PLN nine hundred and sixteen million),

• 2) statement of comprehensive income for 2021 showing total comprehensive income of PLN 1,223 million (in words: PLN one billion two hundred and twenty three million),

• 3) statement of financial position as at 31 December 2021, with the balance sheet total of PLN 24,838 million (in words: PLN twenty four billion eight hundred and thirty eight million),

• 4) statement of changes in equity for 2021 showing an increase in equity by PLN 1,234 million (in words: PLN one billion two hundred and thirty four million),

• 5) statement of cash flows for 2021 showing an increase in cash and cash equivalents by PLN 585 million (in words: PLN five hundred and eighty five million),

• 6) notes to the financial statements.

§ 2 1

The resolution comes into force on the day of its adoption.

Resolution no 3 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on distribution of Orange Polska S.A. profit for the 2021 financial year

On the basis of art 395 § 2 item 2 of the Commercial Companies Code and § 13 clause 2 of Orange Polska S.A. Articles of Association, the following resolution is hereby adopted:

§ 1

The net income of Orange Polska S.A. for the 2021 financial year of PLN 915,493,003.09 (in words: PLN nine hundred and fifteen million four hundred and ninety three thousand three 09/100) shall be divided in the following manner:

• 1) for a dividend - PLN 328,089,369.75 (in words: PLN three hundred and twenty eight million eighty nine thousand three hundred and sixty nine 75/100).

  The amount of dividend shall be PLN 0,25 (in words: twenty five groszy) for each entitled share.

• 2) to the reserve capital, referred to in § 31 clause 3 of the Articles of Association - PLN 18,309,860.06 (in words: PLN eighteen million three hundred and nine thousand eight hundred and sixty 06/100).

• 3) to the reserve capital - PLN 569,093,773.28 (in words: PLN five hundred and sixty nine million ninety three thousand seven hundred and seventy three 28/100).

§ 2

The amount allocated to the reserve capital, referred to in § 1 point 3 may be distributed as a dividend.

§ 3

Persons being the Company's shareholders on 22 June 2022 (the Dividend Day) shall be entitled to the dividend.

§ 4

The dividend shall be paid on 6 July 2022.

§ 5

The resolution comes into force on the day of its adoption.

Resolution no 4 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Management Board report on the activity of Orange Polska Group and Orange Polska S.A. in the 2021 financial year

On the basis of art. 63c clause 4 of the Accountancy Act and art. 395 § 5 of the Commercial Companies Code, the following resolution is hereby adopted:

§ 1

The Annual General Meeting approves the Management Board report on the activity of Orange Polska Group and Orange Polska S.A. in the 2021 financial year.

§ 2

The resolution comes into force on the day of its adoption.

Resolution no 5 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Orange Polska Group IFRS consolidated financial statements for 2021

On the basis of art. 63c clause 4 of the Accountancy Act and art. 395 § 5 of the Commercial Companies Code the following resolution is hereby adopted:

§ 1

The Annual General Meeting approves the Orange Polska Group IFRS consolidated financial statements for 2021, which include:

• 1) consolidated income statement for 2021 showing net income of PLN 1,672 million (in words: PLN one billion six hundred seventy two million), including net income attributable to owners of Orange Polska S.A. of PLN 1,672 million (in words: PLN one billion six hundred seventy two million),

• 2) consolidated statement of comprehensive income for 2021 showing total comprehensive income of PLN 2,001 million (in words: PLN two billion one million), including total comprehensive income attributable to owners of Orange Polska S.A. of PLN 2,001 million (in words: PLN two billion one million),

• 3) consolidated statement of financial position as at 31 December 2021, with the balance sheet total of PLN 26,157 million (in words: PLN twenty six billion one hundred and fifty seven million),

• 4) consolidated statement of changes in equity for 2021 showing an increase in total equity by PLN 2,012 million (in words: PLN two billion twelve million), including an increase in equity attributable to owners of Orange Polska S.A. by PLN 2,012 million (in words: PLN two billion twelve million),

• 5) consolidated statement of cash flows for 2021 showing an increase in cash and cash equivalents by PLN 574 million (in words: PLN five hundred and seventy four million),

• 6) notes to the consolidated financial statements.

§ 2

The resolution comes into force on the day of its adoption.

There were submitted 992 272 653 valid votes, corresponding to

Resolution no 6 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on approval of the Supervisory Board report for the 2021 financial year

§ 1

The Supervisory Board of the Orange Polska S.A. report for the 2021 financial year is approved.

§ 2

The resolution enters into force upon adoption.

Resolution no 7 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§1

The approval of the performance by Mr. Julien Ducarroz of his duties as the President of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§2

The resolution enters into force upon adoption.

Resolution no 8 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§1

The approval of the performance by Ms. Jolanta Dudek of her duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§2

The resolution enters into force upon adoption.

Resolution no 9 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§1

The approval of the performance by Ms. Bożena Leśniewska of her duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§2

The resolution enters into force upon adoption.

Resolution no 10 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§1

The approval of the performance by Mr. Witold Drożdż of his duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§2

The resolution enters into force upon adoption.

Resolution no 11 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

§1

The approval of the performance by Mr. Piotr Jaworski of his duties as a member of the Orange Polska S.A. Management Board in financial year 2021 is granted.

§2

The resolution enters into force upon adoption.

Resolution no 12 of Annual General Meeting of Orange Polska S.A. dated 22 April 2022 on granting approval of the performance of duties of the Management Board's President/member

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