Grupa Zywiec S A : Announcement of the Ordinary General Meeting of Grupa Zywiec S.A.

20.05.2020

Current report No. 12/2020

Announcement of the Ordinary General Meeting of Grupa Zywiec S.A.

ANNOUNCEMENT

According to Article 399 § 1, Article 402 § 2, Article 402² of Commercial Companies Code

1. as well as § 21 of the Company's Statutes, the Management Board of Grupa Żywiec Spółka Akcyjna with its seat in Żywiec (34-300), ul. Browarna 88, entered into the entrepreneurs' register by the District Court of Bielsko - Biała VIII Commercial Division of the National Court Register under the number KRS 0000018602 ("Company"), hereby convenes the Ordinary General Shareholders' Meeting of Grupa Zywiec S.A. ("Meeting") which will be held on the 16th day of June, 2020, in the Company's Head-Office in Warsaw (02-673), ul. Konstruktorska 13, at 11:00.

The proposed agenda:

1. Opening of the Meeting.
2. Election of Chairman of the Meeting.
3. Confirmation of the correctness of convening the Meeting and its ability to adopt binding resolutions.
4. Approving Regulations of the Meeting and Agenda.
5. Presenting draft Resolutions and discussion.
6. Passing Resolutions on:
7. 1. distribution of profit for the year 2019,
   2. election of a member of the Supervisory Board.
8. Other business.
9. Closing of the Meeting.

On the basis of Article 402² of the CCC, the Company submits information concerning participation in the Meeting:

1. A shareholder or shareholders representing at least 1/20 of the share capital shall be entitled to demand that particular issues be included in the agenda of the Meeting. Such a demand should be submitted to the Management Board of the Company 21 days before the date of the Meeting at the latest. The demand should include a justification or a draft of the resolution related to the suggested point in the agenda. The demand may be submitted in writing at the seat of the Company at the address Żywiec (34 - 300), ul. Browarna 88 or in electronic form and sent to the following email address [e-mail].

A shareholder/shareholders should prove to be in possession of the appropriate number of shares on the day of the demand by enclosing a deposit certificate to the demand, and the shareholders who are legal entities or partnerships should also confirm their right to act on behalf of this entity by enclosing a current extract from the appropriate register. In the case of the shareholders submitting their demand by means of electronic forms of communication, the documents are to be sent in PDF format.

1. A shareholder or shareholders representing at least 1/20 of the share capital may, before the date of the Meeting, submit in writing at the seat of the Company at the address ul. Browarna 88, 34 - 300 Żywiec, or by means of electronic forms of communication (to the email address of the Company and in the form specified in pt 1 above) drafts of resolutions related to the issues to be included in the agenda of the Meeting or issues to be included in the agenda.

Similarly to pt 1 above, a shareholder/shareholders should prove to be in possession of the appropriate number of shares on the day of the demand by enclosing a deposit certificate/certificates to the demand, and the shareholders who are legal entities or partnerships should also confirm their right to act on behalf of this entity by enclosing a current extract from the appropriate register. In the case of the shareholders submitting their drafts of resolutions by means of electronic forms of communication, the documents are to be sent in PDF format.

1. Each shareholder entitled to participate in the Meeting may submit drafts of resolutions related to issues included in the agenda.
2. A shareholder may participate in the Meeting as well as vote in person or by a
   plenipotentiary. The Company informs that a model form that allows voting by a plenipotentiary and includes the data specified in Article 4023 of the CCC has been placed on the website www.grupazywiec.plin the folder "Investors" in the "General Meetings" section.
   The power of attorney to vote by a plenipotentiary should be given in writing or in electronic form. Granting the power of attorney in electronic form does not require a certified electronic signature verified by means of a valid qualified certificate.
   A shareholder is obliged to send information to the Company about the granting of the power of attorney in electronic form to the email address specified above in pt 1 above at least one day before the day of the Meeting.
   Shareholders will be allowed to participate in the Meeting after submitting an identity card, and plenipotentiaries after submitting an identity card and a valid letter of attorney granted in writing or in electronic form (in which case the plenipotentiary should submit a printout of the letter of attorney in PDF format). Representatives of legal entities or partnerships should also submit current extracts from the appropriate registers, naming the persons entitled to represent these entities.
3. The day of the registration for participation in the Meeting is 31 May 2020.

The right to participate in the Meeting shall be given only to the persons who:

1. sixteen days before the date of the Meeting (that is on 31 May 2020) will be a shareholder of the Company, i.e. the shares of the Company will be recorded on their securities accounts and
2. by 1 June 2020 will demand to be given a written personal certificate stating their right to participate in the Meeting at the seat of the entity that keeps their securities account on

which the shares of the Company are recorded.

It is recommended that the shareholders collect the above-mentioned certificates stating their right to participate and bring these certificates on the day of the Meeting.

6. The Company shall make a list of shareholders entitled to participate in the Meeting on the basis of the list received from the National Deposit of Securities (KDPW), prepared on the basis of the personal certificates from the entities keeping securities accounts stating the right to

participate in the General Meeting. Three workdays before the date of the Meeting the list of shareholders entitled to participate in the Meeting of the Shareholders will be submitted for inspection at the seat of the Company. A shareholder will be able to demand to be delivered the list of shareholders by email free of charge providing their email address will be provided to the Company.

1. Persons entitled to participate in the Meeting may obtain a full text of documentation to be presented at the Meeting as well as drafts of Resolutions at the seat of the Company at the address ul. Konstruktorska 13, 02-673 Warszawa, or on the website of the Company at the address www.grupazywiec.plin the folder "Investors" in the "General Meetings" section.
2. The Statutes of the Company do not allow for participation in the Meeting by means of electronic forms of communication. It is also not allowed to vote by correspondence.
3. The Company shall offer any information concerning the Meeting on the websitewww.grupazywiec.plin the folder "Investors" in the "General Meetings" section.