Resolution No. 1

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning the appointment of the Chairman of the Shareholders' Meeting

Pursuant to Art. 409 § 1 of the Commercial Companies Code and § 4 of the By-laws of Shareholders' Meeting of Eurocash S.A. the Shareholders' Meeting hereby appoints Mr. Szymon Gogulski as Chairman of the Shareholders' Meeting.

RESULTS OF VOTES:

For:88 466 874

Against: 0

Abstained: 0

No invalid votes were cast.

Number of shares present: 88 466 874

The total number of shares for which votes were cast: 88 466 874 which constitutes 63.57% of the total number of shares issued as at the date of the Ordinary Shareholders Meeting.

Resolution No. 2

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning the adoption of the Agenda of the Ordinary Shareholders' Meeting

The Shareholders' Meeting hereby adopts the agenda of the Ordinary Shareholders' Meeting, as announced in accordance with Art. 4021 of the Commercial Company's Code, which consists of:

  1. Opening of the Ordinary Shareholders' Meeting;
  2. Confirmation that the Ordinary Shareholders' Meeting was validly convened and is able to adopt resolutions;
  3. Election of the Chairman of the Ordinary Shareholders' Meeting;
  4. Making an attendance list;
  5. Adoption of the agenda;
  6. Evaluation of the Company's annual report for 2022, including the financial statement for 2022 and the Report of the Management Board on business operations of Eurocash Group and Eurocash S.A. in 2022;
  7. Evaluation of the Company's Capital Group consolidated annual report for 2022, including the consolidated financial statement for 2022 and the Report of the Management Board on business operations of Eurocash Group and Eurocash S.A. in 2022;
  8. Evaluation of the Supervisory Board report on its activity in 2022, including a concise information on the Company's standing;
  9. Adoption of a resolution concerning the approval of the Company's annual report for
    2022, including the financial statement for 2022 and the Report of the Management Board on business operations of Eurocash Group and Eurocash S.A. in 2022;
  10. Adoption of a resolution concerning the approval of the Company's Capital Group consolidated annual report for 2022, including the consolidated financial statement for 2022 and the Report of the Management Board on business operations of Eurocash Group and Eurocash S.A. in 2022;
  11. Adoption of a resolution concerning distribution of net profit for 2022;

1

  1. Adoption of resolutions concerning the acknowledgement of the fulfillment of duties by individual Members of the Management Board in 2022;
  2. Adoption of resolutions concerning the acknowledgement of the fulfillment of duties by individual Members of the Supervisory Board in 2022;
  3. Adoption of resolution concerning the opinion on the Report on the remuneration of members of the Management Board and Supervisory Board of Eurocash S.A.;
  4. Adoption of resolution concerning the remuneration of the Members of the Supervisory Board;
  5. Closing of the Ordinary Shareholders' Meeting.

RESULTS OF VOTES:

For:88 466 874

Against: 0

Abstained: 0

No invalid votes were cast.

Number of shares present: 88 466 874

The total number of shares for which votes were cast: 88 466 874 which constitutes 63.57% of the total number of shares issued as at the date of the Ordinary Shareholders Meeting.

Resolution No. 3

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning the approval of the Company's annual report including the financial statement for

2022 and the Management Board's report on the operations of the Company in 2022

Pursuant to Article 395 § 2 point 1 in conjunction with Article 393 point 1 of the Commercial Companies Code and provisions of § 16 Section 1 point 1 of the Statue of Eurocash S.A. (the "Company"), based on the Company's annual report, the opinion presented by the expert auditor Grant Thornton Polska Prosta Spółka Akcyjna and according to the recommendation expressed in Resolution No. 1 of the Supervisory Board of May 22, 2023, the Ordinary Shareholders' Meeting of the Company hereby approves the Company's annual report, including:

1. the standalone financial statements of the Company for 2022, consisting of: (i) general information, (ii) standalone statement of financial position as at December 31, 2022 with a balance sheet total of PLN 6,855,600,456 (six billion eight hundred fifty five million six hundred thousand four hundred fifty six), (iii) the standalone profit and loss account for the period from January 1, 2022 to December 31, 2022 and the standalone statement of comprehensive income for the period from January 1, 2022 to December 31, 2022, showing the net profit of PLN 171,228,360 (one hundred seventy one million two hundred twenty eight thousand three hundred sixty) respectively and profit in total income in the amount of PLN 157,285,193 (one hundred fifty seven million two hundred eighty five thousand one hundred ninety three), (iv) standalone statement of changes in equity in the period from January 1, 2022 to December 31, 2022, representing the balance as at December 31, 2022 of PLN 1,462,886,445 (one billion four hundred sixty two million eight hundred eighty six thousand four hundred forty five), (v) the standalone statement of cash flows for the period from January 1, 2022 to December 31, 2022, showing an increase in cash by the amount of PLN 26,497,355 (twenty six million four hundred ninety seven thousand three hundred fifty five) and (vi) additional information and explanatory notes; and

2

2. the Report of the Management Board on business operations of Eurocash Group and Eurocash S.A. in 2022, including in particular a statement on the compliance with the corporate governance rules.

RESULTS OF VOTES:

For:

87 981 709

Against:

0

Abstained:

485 165

No invalid votes were cast.

Number of shares present: 88 466 874

The total number of shares for which votes were cast: 88 466 874 which constitutes 63.57% of the total number of shares issued as at the date of the Ordinary Shareholders Meeting.

Resolution No. 4

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning the approval of the Company's Capital Group consolidated annual report for 2022 including the consolidated financial statement for 2022 and the Management Board's report on the operations of the Eurocash S.A. Capital Group

Pursuant to Art. 395 § 5 of the Commercial Companies Code, Art. 55 and Art. 63 c Sec. 4 of the Accounting Law and § 16 Sec. 1 item 11 of the Statute of Eurocash S.A. (the "Company"), based on the Company's Capital Group consolidated annual report for 2022, the opinion presented by the expert auditor Grant Thornton Polska Prosta Spółka Akcyjna and according to the recommendation expressed in Resolution No. 1 of the Supervisory Board of May 22, 2023, the Company's Ordinary Shareholders' Meeting hereby approves the Company's Capital Group consolidated annual report for 2022, including, in particular:

  1. the consolidated financial statements of the Company's Capital Group for 2022, consisting of: (i) general information, (ii) the consolidated statement of financial position as at December 31, 2022, showing a balance sheet total of PLN 8,669,822,691 (eight billion six hundred sixty nine million eight hundred twenty two thousand six hundred ninety one), (iii) the consolidated profit and loss account for the period from January 1, 2022 to December 31, 2022 and the consolidated statement of comprehensive income for the period from January 1, 2022 to December 31, 2022, showing, respectively, a net profit of PLN 89,230,467 (eighty nine million two hundred thirty thousand four hundred sixty seven) and a profit in total income of PLN 75,547,641 (seventy five million five hundred forty seven thousand six hundred forty one), (iv) the consolidated statement of changes in equity in the period from January 1, 2022 to December 31, 2022, representing the balance as at December 31, 2022 of PLN 798 902 858 (seven hundred ninety eight million nine hundred two thousand eight hundred fifty eight) as at December 31, 2022, (v) the consolidated cash flow statement for the period from January 1, 2022 to December 31, 2022, showing an increase in cash for the amount of PLN 57,202,698 (fifty seven million two hundred two thousand six hundred ninety eight) and (vi) additional information and explanatory notes; and
  2. the Report of the Management Board on business operations of Eurocash Group and Eurocash S.A. in 2022, including in particular a statement on the compliance with the corporate governance rules.

3

RESULTS OF VOTES:

For:

87 972 239

Against:

9 470

Abstained:

485 165

No invalid votes were cast.

Number of shares present: 88 466 874

The total number of shares for which votes were cast: 88 466 874 which constitutes 63.57% of the total number of shares issued as at the date of the Ordinary Shareholders Meeting.

Resolution No. 5

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning distribution of profit for 2022

§1

Pursuant to Article 395 § 2 point 2 of the Commercial Companies Code and provisions of

  • 16 Section 1 point 6 of the Statute of Eurocash S.A. (the "Company") and based on recommendation expressed in Resolution No. 1 of the Supervisory Board of May 22, 2023, the Ordinary Shareholders' Meeting of Eurocash S.A. hereby resolves that the net profit for 2022 amounting to PLN 171,228,360 (one hundred seventy one million two hundred twenty eight thousand three hundred sixty zloty) shall be distributed as follows:
    1. to allocate the Company's net profit for fiscal year 2022 in the amount of PLN 50,000,000 (fifty million zlotys) for the payment of dividends, i.e. to allocate PLN 0.36 (thirty-six groszy) per share;
    2. to allocate the remaining net profit of the Company for the 2022 fiscal year in the amount of PLN 121,228,360 (one hundred and twenty one million two hundred twenty eight thousand three hundred sixty zlotys) to the reserve capital.

§2

The dividend date shall be 26 July 2023.

§3

The dividend payment date shall be 29 July 2023.

RESULTS OF VOTES:

For:88 466 874

Against: 0

Abstained: 0

No invalid votes were cast.

Number of shares present: 88 466 874

The total number of shares for which votes were cast: 88 466 874 which constitutes 63.57% of the total number of shares issued as at the date of the Ordinary Shareholders Meeting.

Resolution No. 6

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning acknowledgement of the fulfillment of the President of Management Board's

duties performed by Mr. Paweł Surówka in 2022

4

Pursuant to Article 395 § 2 point 3 in conjunction with Article 393 point 1 of the Commercial Companies Code and provisions of § 16 Section 1 point 1 of the Statue of Eurocash S.A. and based on recommendation expressed in Resolution No. 1 of the Supervisory Board of May 22, 2023, the Ordinary Shareholders' Meeting of Eurocash S.A. hereby acknowledges Mr. Paweł Surówka's fulfillment of his President of Management Board's duties performed in 2022.

RESULTS OF VOTES:

For:

87 956 314

Against:

0

Abstained:

510 560

No invalid votes were cast.

Number of shares present: 88 466 874

The total number of shares for which votes were cast: 88 466 874 which constitutes 63.57% of the total number of shares issued as at the date of the Ordinary Shareholders Meeting.

Resolution No. 7

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning acknowledgement of the fulfillment of the Management Board member's duties

performed by Ms. Katarzyna Kopaczewska in 2022

Pursuant to Article 395 § 2 point 3 in conjunction with Article 393 point 1 of the Commercial Companies Code and provisions of § 16 Section 1 point 1 of the Statue of Eurocash S.A. and based on recommendation expressed in Resolution No. 1 of the Supervisory Board of May 22, 2023, the Ordinary Shareholders' Meeting hereby acknowledges Ms. Katarzyna Kopaczewska's fulfillment of her Management Board member's duties performed in 2022.

RESULTS OF VOTES:

For:

87 956 314

Against:

0

Abstained:

510 560

No invalid votes were cast.

Number of shares present: 88 466 874

The total number of shares for which votes were cast: 88 466 874 which constitutes 63.57% of the total number of shares issued as at the date of the Ordinary Shareholders Meeting.

Resolution No. 8

of the Ordinary Shareholders' Meeting

of Eurocash S.A.

of 19 June 2023

concerning acknowledgement of the fulfillment of the Management Board member's duties

performed by Mr. Arnaldo Guerreiro in 2022

Pursuant to Article 395 § 2 point 3 in conjunction with Article 393 point 1 of the Commercial Companies Code and provisions of § 16 Section 1 point 1 of the Statue of Eurocash S.A. and based on recommendation expressed in Resolution No. 1 of the Supervisory Board of May 22, 2023, the Ordinary Shareholders' Meeting hereby acknowledges Mr. Arnaldo Guerreiro's fulfillment of his Management Board member's duties performed in 2022.

RESULTS OF VOTES:

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Eurocash SA published this content on 19 June 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 June 2023 11:08:05 UTC.