Powszechny Zaklad Ubezpiecze? Spólka Akcyjna : Content of resolutions adopted by the Ordinary General Meeting of PZU SA

	RESOLUTION NO. 1/2023
	ADOPTED BY THE ORDINARY SHAREHOLDER MEETING
	OF POWSZECHNY ZAKŁAD UBEZPIECZEŃ SPÓŁKA AKCYJNA
	on 7 June 2023
on	electing the Chairperson of the Ordinary Shareholder Meeting of PZU SA

Pursuant to Article 409 § 1 of the Commercial Company Code and § 17 Section 2 of the PZU SA Articles of Association, the Ordinary Shareholder Meeting of PZU SA hereby resolves as follows:

§ 1

The Ordinary Shareholder Meeting of PZU SA hereby resolves to elect Mr. Radosław Kwaśnicki as the Chairperson of the Ordinary Shareholder Meeting of PZU SA.

§ 2

This resolution shall come into force at the time of its adoption.

The valid votes in the number of 597,136,870 were cast from 597,136,870 shares (69.15% of the share capital), with 597,136,870 votes in favor, 0 votes against and 0 abstentions.

	RESOLUTION NO. 2/2023
	ADOPTED BY THE ORDINARY SHAREHOLDER MEETING
	OF POWSZECHNY ZAKŁAD UBEZPIECZEŃ SPÓŁKA AKCYJNA
	on 7 June 2023
on	accepting the agenda of the Ordinary Shareholder Meeting of PZU SA

The Ordinary Shareholder Meeting of PZU SA held on 7 June 2023 hereby resolves as follows:

§ 1

The following agenda of the Ordinary Shareholder Meeting of PZU SA is hereby adopted:

1. Open the Ordinary Shareholder Meeting.
2. Elect the Chairperson of the Ordinary Shareholder Meeting.
3. Assert that the Ordinary Shareholder Meeting has been convened correctly and that it is capable of adopting resolutions.
4. Adopt the agenda of the meeting.
5. Review the Financial Statements of PZU SA for the year ended 31 December 2022.
6. Review the consolidated financial statements of the PZU Group for the year ended 31 December 2022, prepared in accordance with International Financial Reporting Standards.
7. Review the Management Board Report on the activity of the PZU Group and PZU SA for the financial year ended 31 December 2022 and the Non-financial report of the PZU Group and PZU SA for 2022.
8. Review the PZU SA Supervisory Board Report for 2022.
9. Review the PZU SA Management Board Report on representation expenditures and expenditures for legal, marketing, public relations and public communication services and management consulting services for 2022.
10. Approve the Financial Statements of PZU SA for the year ended 31 December 2022.
11. Approve the consolidated financial statements of the PZU Group for the year ended 31 December 2022, prepared in accordance with International Financial Reporting Standards.
12. Approve the Management Board Report on the activity of the PZU Group and PZU SA for the financial year ended 31 December 2022 and the Non-financial report of the PZU Group and PZU SA for 2022.
13. Approve the PZU SA Supervisory Board Report for 2022.
14. Adopt a resolution on the distribution of PZU SA's net profit for the year ended 31 December 2022.
15. Adopt resolutions to discharge the PZU SA Management Board members on the performance of their duties in 2022.
16. Adopt resolutions to discharge the PZU SA Supervisory Board members on the performance of their duties in 2022.
17. Adopt resolutions on secondary assessment of suitability of the PZU SA Supervisory Board members.
18. Adopt a resolution on an amendment to the Rules for assessment of suitability of the PZU SA Supervisory Board and Audit Committee.
19. Adopt resolutions regarding the assessment of individual suitability of candidates for PZU SA Supervisory Board members of the new term of office.
20. Adopt a resolution in the matter of assessing collective suitability of the Supervisory Board.
21. Adopt resolutions to appoint members of the PZU SA Supervisory Board of the new term of office.
22. Adopt resolutions to amend the PZU SA Articles of Association.
23. Adopt a resolution to amend the Compensation Policy for the PZU SA Management Board and Supervisory Board Members.
24. Issue an opinion on the PZU SA Supervisory Board Report on Compensation of PZU SA Management Board and Supervisory Board Members in 2022.
25. Adjourn the Ordinary Shareholder Meeting.

§ 2

This resolution shall come into force at the time of its adoption.

The valid votes in the number of 597,136,870 were cast from 597,136,870 shares (69.15% of the share capital), with 597,136,870 votes in favor, 0 votes against and 0 abstentions.

	RESOLUTION NO. 3/2023
	ADOPTED BY THE ORDINARY SHAREHOLDER MEETING
	OF POWSZECHNY ZAKŁAD UBEZPIECZEŃ SPÓŁKA AKCYJNA
	on 7 June 2023
on the	PZU SA Management Board Report on representation expenditures and expenditures
	for legal, marketing, public relations and public communication services and
	management consulting services for 2022

Pursuant to § 18 item 1a of the Powszechny Zakład Ubezpieczeń Spółka Akcyjna Articles of Association, the following is hereby resolved:

§ 1

The Ordinary Shareholder Meeting reviewed the report of the PZU SA Management Board on representation expenditures and expenditures for legal, marketing, public relations and public communication services and management consulting services for 2022 is approved, with the wording set forth in the attachment to the resolution.

§ 2

This resolution shall come into force at the time of its adoption.

The valid votes in the number of 597,136,970 were cast from 597,136,970 shares (69.15% of the share capital), with 550,344,976 votes in favor, 178,720 votes against and 46,613,274 abstentions.

RESOLUTION NO. 4 /2023

ADOPTED BY THE ORDINARY SHAREHOLDER MEETING

OF POWSZECHNY ZAKŁAD UBEZPIECZEŃ SPÓŁKA AKCYJNA

on 7 June 2023

to approve the Financial Statements of Powszechny Zakład Ubezpieczeń Spółka Akcyjna for the year ended 31 December 2022 prepared in accordance with the Polish Accounting Standards

Pursuant to Article 395 § 2 Item 1 of the Commercial Company Code and § 18 Item 1 of the PZU SA Articles

of Association, the Ordinary Shareholder Meeting of PZU SA hereby resolves as follows:

§ 1

The Ordinary Shareholder Meeting of PZU SA, after a review, approves the Financial Statements of

Powszechny Zakład Ubezpieczeń Spółka Akcyjna for the year ended 31 December 2022 prepared in

accordance with the Polish Accounting Standards including:

1. balance sheet prepared as at 31 December 2022, showing total balance sheet value of PLN 45,935,032 thousand (forty-five billion nine hundred and thirty-five million thirty-two thousand Polish zloty);
2. revenue account of non-life insurance for the period from 1 January to 31 December 2022, showing a technical result to be transferred to the general profit and loss account in the amount of PLN 1,266,929 thousand (one billion two hundred sixty-six million nine hundred twenty-nine thousand Polish zloty);
3. general profit and loss account for the period from 1 January to 31 December 2022, showing a net profit of PLN 1,636,774 thousand (one billion six hundred thirty-six million seven hundred seventy- four thousand Polish zloty);
4. statement of changes in equity, showing an increase in equity during the financial year ended 31 December 2022 by the amount of PLN 47,776 thousand (forty-seven million seven hundred and seventy-six thousand Polish zloty);
5. cash flow statement, showing a decrease in cash in the course of the financial year ended 31 December 2022 by PLN 15,115 thousand (fifteen million one hundred and fifteen thousand Polish zloty);
6. notes to the Financial Statements for the year ended 31 December 2022.

§ 2

This resolution shall come into force at the time of its adoption.

The valid votes in the number of 597,136,970 were cast from 597,136,970 shares (69.15% of the share capital), with 594,025,050 votes in favor, 178,720 votes against and 2,933,200 abstentions.