1. The Ordinary General Meeting shall be convened by the Management Board. The Ordinary General Meeting shall be convened by the Management Board after the end of each financial year for the date not falling after 30 June. The Management Board convenes the Extraordinary General Meeting if deems it advisable. The Management Board’s resolution shall be the basis for convening the General Meeting.
2. The Supervisory Board may convene the General Meeting, if the Management Board fails to convene it within the time specified in point 1 above and may convene the General Meeting if deems it advisable. The Supervisory Board’s resolution shall be the basis for convening the General Meeting.
3. The shareholders representing at least a half of the share capital or holding at least a half of the total number of votes may convene the General Meeting. The shareholders shall appoint the Chairman of this Meeting.

1. Shareholders may participate in the Meeting personally and by representatives, subject to para. 2-4.
2. The power of proxy to stand for the shareholder during the Meeting should be made in writing, otherwise null and void.
3. The representatives of the shareholders being legal entities shall provide current excerpt from the court register, stating persons authorised to represent these entities, and the proxy appointed for representation in the Meeting of a legal person - should also present the power of proxy referred to in para 2.
4. The proxies of the shareholders authorised to participated in the Meeting cannot be members of the Management Board or the Company's employees.
5. The participants of the Meeting sign the attendance list indicating their identity by ID or passport.

1. A shareholder or shareholders representing at least one-twentieth of share capital may request inclusion of certain matters on the agenda of the General Meeting. The request shall be submitted to the Management Board at least twenty one days before planned date of the General Meeting. The request shall include the justification or a draft resolution regarding the proposed item of agenda. The request may be submitted electronically or in written.
2. The Management Board, immediately but not later than eighteen days prior to the date of the General Meeting publishes the amendments to the agenda made at the request of shareholders. The amendments to the agenda shall be disclosed in the manner indicated in Par. 4 of the Rules hereof.

1. A shareholder or shareholders representing at least one-twentieth of share capital may submit to the Company before the date of the General Meeting (in written or electronically) draft resolutions on matters placed on the agenda of the General Meeting or on matters that are to be placed on the agenda. The Management Board shall immediately publish the draft resolutions on the website.
2. Each of shareholders may propose draft resolutions on matters included in the agenda during the General Meeting.

1. The Company’s Management Board prepares the list of shareholders entitled to participate in the General Meeting on the basis of stock ledger containing the list of holders of registered shares as at the Registration Day as well as on the basis of the list of shareholders as referred to in Par. 9 of the Rules hereof that is on the basis of the list of holders entitled to participate in the General Meeting submitted to the Company by the National Depository for Securities in accordance with Art. 406(3) § 8 of the Commercial Companies Code.
2. In case of discrepancies between the registered statement granting the right to participate in the General Meeting and the list of holders of the Company’s dematerialized bearer shares entitled to participated in the General Meeting, the content of the list submitted to the Company by the National Depositary for Securities shall decide.

1. The members of the Management Board and the Supervisory Board shall have the right to participate in the General Meeting.
2. The Management Board’s and the Supervisory Board’s members who had been performing their duties in the last financial year and whose mandates expired before the date of the Ordinary General Meeting regarding the last financial year shall have the right to participate in the Ordinary General Meeting upon prior written request submitted to the Company’s Management Board at least one week before the date of the General Meeting.
3. Persons not being the Company’s Shareholders but invited by the Management Board or the Supervisory Board, the Company’s employees not being the Shareholders or other persons providing technical services during the General Meeting may participate in the General Meeting.
4. Persons indicated in points 1-3 above, providing that they are not shareholders entitled to participate in the General Meeting, shall participate in the General Meeting without the voting right.

1. A shareholder may participate in the General Meeting and exercise the voting rights in person or by a proxy. A shareholder who is not a natural person may participate in the General Meeting and exercise the voting rights by a proxy or by persons authorized to represent the shareholder.
2. The power of attorney to attend the General Meeting and exercise voting rights must be granted in a written or electronically.

1. The power of attorney granted in an electronic form shall not require a safe electronic signature verified with the use of valid qualified certificate. The fact of awarding the power of attorney in the electronic form should be notified to the Company by means of electronic communication in the form of information sent to email address indicated in the notice of the General Meeting. The aforementioned notification shall include the personal data of a shareholder granting the power of attorney and the personal data of a proxy. The notification shall also determine the extent of granted power of attorney, that is shall include at least the shareholder’s and proxy’s full name and address, PESEL (national identification number) number, series and number of shareholders’ and proxy’s identity cards, and in case of shareholders or proxies who are not natural persons – business name, registered office and address, number of an entry in the relevant register – respectively for shareholder and proxy and indication of number and type of shares with regard to which – the power of attorney has been granted.
2. A notification on granting the power of attorney in the electronic form shall be accompanied by PDF document of mentioned power of attorney as well as scans of identity card or passport pages enabling the identification of a shareholder and a proxy; and in case a shareholder is not a natural person - a copy of an excerpt from the relevant register as a confirmation of shareholder’s legal status and authorization of persons granting the power of attorney on his behalf. In case the appointed proxy is not a natural person, the notification shall be additionally accompanied by the scan of an excerpt from the relevant register confirming proxy’s legal status.

The principles regarding the manner of granting the power of attorney as described in Par. 12 and Par. 13 of the Rules hereof shall also be applicable for the purposes of the power of attorney cancellation.

1. Proxy shall exercise all rights of a Shareholder at the General Meeting, unless otherwise provided for in the power of attorney. Proxy may grant further power of attorney if such provision is included in the content of the power of attorney.
2. Proxy may represent more than one shareholder and vote differently with regard to each shareholder’s shares. A holder of shares that are recorded on more than one securities account may appoint individual representatives to exercise the rights attached to shares recorded on each securities account separately.

1. Members of the Management Board of the Company and the Company’s employees can act as proxies at the Annual General Meeting with their prior consent.
2. If the power of attorney is granted to the Member of the Management Board of the Company, a Member of the Supervisory Board, an employee or a member of the authority or an employee of a subsidiary of the Company, the power of attorney may authorize the proxy to represent the shareholder at one General Meeting only. The proxy is obliged to disclose to the shareholder circumstances indicating the existence or possibility of conflict of interest. The possibility of granting further power of attorney shall be excluded. The aforementioned proxy shall vote in accordance with instructions given by the shareholder.

1. The participants of the General Meeting shall sign the attendance list after proving their identity with the identity card or passport.
2. While signing the attendance list a Shareholder being the legal person or organizational entity with legal capacity shall present the original or an excerpt from the relevant register confirming the legal status of a Shareholder and indicating the persons authorized to represent the Shareholder. The persons operating on the basis of an entry in the register as mentioned Shareholder’s representatives shall prove their identity with the identity card or passport.
3. While signing the attendance list, a proxy is obliged to submit the document of the power of attorney in a written form and prove his identity with the identity card or passport. If the power of attorney has been granted by a Shareholder not being the natural person (legal person or partnership), a proxy shall be obliged to submit an excerpt from the relevant register of a Shareholder who had granted the power of attorney as a confirmation of Shareholder’s legal status and authorisation of persons signing the power of attorney to grant this power of attorney. If the power of attorney has been granted electronically, a proxy shall submit the printout of the power of attorney as PDF document.
4. In case the appointed proxy has granted further power of attorney, the further proxy shall present the document of initial power of attorney issued by the Shareholder. The right to grant further power of attorney as well as this further power of attorney shall arise from mentioned initial power of attorney. Confirmation of identity, legal status of a Shareholder granting the power of attorney, authorisation of persons signing the power of attorney, identity and legal status of each of subsequent proxies as well as determination of the scope of each of subsequent powers of attorney shall be made in line with requirements specified in points 1-3 above.
5. The powers of attorney to attend the General Meeting and exercise the voting rights granted by the Shareholders, further powers of attorney granted by originally authorised persons, excerpts from relevant registers indicating the persons authorised to represent the Shareholders not being natural persons (legal persons partnerships) at the General Meeting – shall be included by the Management Board in the corporate minute book in accordance with Art. 421.3 of the Commercial Companies Code.

1. Properly convened General Meeting shall be valid regardless of number of represented shares.
2. The correctness of convening the General Meeting and its capacity to adopt resolutions shall be confirmed by the Chairman of the General Meeting on the basis of notice of the General Meeting and the attendance list which includes names of shareholders participating in the General Meeting.

1. Each share shall entitle to one vote with the exception of vote-preferred shares.
2. AA-series preferred founders’ share shall entitle to five votes.
3. A Shareholder may vote differently with regard to each share held. A holder of preferred shares may vote differently with regard to each preferred share held (votes attached to a given preferred share shall be casted uniformly).

1. The General Meeting shall be opened by the Chairman of the Supervisory Board and in case of his absence – by the Vice-Chairman of the Supervisory Board or in case of absence of both the Chairman and the Vice-Chairman of the Supervisory Board – by the President of the Management Board or by person designated by the Management Board. The person opening the General Meeting shall supervise the course of meeting until the Chairman of the General Meeting is appointed from among the persons entitled to participate in the General Meeting.
2. If necessary, the Chairman of the General Meeting may co-opt 1-3 persons in order to support supervision and facilitate the course of meeting which shall not release the Chairman from the obligation to directly supervise the meeting.

1. The Chairman of the General Meeting conducts the meeting in accordance with the agenda and the Rules of the General Meeting, accepts the proposals and applications, opens and closes the discussion, orders the voting over draft resolutions and announces the results of certain votings.
2. The Chairman of the General Meeting shall ensure the efficient discussions over the matters placed on the agenda as well as shall be responsible for uninterrupted actions of the General Meeting. The Chairman may order the persons who are not entitled to participate in the General Meeting or who disrupt the meeting to leave the conference room.
3. The maximum time for each discussion participant’s speech shall be 5 minutes, unless the General Meeting decides on shortening this time. The Chairman of the General Meeting shall reprimand the discussion participant if he strays from the subject or exceeds the determined time of speech. The Chairman of the General Meeting has the right to deprive the discussion participant who fails to comply with orders of his right to a voice.
4. The Chairman gives the floor to the participants of the General Meeting on a first-come-first-service basis. The Chairman gives the floor out of turn (and without time limit as regard the duration of speech) to the Members of the Management and Supervisory Board.
5. After closing the discussion, the Chairman of the General Meeting may give the floor to the person representing the matter in order to clarify issues raised on the discussion and then orders the voting. After ordering the voting it is only possible to take the floor on matters regarding order motions.

1. In matters regarding order motions, the Chairman shall give the floor out of turn. Voting on such motions shall take precedence over other matters.
2. The following matters regarding the manner of conducting the meeting shall be recognized as order motions:
   - changes of order of matters included in the agenda,
   - votings without discussions,
   - break in the discussion or closing the discussion,
   - limiting speaking time,
   - voting on a motion or a part of motion,
   - appointment of the General Meeting’s committee,
   - ordering the break in the Meeting as referred to in Art. 408.2 of the Commercial Companies Code; the short breaks during the same day of the Meeting arising from technical or organizational reasons shall not be recognized as the break in the Meeting within the meaning of aforementioned provision of the Commercial Companies Code.
3. The order motions shall be voted having heard the requesting party and possibly the opponent of such motion.
4. The order motion rejected in the voting shall not be resubmitted during the discussion over the same matter.

1. In order to facilitate the activities associated with the course of the Meeting, the General Meeting may appoint the credentials committee, scrutiny committee, credentials and scrutiny committee or other committees.
2. The committees shall be composed of 3-9 persons appointed from among the participants of the General Meeting. Each committee shall prepare the protocol regarding its activities. Such protocol shall be signed by all members of the committee and then submitted to the Chairman of the General Meeting.
3. In case the credentials committee is appointed, the following shall be among its responsibilities: checking the attendance list of shareholders, verifying the validity of powers of attorney, checking if the General Meeting has been convened in compliance with the Company’s Articles of Association and provisions of the Commercial Companies Code as well as verifying the General Meeting’s ability to adopt the resolutions. If the General Meeting has not appointed the credentials committee, mentioned activities shall be the responsibility of the Chairman of the General Meeting who may be assisted by the personnel servicing the General Meeting.
4. In case the scrutiny committee is appointed, the following shall be among its responsibilities: supervision over the proper counting of votes casted during the voting on draft resolutions, other supporting activities ordered by the General Meeting.
5. In case the credentials and scrutiny committee is appointed, the activities listed in points 3 and 4 of the paragraph hereof shall be among its responsibilities.

1. The General Meeting is able to adopt the resolutions on all matters being within its competences (as specified in the Commercial Companies Code and the Company’s Articles of Association) in accordance with determined agenda, subject to the exceptions provided for in point 2.
2. The requests to convene the Extraordinary General Meeting as well as order motions may be adopted even if they were not included in the agenda.

1. The voting during the General Meeting shall be the open voting subject to the exceptions provided for in point 5 below.
2. The cards used in devices for electronic vote counting shall be used for casting and counting the votes in the course of the General Meeting. The devices for electronic counting of votes are installed and serviced by the firm engaged in this scope in servicing the General Meeting.
3. In case of any technical problems as regards the operations of the system for electronic counting of votes, in order to facilitate the voting – the Chairman may order other manner of votes casting than this described in point 2.
4. Votes ‘for’, votes ‘against’ the resolution and ‘abstentions’ shall be counted in the course of the voting.
5. The Chairman shall order the secret ballot in cases provided for in the Commercial Companies Code, particularly in case of matters regarding the appointment, dismissal or holding the members of the Company’s bodies liable.

1. The Articles of Association of the Company as well as Rules of the General Meeting do not foresee the possibility to exercise the voting rights by correspondence (within the meaning of Art. 4111 and Art. 4112 of the Commercial Companies Code) or with the use of electronic communication tools (within the meaning of Art. . The process of exercising the voting rights shall require the presence of a shareholder or his proxy and casting the vote at the General Meeting, during the voting on a given item placed on the agenda. The votes are exercised with the use of cards used in devices for electronic vote counting.
2. The vote may by casted only by the Shareholder or by Proxy present at the General Meeting after the Chairman have ordered the voting on the motion or draft resolution. The vote shall be casted using the cards used in devices for electronic counting of votes.
3. The forms for exercising the votes, particularly the forms for exercising the votes by proxies shall not be applied in the course of voting at the General Meeting.

1. An absolute majority of votes casted for the adoption of the resolution shall be required, subject to point 2. More than a half of votes casted shall be recognized as an absolute majority of votes within the meaning of Par. 25.4 of the Regulation.
2. In cases provided for in the Commercial Companies Code or the Company’s Articles of Association the resolutions shall be adopted with qualified majority of votes (taking into consideration the total number of votes casted).

1. A Shareholder may not - in person or through proxies – vote on adoption of the resolutions regarding his responsibilities towards the Company, including acknowledgment of the fulfilment of duties, exemption from responsibilities towards the Company and dispute between him and the Company.
2. On aforementioned matters, a Shareholder may vote as a proxy subject to conditions and limitations of granted in such case power of attorney in accordance with Par. 16.2 of the Rules hereof.

1. Minutes of the resolutions of the General Meeting shall be kept by the notary under pain of nullity.
2. The minutes shall state the correctness of convening the General Meeting, its ability to adopt resolutions as well as shall indicate the adopted resolutions. In the minutes – as per each resolution – it is required to indicate the number of shares with regard to which the attached votes have been casted, the percentage share of mentioned shares in the Company’s share capital, total number of valid votes, number of votes ‘for, ‘against’, ‘abstentions’ and raised objections.
3. The attendance list with signatures of participants of the General Meeting shall be enclosed to the minutes.
4. The results of the voting (to the extent as provided for in point 2) shall be published by the Company on the website within one week after the date of the General Meeting.