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Appointment of the Management Board members of the 9th term

  • No. of the report: 110/2013
  • Report date: 23.12.2013
  • Report legal ground: Art. 56 section 1 p. 2 of Act on Public Offering – current and periodic information

Contents of the report

The Management Board of PGE Polska Grupa Energetyczna S.A. (“PGE”, “Company”) discloses that on December 23, 2013 the Supervisory Board of the Company adopted resolutions on:

- appointment of Mr. Marek Woszczyk to the Management Board of the ninth term as from December 23, 2013 and entrusting him the position of the President of the Management Board;

- appointment of Mr. Jacek Drozd to the Management Board of the ninth term as from December 23, 2013 and entrusting him the position of the Vice-President for Corporate Affairs;

- appointment of Mr. Grzegorz Krystek to the Management Board of the ninth term as from December 23, 2013 and entrusting him the position of the Vice-President of the Management Board for Operations and Trading;

- appointment of Mr. Dariusz Marzec to the Management Board of the ninth term as from December 24, 2013 and entrusting him the position of the Vice-President of the Management Board for Development.

During the competitive recruitment proceeding the Supervisory Board has not chosen

a Vice-President for Finance.

The Management Board of the Company will allot particular competences on its next meeting.

Mr. Marek Woszczyk graduated from Kozminski University in Warsaw (Executive MBA), Poland’s National School of Public Administration and Gdynia Maritime University (MSc, Navigation Faculty). Since April 1998 has worked in the Energy Regulatory Office (“ERO”), from 2011 as a President, earlier in years 2007-2011 as a Vice-President supervising the work of the Tariff Department, Department for Promotion of Competition and the Regional Branch Offices of the ERO, in years 1998-2007 held a position of Deputy Director in the ERO Central Branch. Mr. Marek Woszczyk was the ERO President’s plenipotentiary in European Regulators’ Group for Electricity and Gas (ERGEG) and Energy Regulators Regional Association (ERRA) - from 2005 he was a member of Licensing Committee and from 2006 a member of ERRA General Assembly. In years 2011-2013 he was a member of the ERRA Presidium. Mr. Marek Woszczyk represented ERO in Council of European Energy Regulators (CEER), as from February 1, 2011, he was elected Vice-President of the CEER Board of Directors. Mr. Marek Woszczyk was a member of ACER Board of Regulators and took part in the proceedings of Panel on Polish Nuclear Energy - advisory body to the Prime Minister. He is an author of various publications on Energy Law.

Mr. Marek Woszczyk has stated that his activities outside PGE are not competitive in relation to activities of the Company and that he is not participating in a competitive company as a partner in a partnership, in a civil partnership or as a member of body of a capital association, and he is not participating in other competitive legal person as a member of its body.

Mr. Marek Woszczyk has also stated that he is not registered in Register of Insolvent Debtors, being kept on the ground of Act on National Court Register dated August 20, 1997 (Dziennik Ustaw of 2007 No. 168, item 1186 as amended).

Mr. Jacek Drozd graduated from Maria Curie-Skłodowska University in Lublin (Economics) and postgraduate studies at Wroclaw University of Economics (Accounting). Licensed Stockbroker (licence no. 23). As of 2010 he was a Vice-President of the Management Board at Interbud Lublin S.A. For many years he held higher management positions in joint stock companies and financial institutions, among others: Vicepresident of the Management Board - OPF S.A., Branch Director in Bank Gospodarstwa Krajowego in Lublin Branch, Financial Director in Zakłady Azotowe w Puławach S.A., President of the Management Board in Wschodni Bank Cukrownictwa, Regional Office Director in Centralny Dom Maklerski Pekao S.A. Member of the supervisory boards: Lubelskie Przedsiębiorstwo Energetyki Cieplnej (Chairman), Renoma Sp. z o.o., and in past: PGE Dystrybucja S.A., Mewa S.A., Bałtycka baza masowa Sp. z o.o., Navitrans Sp. z o.o., Montex S.A., Bank Depozytowo-Kredytowy Ltd (Łuck/Ukraine), Centralna Tabela Ofert S.A. Mr. Jacek Drozd has performed duties of the member of the Supervisory Board of PGE since June 27, 2013 and since November 21, 2013 had been delegated by the Supervisory Board to temporarily perform the duties of the Member of the Management Board - Vice-President for Financial Affairs.

Mr. Jacek Drozd has stated that his activities outside PGE are not competitive in relation to activities of the Company and that he is not participating in a competitive company as a partner in a partnership, in a civil partnership or as a member of body of a capital association, and he is not participating in other competitive legal person as a member of its body.

Mr. Jacek Drozd has also stated that he is not registered in Register of Insolvent Debtors, being kept on the ground of Act on National Court Register dated August 20, 1997 (Dziennik Ustaw of 2007 No. 168, item 1186 as amended).

Grzegorz Krystek graduated from the Warsaw University of Technology, Faculty of Electrical Engineering as well as from leading European Universities: London Business School, HEC in Paris, Norwegian School of Economics and Business Administration in Bergen (MBA). Participated in privatization and restructuring projects in the energy sector in Poland and abroad. Cooperated with New York State Electric & Gas Corporation, Westinghouse, Apache Corporation and market regulators in the USA. At Arthur Andersen led projects in energy sector. Advised to a number of foreign investors. Advised to the Ministry of State Treasury in privatization processes in the sector. As a Head of Strategy and Energy Department at Elektrim S.A. responsible for financing arrangements and construction of Pątnów II power plant as well as restructuring of the Elektrim Group and energy assets portfolio management. Co-author of the National Emission Reduction Plan in 2003-2004. At Vertis Environmental Finance introduced and developed secondary market for emission allowances in Europe. Expert in the Council of European Energy Regulators (CEER). Consultant to a number of entities from the energy sector in the fields of electricity trading model, restructuring, strategy and common practices in operational management. As of 2004 Vice-President at Hasbrouck Sp. z o.o. Member of the supervisory boards at: ZE PAK S.A., Elektrim Megadex S.A., Elektrim – Volt S.A., EM Yachts Sp. z o.o. Mr. Grzegorz Krystek has performed duties of the member of the Supervisory Board of PGE since March 30, 2010 and since November 18, 2013 had been delegated by the Supervisory Board to temporarily perform the duties of the Member of the Management Board - Vice-President for Strategy and Development.

Mr. Grzegorz Krystek has stated that his activities outside PGE are not competitive in relation to activities of the Company and that he is not participating in a competitive company as a partner in a partnership, in a civil partnership or as a member of body of a capital association, and he is not participating in other competitive legal person as a member of its body.

Mr. Grzegorz Krystek has also stated that he is not registered in Register of Insolvent Debtors, being kept on the ground of Act on National Court Register dated August 20, 1997 (Dziennik Ustaw of 2007 No. 168, item 1186 as amended).

Mr. Dariusz Marzec graduated from Warsaw University (MA in Organisation and Management). Since 2009 has worked in KPMG Advisory Sp. z o.o. as a Director responsible for M&A Energy in Middle and Eastern Europe and KPMG financial and strategy services for energy companies in Poland. He completed and supervised series of transactions and projects in the electroenergy field. Earlier, in years 2005-2007, he was a Vice-President for Investments in Unipetrol a.s. responsible for preparation and implementation of investment strategy and organizational restructuring and supervision of M&A projects in the group. In years 2004-2005 Mr. Dariusz Marzec was a Under-secretary of State in the Ministry of Treasury. In years 1995-2004 he held managerial positions in international advisory companies Pricewaterhouse Coopers (2001-2004 and 1995-2000) and Arthur Andersen Poland (2000-2001).

Mr. Dariusz Marzec has stated that his activities outside PGE are not competitive in relation to activities of the Company and that he is not participating in a competitive company as a partner in a partnership, in a civil partnership or as a member of body of a capital association, and he is not participating in other competitive legal person as a member of its body.

Mr. Dariusz Marzec has also stated that he is not registered in Register of Insolvent Debtors, being kept on the ground of Act on National Court Register dated August 20, 1997 (Dziennik Ustaw of 2007 No. 168, item 1186 as amended).

Legal ground: § 5 section 1 p. 22 and § 28 of the Regulation of the Polish Minister of Finance of February 19, 2009 on current and periodic information published by issuers of securities and on conditions under which such information may be recognized as being equivalent to information required by the regulations of law of a state which is not a member state. (Dziennik Ustaw of 2009 No. 33, item 259 as amended).
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