Grounds for the determination of a different amount of the fixed remuneration for the Members of the Management Board of ENERGA Invest Sp. z o.o.

The Company's core business is the preparation, management and implementation of capital expenditure projects in the areas of distribution networks, power stations, renewable generation units and hydropower technology. The Company has full human resources capabilities and potential to carry out turnkey capex projects for the Energa Group and entities from the pre-project stage to the commissioning stage.

The Company intends to carry out a programme of consolidation with ORLEN Projekt S.A. Both entities have a similar scope of business, therefore it is reasonable to combine the two companies. This will significantly strengthen the business potential and expand the specialization to include areas related to investments in broadly defined power industry.

Taking into account the consolidation plans, it is important to maintain a motivated managerial team who will efficiently consolidate the two companies.

In the case of Energa Invest Sp. z o.o., there arose the grounds set out in Article 4(3) for determining a different amount of the fixed element of the remuneration of the members of the company's management board. It is permitted to determine a different amount of the fixed element of the remuneration in special circumstances concerning the Company or the market in which it operates; in this case the circumstances concern the Company because there is a risk of loss of unique competencies, in particular if applicants from the local market are recruited.