No. 68/2018  |  06-06-2018

Changes to the agenda of the PKN ORLEN Ordinary General Meeting to be held on 26 June 2018


PKN ORLEN S.A. (“Company”) informs that there have been entered new points to the agenda of the Ordinary General Meeting, convened for 26 June 2018:

1. The adoption of resolutions regarding changes in the composition of the Company’s Supervisory Board.
2. The adoption of resolution regarding change to the resolution no 4 of the Extraordinary General Meeting dated 24 January 2017 regarding rules of determining of the PKN ORLEN Management Board remuneration.

Pursuant to  Article 401 par. 2 of the Code of Commercial Companies, PKN ORLEN announces a new agenda of the Ordinary General Meeting, changed on the requests of the Shareholders:
1. Opening of the General Meeting.
2. Appointment of the Chairperson of the Meeting.
3. Confirmation that the General Meeting has been properly convened and has the legal capacity to adopt resolutions.
4. Adoption of the agenda.
5. Appointment of the Ballot Committee.
6. Consideration of the Directors’ Report on the activities of the ORLEN Group and PKN ORLEN S.A. in 2017. 
7. Consideration of the financial statements of PKN ORLEN S.A. for the year ended December 31st 2017, as well as the Management Board's recommendation regarding the distribution of net profit for the financial year 2017.
8. Consideration of the consolidated financial statements of the ORLEN Group for the year ended December 31st 2017.
9. Consideration of the report of the Supervisory Board of PKN ORLEN S.A. for the financial year 2017.
10. Presentation of the Report on representation expenses, legal fees, marketing costs, public relations and social communication expenses, and management consultancy fees for the year ended December 31st 2017.
11. Voting on a resolution to receive the Directors’ Report on the activities of the ORLEN Group and PKN ORLEN S.A. in 2017.
12. Voting on a resolution to receive the financial statements of PKN ORLEN S.A. for the year ended December 31st 2017.
13. Voting on a resolution to receive the consolidated financial statements of the ORLEN Group for the year ended December 31st 2017.
14. Voting on a resolution to distribute the net profit for the financial year 2017 and to determine the dividend record date and the dividend payment date.
15. Voting on resolutions to grant discharge to members of the Management Board of PKN ORLEN S.A. for performance of their duties in 2017.
16. Voting on resolutions to grant discharge to members of the Supervisory Board of PKN ORLEN S.A. for performance of their duties in 2017.
17. Consideration of and voting on resolutions to amend the Company’s Articles of Association and to approve the consolidated text of the Articles of Association.
18. The adoption of resolutions regarding changes in the composition of the Company’s Supervisory Board.
19. The adoption of resolution regarding change to the resolution no 4 of the Extraordinary General Meeting dated 24 January 2017 regarding rules of determining of the PKN ORLEN Management Board remuneration.
20. Closing of the General Meeting.

The abovementioned change has been made on the basis of the motions submitted pursuant to Article 401 par. 1 of the Code of Commercial Companies delivered by the Shareholders:
- the motion of Aviva Otwarty Fundusz Emerytalny Aviva BZ WBK as of 4 June 2018, with justification to make the possibility of realisation of the right to establish the composition of the Supervisory Board during forthcoming General Meeting.
- the motion of the State Treasury as of 5 June 2018, with justification to change the wording of par 7 item 1 of the resolution no 4 of the Extraordinary General Meeting dated 24 January 2017 regarding rules of determining of the PKN ORLEN Management Board remuneration so as to adjust it to the Act as of 9 June 2016 on the rules of determining remunerations for persons managing certain companies (Journal of Law of 2017, item 2190).

The draft resolutions submitted by the Shareholders as well as changed by the Management Board draft resolution with agenda of the Ordinary General Meeting are attached hereto regulatory announcement.

All information regarding the Ordinary General Meeting is available at the Company’s website www.orlen.pl, tab: Investor relations/General Meetings.

See also: regulatory announcement no 60/2018 dated 29 May 2018, regulatory announcement no 65/2018 dated 5 June 2018 and regulatory announcement no 66/2018 dated 6 June 2018.