Ordinary General Meeting 25.06.2024

Date, time, venue, and agenda of the General Meeting

The Management Board of ORLEN S.A., acting pursuant to Art. 399.1 in connection with Art. 395.1 and 395.2 and 395.5 of the Commercial Companies Code and Art. 7.3 of the Company's Articles of Association, hereby gives notice that the Ordinary General Meeting of ORLEN Spółka Akcyjna (the ‘General Meeting’ or the ‘Meeting’) will be held on 25 June 2024 at 11.00 am in Płock, at the registered office of the Company, in the building of the Administration Centre, room no. 1, ul. Chemików 7, 09-411 Płock, Poland, with the following agenda:

1.   Opening of the General Meeting.

2.   Appointment of the Chair of the Meeting.

3.   Confirmation that the General Meeting has been properly convened and has the capacity to pass resolutions.

4.   Adoption of the agenda.

5.   Appointment of the Ballot Committee.

6.   Consideration of the Management Board’s report on the operations of the ORLEN Group and ORLEN S.A. in 2023.

7.   Consideration of the financial statements of ORLEN S.A. for the year ended 31 December 2023, as well as the Management Board's recommendation regarding the allocation of net profit for the financial year 2023.

8.   Consideration of the consolidated financial statements of the ORLEN Group for the year ended 31 December 2023.

9.   Consideration of the Supervisory Board’s report on its activities for the financial year 2023.

10.Presentation of the report on entertainment expenses, legal expenses, marketing expenses, public relations and social communication expenses, and management consultancy fees in 2023.

11.Consideration of and voting on a resolution to approve the Management Board’ report on the operations of the ORLEN Group and ORLEN S.A. in 2023.

12.Consideration of and voting on a resolution to approve the financial statements of ORLEN S.A. for the year ended 31 December 2023.

13.Consideration of and voting on a resolution to approve the consolidated financial statements of the ORLEN Group for the year ended 31 December 2023.

14.Consideration of and voting on a resolution to allocate the net profit for the financial year 2023 and to determine the dividend record date and the dividend payment date.

15.Consideration of and voting on a resolution to approve the Supervisory Board’s report on its activities for the financial year 2023.

16.Consideration of and voting on resolutions on discharge of members of the Management Board of the Company and members of the Management Board of LOTOS SPV5 Sp. z o.o., which was acquired by the Company in 2023, of liability for their activities in 2023.

17.Consideration of and voting on resolutions on discharge of members of the Supervisory Board of the Company of liability for their activities in 2023.

18.Consideration of and voting on a resolution to endorse the Supervisory Board’s report on remuneration of members of the Management Board and the Supervisory Board for 2023.

19.Consideration of and voting on a resolution to adopt the Remuneration Policy for members of the ORLEN S.A. Management Board and Supervisory Board.

20.Voting on a resolution to determine the number of Supervisory Board members.

21.Changes in the composition of the Company's Supervisory Board.

22.Determination of the amounts of remuneration for members of the Supervisory Board of the Company.

23.   Closing of the General Meeting.