Current report (9/2024),
Orange Polska S.A. – Warsaw, Poland
12 April 2024
Pursuant to art. 19, clause 1, item 4 of the Decree of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state, the Management Board of Orange Polska S.A. (“Orange Polska”, “the Company”) hereby submits the content of the amendment to the draft of the resolution to be adopted on the Ordinary Annual General Meeting to be held on 19 April 2024.
With reference to the current report 6/2024 announcing drafts of resolutions to be discussed during the Annual General Meeting Orange Polska S.A. on 19 April 2024, hereby Orange Polska S.A. informs about the change in draft resolution on the adoption of the amended Remuneration Policy for Members of the Management Board and Supervisory Board of Orange Polska S.A. which was proposed by a shareholder Orange S.A. Simultaneously on 12 April 2024 Supervisory Board of Orange Polska S.A. adopted that change by way of a resolution.
The change refers exclusively to the last sentence in the point II.17 of the Remuneration Policy for Members of the Management Board and Supervisory Board of Orange Polska S.A.
Version of the point II.17 before the change:
In addition, a Member of the Management Board, apart from the variable remuneration component, may be granted the right to additional bonuses if the Company achieves a specific financial objective (with a result above the budget plan for the year). The additional bonus is paid only if the set goal is achieved at 100%. If the achievement is less than 100%, the additional bonus is not paid. The decision to establish an additional bonus, and the conditions for obtaining it is made by the Supervisory Board at the request of the Remuneration Committee of the Supervisory Board. The additional bonus for the CEO can be a maximum of 40%, and for another Members of Management Board can be a maximum of 10% of annual base remuneration.
Version of the point II.17 after the change:
In addition, a Member of the Management Board, apart from the variable remuneration component, may be granted the right to additional bonuses if the Company achieves a specific financial objective (with a result above the budget plan for the year). The additional bonus is paid only if the set goal is achieved at 100%. If the achievement is less than 100%, the additional bonus is not paid. The decision to establish an additional bonus, and the conditions for obtaining it is made by the Supervisory Board at the request of the Remuneration Committee of the Supervisory Board. The additional bonus for the CEO can be a maximum of 40%, and for another Members of Management Board can be a maximum of 25% of annual base remuneration.
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