ANNOUNCEMENT ON
Convening KRAKCHEMIA S.A. Ordinary General Meeting

 I.

KRAKCHEMIA Joint Stock Company Board with a seat in Kraków, ul. Powstania Listopadowego 14, inscribed into the Commercial Register by the Kraków Śródmieście Regional Court in Kraków, XI Economic Department of the National Court Register (Sąd Rejonowy dla Krakowa – Śródmieścia w Krakowie, XI Wydział Gospodarczy Krajowego Rejestru Sądowego) under NCR number (numer KRS) 0000217348 (referred to thereafter as “Company”) on the basis of art. 399 § 1 in connection with art. 4021 § 1 of the Commercial Company Code, convenes herewith an Ordinary General Meeting (referred to therafter as “the Gneral Meeting”) on the day 30 June, 2020 at 12 o`clock, which is going to take place at the Company seat, in Kraków, ul. Powstania Listopadowego 14.

 II.

The Company Board calls the General Meeting with the following agenda:

1. Opening the General Meeting .
2. Election of the Chairperson of the General Meeting.
3. Stating the validity of summoning the General Meeting as well as its capability to vote resolutions.
4. Electing the Returning Officers Panel.
5. Presenting and accepting the agenda.
6. Presenting and considering the Company Board report on the Company activity for the trading year 2019 and the financial report of the Company for the trading year 2019.
7. Presenting the Supervisory Board report on the review of the Company Board report on Krakchemia S.A. activity as well as the Company financial report for the trading year 2019, the Supervisory Board report on the review of the Company Board motion concerning the coverage of the loss for the trading year 2019, the report on the Supervisory Board activity in 2019, the Supervisory Board assessment concerning the situation of Krakchemia S.A. in 2019 as well as the review of the manner of accomplishing information obligations by Krakchemia S.A in 2019.
8. Passing resolutions concerning the approval of the financial report for the financial year 2019.
9. Passing resolutions concerning approval of the Board report on the Company activity for 2019.
10. Passing resolutions concerning covering the loss for the trading year 2019.
11. Passing resolutions concerning passing the vote of approval on the fulfilment of duties by the members of the Company Board and the Supervisory Board Members in the trading year 2019.
12. Passing resolutions concerning the changes in the Supervisory Board composition.
13. Passing resolutions concerning adopting the remuneration policy for the Members of the Board and the Supervisory Board
14. Passing resolutions concerning changing the accountancy policy .
15. Closing the General Meeting.

 III.

In accordance with Art. 4022 of CCC, the Board publishes information concerning the participation in the General Shareholders Meeting:

1. The shareholders possessing at least 1/20 of the initial capital are entitled to demand the placement of particular matters in the General Shareholders Meeting agenda. The demand should be announced to KRAKCHEMIA S.A. Board no later than 21 days before the fixed General Meeting convention date. The demand should contain justification and the draft of a proposed resolution concerning the agenda item proposed. A written form is required – the demand should be submitted at the Company seat (Kraków, ul. Powstania Listopadowego 14), or in the electronic form and transferred only to the electronic mail address wza@krakchemia.pl

 The shareholder should indicate that he/she is in the possession of the required number of shares as on the date of the demand presentation i.e. he/she should enclose the certificate of shares  or the certificate granting the right of participation in the General Meeting together with the demand. In case of legal persons and organisational entities without the legal person status, one needs additionally present the right of acting as a proxy on behalf of this entity through enclosing an up-to-date copy of the appropriate registry for the entity.

 In case of shareholders presenting a demand by means of electronic media of communication, the documents should be transferred in the PDF format.

 The demand transferred by the shareholders using the electronic communication means in a manner different than through the aforementioned email address, or without meeting the aforementioned requirements, do not have any legal effects with regard to the Company and as such are not considered.

 The Company Board, without unnecessary delay, but not later than within 18 days before the appointed date of the General Meeting, will announce the changes in the agenda, introduced upon the request of a Shareholder or Shareholders. The announcement of the new agenda will be placed on the Company webpage www.krakchemia.com.pl and published in the form of a current report.

2. The shareholders possessing at least 1/20 of the initial capital may present the resolutions drafts concerning the matters introduced to the agenda of the General Meeting or the matters, which are to be introduced to the agenda. The demand is to be presented in the written form at the Company seat (Kraków, ul. Powstania Listopadowego 14) or using the electronic communication means (in the manner and at the e-mail address presented in point 1 above).

The drafts of resolutions transferred by the shareholders using the electronic communication means in the manners other than through the email address mentioned above or without meeting the conditions described above, do not have any legal effects with regard to the Company.

3. Each of the shareholders entitled to participate in the General Meeting may introduce drafts of resolutions concerning the matters placed in the agenda during the General Meeting.
   

4. A shareholder may participate in the General Meeting and execute his right of vote personally or by means of a proxy. A sample of the form for right of vote execution by means of a proxy was placed on the internet page www.krakchemia.com.pl

The proxy is not obliged to vote by means of the aforementioned form.

 If the proxy of a Shareholder at the General Meeting is a Member of the Board, the Supervisory Board or the Company employee or the member of its organs or an employee of a company dependent on the Company, the proxy granted to him/her may authorise to representation of the Shareholder only at one General Meeting. The proxy is obliged to reveal to the Shareholder the circumstances indicating the existence or the possibility of the existence of a conflict of interest. Granting further proxy is in such a case excluded.

 At the same time, the Company Board informs that in case where the shareholder appoints a proxy together with an instruction concerning the vote, the Company will not verify if the proxies execute the right in accordance with the instruction, which was granted by the shareholder.

 The right of representation in the voting through the proxy should be granted in a written form or in an electronic one. Granting the right of proxy in the electronic manner does not require an authorized digital  signature verified by a valid signer`s private key.

 The right of proxy compiled in a foreign language should be translated into Polish by a sworn translator. The right of proxy that is not translated into Polish by a sworn translator does not cause legal consequences. If the right of proxy was compiled both in a foreign language and Polish, the sworn translation is not required, and the Polish version is binding for the Company.

The shareholder is obliged to transfer to the Company a note informing of granting the right of proxy in the electronic form at the electronic mail address wza@krakchemia.com.pl , not later than by 30 June 2020, by 10:00 Warsaw Mean Time

 In case of transfer of the note on granting the right of proxy in the electronic manner, the shareholder or the person authorized to take part in the General Meeting, sends, at the afore-mentioned electronic address the following:

1)         Scan of the certificate of share concerning the Company stocks or the notification on the right of participation in the General Meeting of the Company,

2)         The text or scan of the right of proxy granted, containing the data of the person granting the right or the people acting on his/her behalf in accordance with the rules of proxy representation valid with the person granting the right,

3)         Scan of the personal ID card or passport (including data allowing for the bearer identification, with the possibility of concealing the photo and personal data other than names and surname, PESEL, number and series of the ID, date of issuing as well as validity date, mentioning the body issuing the document) of the proxy acting as a natural person,

4)         Scan of a copy from the register pertaining to the proxy being a legal person or an organizational unit without legal personality,

5)         Electronic mail address for communication with the shareholder or his/her proxy

 The aforementioned stipulations are applied accordingly, to the notification on withdrawal of the right of proxy in an electronic form

 The notifications transferred by the shareholders in the form other than through the aforementioned electronic mail or without meeting the requirements outlined above, will not cause legal effects with regard to the Company.

 The shareholders will be allowed to participate in the General Meeting upon the identity card presentation, and the proxies upon the identity card presentation accompanied by the valid right of proxy granted in the written manner or through an electronic manner (the proxy should present the printout of the right of proxy).

 The proxies of legal persons or the organisational units without legal personality are additionally obliged to present an up-to-date copies from respective registers, naming the people authorized to represent the entities.

 At the same time, the Board informs that in case of granting through a Shareholder the right of proxy along with instruction for voting, the Company will not verify if the proxies execute the right of vote in accordance with the instructions, which they obtained from the shareholders. In relation therewith, the Company informs that the instruction for voting should be transferred only to the proxy.

5. The Company Articles do not stipulate possibility of participation at the General Meeting via the use of electronic communication means..

6. The Company does not foresee the possibility of voicing opinion at the General Meeting via the use of electronic communication means.
   

7. The Company Articles nor the General Meeting Regulations stipulate the possibility of right of vote execution via mail.
   

8. The date for registration of General Meeting participation is 14 June 2020. In accordance with the Article 406¹ § 1 of CCC, the date of participation registration at the General Meeting falls on 16 days before the date of the General Meeting.

9. The right of participation in KRAKCHEMIA S.A. General Meeting belongs to the people who:
10. As on 16 days before the General Meeting are the Company shareholders,
11. In the period after this announcement publication and 15 June 2020 at the latest, submit to the entity carrying the security account, where the Company shares are inscribed, a demand of issuing a name-bearing certificate on the right of vote in the General Meeting.

The entitled to dematerialised share a vista shares, in order to participate at the General Meeting, should demand, not earlier than upon the announcement on calling the Genera Meeting and not later than on the first weekday after the registration of participation at the General Meeting, i.e. not later than on 15 June 2020, from the entity managing the securities account, the issuing of named certification on the right to participate in the General Meeting. The certification should include all the information mentioned in Art. 406³ § 3 CCC, i.e.:

• company (name), seat, address and a stamp of the issuer as well as the number of certification,
• number of shares,
• share type and code,
• company (name), seat and address of the public company, which issued the shares,
• face value of the shares,
• name and surname or the company (name) of the entitled from shares,
• seat (domicile) and address of the entitled from shares,
• the purpose of issuing the certification,
• date and place of issuing the certification,
• signature of the person entitled to issue the certification.

 KRAKCHEMIA S.A. determines a list of shareholders authorized to participate in the General Meeting on the basis of a list received from the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych) in accordance with the regulations on financial instrument trading.

 On the days of 25, 26 and 29 June 2020, in the hours from 9 a.m to 3 p.m, at the seat of KRAKCHEMIA S.A (Kraków, ul. Powstania Listopadowego 14), a list of shareholders authorized to participate at the General Shareholders Meeting will be presented. A shareholder is entitled to demand the list to be transferred to his electronic email address upon request.

10. People authorized to participate in the General Meeting may obtain the complete documentation text which is to be presented at the General Meeting and the drafts of resolutions at KRAKCHEMIA S.A. seat (Kraków, ul. Powstania Listopadowego 14) or at the Company website : www.krakchemia.com.pl
    

11. KRAKCHEMIA S.A. will make available all necessary information concerning the General Meeting at the Company website at www.krakchemia.com.pl

Information on the total number of the Company shares and the total number of votes from shares as on the day of the General Meeting announcement

The Company equity capital amounts to 9.000.000,00 PLN and is divided into 9.000.000,00 shares of the face value amounting to 1.000 PLN each, while each share is represented by 1 vote at the Company General Meeting. The total number of votes from shares amounts to 9.000.000,00.

KRAKCHEMIA S.A. Board                     

Resolution drafts

The form to conduct the right of vote through proxy in pdf format

The financial report for 2019

The report on Company activity for 2019

Corporate order - the statement

The report of an independent expert auditor from the Company financial report`s review for 2019

The Supervisory Board report for 2019 from the review and assessment of teh financial report and the Company Board`s report on KRAKCHEMIA S.A. activity for the trading year and the Board`s motions on the manner of covering the loss for the trading year 2019

The Supervisory Board assessment concerning the Company situation in 2019

The report on the Supervisory Board activity in 2019

The Supervisory Board assessment on the fulfillment of information obligations in 2019 by the Company