Decision on amendments to the company's articles of association

The Management Board of Benefit Systems S.A. with its registered seat inWarsaw (the "Company") hereby announces that the Company received courtdecision dated 31 August 2021 issued by the District Court for theCapital City of Warsaw in Warsaw regarding the registration of theamendment into the Articles of Association of the Company (the"Registration") on basis of the Resolution No. 21/29.06.2021 of theOrdinary General Meeting of the Company adopted on 29 June 2021. TheManagement Board of the Company informed about the adoption of the abovementioned resolution in current report No. 24/2021 of 29 June 2021.

Following the Registration:

1) § 6 Section 1 of the Articles of Association of the Company now readsas follows:

"1. The share capital of the Company amounts to PLN 2,894,287.00 (say:two million eight hundred ninety-four thousand and two hundred andeighty-seven zlotys) and is divided into 2,894,287.00 (say: two millioneight hundred ninety-four thousand and two hundred and eighty-seven)ordinary shares, each with the nominal value of PLN 1.00 (say: onezloty), including:

(a) 2,204,842 (say: two million two hundred and four thousand eighthundred and forty-two) series A bearer shares numbered from A0000001 toA2204842;

(b) 200,000 (say: two hundred thousand) series B bearer shares numberedfrom B000001 to B200000;

(c) 150,000 (say: one hundred and fifty thousand) ordinary series Cbearer shares, each with the nominal value of PLN 1.00 (say: one zloty),which have been taken up as a result of exercise of the rights derivedfrom subscription warrants issued by the Company on the basis ofResolution No. 6/2010 of the Extraordinary General Meeting of 24November 2010;

(d) 120,000 (say: one hundred and twenty thousand) ordinary series Dbearer shares, each with the nominal value of PLN 1.00 (say: one zloty),which have been taken up as a result of exercise of the rights derivedfrom subscription warrants issued by the Company on the basis ofResolution No. 19/31.05.2012 of the Ordinary General Meeting of 31 May2012;

(e) 35,445 (say: thirty-five thousand four hundred forty-five) ordinaryseries E bearer shares, each with nominal value of PLN 1.00 (say: onezloty), which have been taken up as a result of exercise of the rightsderived from subscription warrants issued by the Company on the basis ofResolution No. 21/15.06.2016 of the Ordinary General Meeting of 15 June2016

(f) 184,000 (say: one hundred and eighty four thousand) ordinary seriesF bearer shares, each with the nominal value of PLN 1.00 (say: onezloty)."

2) § 7 Section 2 of the Articles of Association of the Company now readsas follows:

"2. If a shareholder so requests, registered shares may be convertedinto bearer shares. Conversion of registered shares into bearer sharesshall be carried out by the Management Board upon request submitted by ashareholder within thirty (30) days from the date of receipt of such arequest."

3) § 7 Section 4 of the Articles of Association of the Company isdeleted;

4) § 12 Section 4 of the Articles of Association of the Company nowreads as follows:

"4. During the financial year, the Company may establish and dissolvereserve capitals and special-purpose funds by way of adopting aresolution of the General Meeting."

5) § 15 Section 3 of the Articles of Association of the Company nowreads as follows:

"3. Members of the Management Board shall be appointed and recalled bythe Supervisory Board with the proviso that the Management Board of thefirst term of office has been appointed in a resolution of theShareholders Meeting upon transformation of limited liability companyBenefit Systems Spółka z ograniczoną odpowiedzialnością into joint stockcompany Benefit Systems Spółka Akcyjna. The Supervisory Board shalldecide about the number of members of the Management Board and mayappoint the President and the Vice President of the Management Boardfrom among Management Board members. In the event that a mandate of aManagement Board member expires before the lapse of specific term ofoffice, the Supervisory Board shall promptly make up for such a vacancyin the panel of the Management Board."

6) § 17 Section 2 and § 17 Section 5 of the Articles of Association ofthe Company now reads as follows:

"2. Meetings of the Management Board shall be convened:

a) in the event that the President of the Management Board has beenappointed - by the President of the Management Board, or, in the eventof where it is necessary to act in lieu of the President of theManagement Board, by a member of the Management Board appointed by thePresident of the Management Board to this end;

b) in the event that no President of the Management Board has beenappointed: by any member of the Management Board or two (2) members ofthe Management Board acting jointly.

5. Resolutions of the Management Board shall be adopted with theabsolute majority of votes. In the event of a tie, the President of theManagement Board, provided that the Supervisory Board has nominated thePresident of the Management Board, shall have the casting vote."

7) § 17 Section 9 of the Articles of Association of the Company is addedwith the following wording:

"9. The competencies to run the Company's affairs have been internallydistributed among the members of the Management Board of the Company.Specific scopes of competencies of individual members of the ManagementBoard of the Company are specified in the by-laws of the ManagementBoard."

8) § 19 of the Articles of Association of the Company now reads asfollows:

"1. Members of the Management Board may be engaged by the Company on thebasis of employment contract or on the basis of a different civil lawcontract. Employment contracts or other contracts providing the basisfor engagement of the members of Management Board, as well as othercontracts between Management Board members and the Company shall beexecuted by a proxy to act on behalf of the Company who shall beappointed in a resolution of the General Meeting, or by the SupervisoryBoard who shall be represented to this end by its Chairperson authorizedby the Supervisory Board to execute such civil law transactions.

2. In disputes with members of the Management Board, the Company shallbe represented by the Supervisory Board or by a proxy appointed to thisend in a resolution of the General Meeting in conformity with Article379 §1 of the Code of Commercial Companies. The Supervisory Board mayauthorize, in a resolution, its Chairperson or another member of theSupervisory Board, to carry out such civil law transactions.

3. A member of the Management Board may not, unless they obtain aconsent from the Supervisory Board to this end, pursue an activitycompetitive to the activity of the Company, cooperate with otherentities on any basis whatsoever, in particular on the basis ofemployment contract, mandate contract, contract to perform specific taskor hold, take up, subscribe for, or acquire shares or stocks in thecompetitive or in any other entities, or serve on any bodies of suchother entities."

9) § 20 of the Articles of Association of the Company now reads asfollows:

"1. The Supervisory Board shall be composed of five (5) members whoshall be appointed and recalled by the General Meeting.

2. Candidacies for members of the Supervisory Board should be notifiedto the Company no later than seven (7) days before the scheduled date ofthe General Meeting, along with the candidate's biographical note andtheir declaration as to whether they meet the conditions set forth inSec. 4 below.

3. Members of the Supervisory Board shall be appointed to a jointfive-year term of office.

4. As long as the Company continues to be an entity of public interestwithin the meaning of Statutory Auditor, Auditor's Firms and PublicSupervision Act of 11 May 2017 (hereinafter the "Statutory Auditor,Auditor's Firms and Public Supervision Act"), at least two (2) membersof the Supervisory Board should be independent and meet the independencecriteria stipulated in Article 129 Sec. 3 of the Act (hereinafter, the"Independent Members of the Supervisory Board"). A failure to meet therequirement stipulated in sentence one above (in particular in the eventof a failure to appoint, to the Supervisory Board, a member meeting theindependence criteria, or if an independent member of the SupervisoryBoard has lost that status during the term of their mandate or in theevent that the mandate of such an independent member of the SupervisoryBoard has expired) shall not trigger the Supervisory Board's losing itsstatus of a [governing] body of the Company or prevent adoption of validresolutions by the Supervisory Board.

In the event that the Management Board or the Supervisory Board receivesfrom an Independent member of the Supervisory Board a statement to theeffect that they no longer meet the independence criteria, as specifiedin Sec. 4 above, or the Management Board or the Supervisory Boardobtains such an information from a different source, then, within two(2) days from receipt of the statement or becoming aware of the fact,the Management or the Supervisory Board shall convene the GeneralMeeting to appoint a new Independent Member of the Supervisory Board.

5. In the event that a mandate of a member of the Supervisory Boardexpires due to their submitting of resignation or due to their death,the other members of the Supervisory Board may appoint a new member byadopting a resolution on cooptation. A member of the Supervisory Boardso elected shall exercise their duties until a new member of theSupervisory Board is elected by the General Meeting. Provisions of Sec.4 above shall apply to appointment of a member of the Supervisory Boardin line with the principles stipulated in this Sec. 5, accordingly. TheSupervisory Board may include no more than two (2) members who have beenappointed in line with the above-specified principles.

6. Members of the Supervisory Board may be reappointed."

10) § 22 Section 6 of the Articles of Association of the Company nowreads as follows:

"6. Meetings of the Supervisory Board may also be held using means ofdistance communication."

11) § 23 Section 3 of the Articles of Association of the Company nowreads as follows:

"3. The Supervisory Board may adopt resolutions in writing or usingmeans of distance communication. A resolution adopted using such meansof communication shall only be valid if all members of the SupervisoryBoard have been informed about the content of draft resolution."

12) § 26 of the Articles of Association of the Company is added with thefollowing wording:

"1. As long as the Company shall remain an entity of public interestwithin the meaning of the Statutory Auditor, Auditor's Firms and PublicSupervision Act, the Supervisory Board shall appoint an audit committeethat shall be composed at least of three (3) members, whereby most ofthe members of the audit committee shall meet the independence criteria,as referred to in § 20 Sec. 4 of the Articles of Association of theCompany. With regard to the composition of the audit committee,provisions of the Statutory Auditor, Auditor's Firms and PublicSupervision Act shall apply.

2. The tasks of the audit committee shall include in particular:

(a) the monitoring of: the financial reporting procedure, theeffectiveness of the systems of: the internal control, the riskmanagement, as well as the internal audit, in particular within thescope of the financial reporting and the exercising of the financialaudit activities;

(b) exercising control of and monitoring the independence of thestatutory auditor's and of the auditor's firm;

(c) informing the Supervisory Board about the outcomes of the audit andexplaining of how the audit contributed to the accuracy of the financialreporting in the Company and of the role of the audit committee in theaudit process;

(d) assessing the independence of the statutory auditor and grantingconsent to the auditor's provision of the permitted services other thanan audit with the Company;

(e) development of policy to choose the auditors' firm to carry out theaudit;

(f) development of policy for the providing of the permitted servicesnot constituting an audit by the auditors' firm auditing the financialstatements, by its related entities and/or by a member of the auditors'firm's network:

(g) establishing the procedure for the Company's choice of an auditors'firm;

(h) submitting recommendations with a view to ensuring accuracy of thefinancial reporting at the Company.

3. The Supervisory Board may also appoint other committees. Specifictasks and the rules for the appointing and the functioning of thecommittees shall be provided in the by-laws of the Supervisory Board."

13) there are changes in the numbering of the existing sectioning units:§26 shall become §27; §27 shall become §28; §28 shall become §29; §29shall become §30; §30 shall become §31; and §31 shall become §32;

14) Section 4 and Section 6 of § 28 (i.e. § 29, after the change of thenumbering) of the Articles of Association of the Company now reads asfollows:

"4. Subject to Sec. 5 below, resolutions concerning: (i) removal of anitem that has already been included in the agenda from the debates shallrequire the majority of three fourths (3/4) of the votes cast, with theshareholders representing at least 50% of the share capital of theCompany being present. In the event that removal of an item from theagenda is requested by the Management Board of the Company, theresolution shall require the absolute majority of votes.

6. Adoption of a resolution concerning holding a shareholder to accountvis-a-vis the Company for whatever reason shall require the majority ofthree fourths (3/4) of votes with of the shareholders representing atleast 50% of all the shares in the Company entitling to voting onadoption of such a resolution being present."

15) § 30 (i.e. § 31 after the change of the numbering) of the Articlesof Association of the Company now reads as follows:

"Participation in General Meeting using electronic means ofcommunication shall be allowed provided that a notice of specificGeneral Meeting notifies of that option. The above-specified mode ofparticipation shall include in particular:

1. broadcast of the General Meeting s session in the real time;

2. bilateral communication in the real time, as part of whichshareholders will be able to speak during the session of the GeneralMeeting while staying at a place different from the place at which thesession of the General Meeting is held; and

3. exercising, by shareholder(s) their voting right in the course of theGeneral Meeting, whether personally or through their proxy (ies)."

16) Section 1 of § 31 (i.e. § 32 after the change of the numbering), ofthe Articles of Association of the Company now reads as follows:

"1. The Company shall place its announcements that are required by lawin official gazette of the Republic of Poland: "Monitor Sądowy iGospodarczy,". In the instances provided by law, the Company may placeits announcements on its website."

A consolidated text of the Articles of Association of the Companyincorporating the above amendments is attached as appendix hereto.