First notification to shareholders of the intention to merge BenefitSystems S.A. with Focusly sp. z o.o.Acting on the basisof Art. 504 §1 of the Polish Commercial Companies Code (hereinafter, the_quot;CCC_quot;) in conjunction with Article 402 §2 of the CCC and Article 402 §1of the CCC, the Management Board of Benefit Systems S.A. with itsregistered seat in Warsaw (the _quot;Issuer_quot; or the _quot;Company_quot;), hereby forthe first time announces the intention to merge the Issuer (as theacquiring company) with Focusly sp. z o.o. with its registered seat inWarsaw (the _quot;Target Company_quot;). The merger plan, agreed upon by themerging companies on 13 October 2023, was published on the Company'swebsite: www.benefitsystems.pl, and also was published as an annex tothis current report (in Polish language).
As of 18 October 2023, the Company made available, on the Company'swebsite (bookmark: www.benefitsystems.pl/en/about-us/merger/), thedocuments specified in Article 505 § 1 of the Commercial Companies Codeconcerning the Issuer's merger with the Target Company. Until the dateof the Extraordinary General Meeting, the agenda of which provides forthe adoption of a resolution on the merger of the Issuer with the TargetCompany, the shareholders of the Company have a continuous access tothese documents in the electronic form with the possibility to printthem. At the same time, the Management Board of the Company would liketo note that given provisions of Article 516 § 5 and § 6 of the CCC inconjunction with Article 516 § 1 of the CCC:
(i) the management boards of the merging companies will not prepare awritten report to justify the merger, its legal basis or the economicgrounds;
(ii) the merger plan will not be audited by a certified auditor andtherefore no auditor's opinion on the correctness and reliability of themerger plan will be prepared.
Therefore, these documents will not be made available to theshareholders of the Issuer.
In the coming weeks, the Company will convene an Extraordinary GeneralMeeting of the Company, during which a resolution on the merger of theIssuer and the Target Company will be adopted.