First notification to shareholders of the intention to merge BenefitSystems S.A. with Artis Club sp. z o.o. and Good Luck Club GLC sp. z o.o.Actingon the basis of Art. 504 §1 of the Polish Commercial Companies Code(hereinafter, the _quot;CCC_quot;) in conjunction with Article 402 §2 of the CCCand Article 402 §1 of the CCC, the Management Board of Benefit SystemsS.A. with its registered seat in Warsaw (the _quot;Issuer_quot; or the _quot;Company_quot;),hereby for the first time announces the intention to merge the Issuer(as the acquiring company) with Artis Club sp. z o.o. and Good Luck ClubGLC sp. z o.o. (the _quot;Target Companies_quot;).
The merger plan, agreed upon by the merging companies on 14 August 2024,was published on the Company's website: www.benefitsystems.pl, and alsowas published as an annex to this current report (in Polish languauge).
As of 14 August 2024, 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 Companies. Until the dateof the General Meeting, the agenda of which provides for the adoption ofa resolution on the merger of the Issuer with the Target Companies, theshareholders of the Company have a continuous access to these documentsin the electronic form with the possibility to print them. At the sametime, the Management Board of the Company would like to note that givenprovisions of Article 516 § 5 and § 6 of the CCC in conjunction withArticle 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 Companies will be adopted.