Announcement by the Management Board of KGHM Polska Miedź Spółka Akcyjnawith its registered head office in Lubin on the convening of anExtraordinary General Meeting

1.Date, time and place of the General Meeting and detailed agenda

The Management Board of KGHM Polska Miedź Spółka Akcyjna, with itsregistered head office in Lubin, at ul. Marii Skłodowskiej-Curie 48entered into the Register of Entrepreneurs of the National CourtRegister by the Regional Court for Wrocław Fabryczna, Section IX(Economic) of the National Court Register, entry number KRS 0000023302,tax identification number (NIP) 692-000-00-13, share capital: PLN 2 000000 000, of which PLN 2 000 000 000 is paid, acting in accordance withart. 399 § 1 in connection with art. 400 § 1 of the CommercialPartnerships and Companies Code, hereby convenes an ExtraordinaryGeneral Meeting of KGHM Polska Miedź S.A., which will take place on 07December 2016, beginning at 11:00 a.m. at the head office of the Companyin Lubin, at the address ul. Marii Skłodowskiej-Curie 48 (in JanWyżykowski Hall).

2.Agenda:

1)Opening of the General Meeting.

2)Election of the Chairman of the General Meeting.

3)Confirmation of the legality of convening the General Meeting and itscapacity to adopt binding resolutions.

4)Acceptance of the agenda.

5)Adoption of resolutions on changes in the composition of theSupervisory Board.

6)Adoption of resolutions on determining the terms of setting theremuneration of members of the Management Board of the Company.

7)Adoption of resolutions on determining the amount of remuneration ofmembers of the Supervisory Board of the Company.

8)Closing of the General Meeting.

3.Date of registration of participation in the General Meeting

The date of registration of participation in the Extraordinary GeneralMeeting is 21 November 2016 ("Date of Registration").

4. Shareholders' right to participate in the General Meeting

Only persons that were shareholders of KGHM Polska Miedź S.A. as at theDate of Registration have the right to participate in the ExtraordinaryGeneral Meeting, i.e. those persons who:

a) have registered shares of the Company on a securities account sixteendays prior to the date of the Extraordinary General Meeting (i.e. on 21November 2016); and

b) no earlier than after the announcement on convening the ExtraordinaryGeneral Meeting and no later than by 22 November 2016 (inclusive)request the entity which maintains their securities account to issue aregistered certificate confirming the right to participate in theExtraordinary General Meeting.

It is recommended that shareholders obtain the above-mentionedcertificate confirming the right to participate and have it withthemselves on the day of the Extraordinary General Meeting.

5. List of shareholders

The Company shall determine the list of shareholders entitled toparticipate in the Extraordinary General Meeting based on thespecification provided to the Company by the National Depository forSecurities (KDPW).

The above-mentioned specification is prepared based on the informationprovided by entities maintaining shareholders securities accounts, onthe basis of issued registered certificates confirming the right toparticipate in the General Meeting.

For three days prior to the date of the Extraordinary General Meeting,i.e. on 02,05 and 06 December 2016, from 7:30 a.m. until 3:30 p.m., thelist of shareholders entitled to participate in the ExtraordinaryGeneral Meeting will be displayed for view at the Company's head office(ul. Marii Skłodowskiej-Curie 48, 59-301 Lubin, building D-4, roomnumber 207).

Shareholders may request that the list of shareholders entitled toparticipate in the Extraordinary General Meeting be sent to them free ofcharge by e-mail by providing the e-mail to which the list should besent. Requests for the list of shareholders should be submitted to thehead office of the Company or sent to the e-mail address: wza@kghm.com.The request should be prepared in written form and signed by theshareholder or his/her representative and, in the case of:

a) shareholders being individuals - should attach a copy of theregistered certificate confirming the right to participate in theGeneral Meeting,

b) shareholders being legal entities and organisational units withoutlegal personality, which were granted legal capacity under the law -should confirm the authorisation to act on behalf of the entity byattaching a copy of a current extract from an appropriate register orother document confirming the authority of an individual (orindividuals) to represent the shareholder in the General Meeting (e.g. acontinuous proxy authority), and if a proxy authority was granted bypersons that are no longer registered in the current register byattaching a copy of a full extract from the register or other documentauthorising the granting of proxy authority by the aforementionedpersons, e.g. a resolution of a shareholder's body. If a shareholder isnot required to be entered into the register, his/her representativesshould present other documentation confirming the existence of aprincipal.

c) requests made through a proxy - should attach the proxy authority tomake such a request signed by the shareholder (or continuous proxyauthority), and in the case of a proxy other than an individual - a copyof an extract from an appropriate register, confirming the authority ofthe person signing to act on behalf of the proxy.

6. Shareholders' right to request the inclusion of certain issues in theagenda of the General Meeting

A shareholder or shareholders representing at least 1/20 of the sharecapital have the right to request the inclusion of certain issues in theagenda of the Extraordinary General Meeting of the Company. This requestshould be submitted to the Management Board of the Company no later than21 days prior to the date of the Extraordinary General Meeting, i.e. by16 November 2016. The request should include a justification or proposedresolution on the proposed point of the agenda. The request may besubmitted in writing, addressed as "the General Meeting of KGHM PolskaMiedź S.A." using the mailing address of the head office of the Company:ul. Marii Skłodowskiej-Curie 48, 59-301 Lubin, or in electronic formsent to the following e-mail address of the Company: wza@kghm.com. TheShareholder/Shareholders should provide proof of ownership of theappropriate number of shares as at the date the request is submitted,attaching to the request a registered certificate confirming the rightto participate in the Extraordinary General Meeting or other documentwhich is equivalent to the certificate, and in the case of:

a) shareholders being individuals - should attach a copy of theregistered certificate confirming the right to participate in theGeneral Meeting,

b) shareholders being legal entities and organisational units withoutlegal personality, which were granted legal capacity under the law -should attach the authorisation to act on behalf of the entity byattaching a copy of a current extract from an appropriate register orother document confirming the authority of an individual (orindividuals) to represent the shareholder in the General Meeting (e.g. acontinuous proxy authority). If a shareholder is not required to beentered into the register, his/her representatives should attach otherdocumentation confirming the existence of a principal.

c) requests made through a proxy - should attach the proxy authority tomake such a request signed by the shareholder (or continuous proxyauthority), and in the case of a proxy other than an individual - a copyof an extract from an appropriate register, confirming the authority ofthe person signing to act on behalf of the proxy.

7. Shareholders' right to submit proposed resolutions

A shareholder or shareholders of the Company representing at least 1/20of the share capital have the right to submit in writing, addressed as"the General Meeting of KGHM Polska Miedź S.A." using the mailingaddress of the head office of the Company: ul. Marii Skłodowskiej-Curie48, 59-301 Lubin, or in electronic form sent to the following e-mail:wza@kghm.com, prior to the date of the Extraordinary General Meeting,proposed resolutions regarding issues included in the agenda of theExtraordinary General Meeting, or issues which are to be included in theagenda.

The Shareholder/Shareholders should provide proof of ownership of theappropriate number of shares as at the date the request is submitted,attaching to the request a registered certificate confirming the rightto participate in the Extraordinary General Meeting or other document,which is equivalent to the certificate and in the case of:

a) shareholders being individuals - should attach a copy of theregistered certificate confirming the right to participate in theGeneral Meeting,

b) shareholders being legal entities and organisational units withoutlegal personality, which were granted legal capacity under the law -should attach the authorisation to act on behalf of the entity byattaching a copy of a current extract from an appropriate register orother document confirming the authority of an individual (orindividuals) to represent the shareholder in the General Meeting (e.g. acontinuous proxy authority). If a shareholder is not required to beentered into the register, his/her representatives should attach otherdocumentation confirming the existence of a principal.

c) requests made through a proxy - should attach the proxy authority tomake such a request signed by the shareholder (or continuous proxyauthority), and in the case of a proxy other than an individual - a copyof an extract from an appropriate register, confirming the authority ofthe person signing to act on behalf of the proxy.

In addition, each of shareholders entitled to participate in theExtraordinary General Meeting may, during the said General Meeting,submit proposed resolutions respecting issues included in the agenda ofthe General Meeting.

8. Electronic communication by shareholders with KGHM Polska Miedź S.A.

Within the scope provided for by the Commercial Partnerships andCompanies Code, shareholders may contact the Company using electronicmeans of communication.

Shareholders may communicate with KGHM Polska Miedź S.A. in electronicform through the e-mail address: wza@kghm.com.

The shareholder bears the risk associated with the use of electronicmeans of communication.

Together with documents provided by a shareholder in electronic form,which were originally prepared in a language other than Polish, theshareholder should provide a Polish translation of these documents.

All documents sent in electronic form by shareholders to KGHM PolskaMiedź S.A., as well as by KGHM Polska Miedź S.A. to shareholders, shouldbe scanned in the PDF or JPEG format.

9. Means of exercising voting rights by a proxy

Shareholders may participate in the Extraordinary General Meeting andexercise their right to vote either in person or through a proxy/proxies.

The authority to vote through a proxy should be granted in written formor in electronic form. The granting of proxy authority in electronicform does not require to provide of a secure electronic signature.

Forms for voting through a proxy are placed on the Company's website,www.kghm.com, in the section Investors / Corporate Governance/ GeneralMeeting. The Company does not require use of the above-mentioned formsfor granting proxy authority.

The Management Board of the Company also announces that, in a casewherein proxy authority is granted by a shareholder together with votinginstructions, the Company will not verify as to whether the given proxyhas voted according to the voting instructions received from theshareholder. Consequently, the Management Board of the Company herebyannounces that voting instructions should be given solely to the saidproxy.

Shareholders are required to send to the Company information on thegranting of proxy authority in electronic form to the e-mail address:wza@kghm.com by 3:00 p.m. on 06 December 2016. A scan of the proxydocument granted on the form provided by the Company (or prepared by theshareholder, containing at least the same data and information) must beattached to the information on the granting of proxy authority inelectronic form, and in the case of:

a) shareholders being individuals - should attach a copy of theregistered certificate confirming the right to participate in theGeneral Meeting,

b) shareholders being legal entities and organisational units withoutlegal personality, which were granted legal capacity under the law -should confirm the authorisation to act on behalf of the entity byattaching a copy of a current extract from an appropriate register orother document confirming the authority of an individual (orindividuals) to represent the shareholder in the General Meeting (e.g. acontinuous proxy authority), and if a proxy authority was granted bypersons that are no longer registered in the current register, a copy ofa full extract from the register or other document authorising to grantthe proxy authority by the aforementioned persons, e.g. a resolution ofa shareholder's body should be included. If a shareholder is notrequired to be entered into the register, his/her representatives shouldpresent other documentation confirming the existence of a principal.

In the case of proxy authority being granted to a further proxy,continuous proxy authority must be submitted along with documentationindicating the authority to act on behalf of previous proxies.

The principles described above do not release the proxy from therequirement to present documents used to identify the said proxy duringthe preparation of the attendance roster of persons entitled toparticipate in the General Meeting.

10. Verification of the validity of proxy authority and shareholder andproxy identification

KGHM Polska Miedź S.A. will take appropriate steps to determine theidentity of a shareholder and a proxy in order to verify the validity ofproxy authority granted in electronic form. Verification may include inparticular questions addressed to the shareholder and/or proxy inelectronic form or by telephone in order to confirm the granting ofproxy authority and its scope. The Company hereby provides due notice,however, that in such a case the failure to answer questions asked inthe course of verification shall be treated as a failure to verify thevalidity of proxy authority, and shall represent the basis to refuseadmittance of the proxy to participate in the Extraordinary GeneralMeeting.

The above-mentioned principles regarding the means of granting proxyauthority also have application with reference to revoking proxyauthority granted in electronic form.

11. Admission to participation in the General Meeting

Shareholders will be admitted to participation in the ExtraordinaryGeneral Meeting upon presentation of proof of identity, and proxies:

a) in the case of proxy authority granted in written form - uponpresentation of proof of identity and valid proxy authority granted inwritten form,

b) in the case of proxy authority granted in electronic form - uponpresentation of proof of identity.

Representatives of legal entities and organisational units without legalpersonality should also present current extracts from appropriateregisters, listing persons authorised to represent the said entities aswell as other documents confirming the authority of the said individual(individuals) to represent the shareholder at the Extraordinary GeneralMeeting (e.g. continuous proxy authority).

Proxy authorities and other required documents confirming the right ofthe shareholder or his/her representative to participate in theExtraordinary General Meeting will be attached by the Company to thebook of minutes.

12. Possibility and means of participating in the General Meetingthrough the use of electronic means of communication

The Company does not provide for the possibility of participation in orthe expression of one's opinion during the General Meeting through theuse of electronic means of communication.

13. The exercise of voting rights through correspondence or through theuse of electronic means of communication

The Company does not provide for the possibility of exercising votingrights through correspondence or through the use of electronic means ofcommunication.

14. Access to documentation

Persons entitled to participate in the Extraordinary General Meeting mayobtain the full text of documentation which is to be presented to theExtraordinary General Meeting, as well as of proposed resolutions, onthe Company's website, www.kghm.com - in the section Investors/Corporate Governance/ General Meeting, or in printed form at the requestof an entitled person at the head office of the Company at the address:ul. Marii Skłodowskiej-Curie 48, 59-301 Lubin, during the period fromthe date of the announcement to 06 December 2016, from 8:00 a.m. to 3:00p.m.

The Company will provide all information regarding the ExtraordinaryGeneral Meeting on the Company's website, www.kghm.com in the sectionInvestors/ Corporate Governance/ General Meeting.

15. Administrative information

The registration of shareholders will take place two hours before thebeginning of the Extraordinary General Meeting, i.e. from 9:00 a.m.

Please remember to have proof of identity on the day of theExtraordinary General Meeting to be allowed to participate in themeeting.

We kindly request entities which represent greater numbers ofshareholders to grant, where possible, proxy authority in electronicform, and to forward the scanned documents to the address: wza@kghm.com.

It is recommended that scanned documents representing the basis for theregistration of participants at the Extraordinary General Meeting, or atleast lists of shareholders represented by the proxy, be sent, inalphabetical order, to the address: wza@kghm.com.

Neither the transmission of scanned proxy documents nor the sending ofinformation to the Company, as provided for in point 9 of theAnnouncement, shall result in any negative consequences of a legal orcorporate nature for persons entitled to participate in theExtraordinary General Meeting or their proxies - in the case of a laterchange in factual circumstances.

In order to improve the registration process, we also request, wherepossible, the preparation of a list specifying those entitiesrepresented by the proxy in alphabetical order, showing the number ofvotes to which they are entitled.

16. Other information

The Management Board of the Company hereby announces that issues notcovered by this announcement shall be subject to the CommercialPartnerships and Companies Code, the Statutes of the Company and theBylaws of the General Meeting of KGHM Polska Miedź S.A. with itsregistered head office in Lubin, and therefore requests the shareholdersof the Company to familiarise themselves with these regulations. In thecase of questions or doubts related to participation in the GeneralMeeting, please contact the Company at: tel. (+48 76) 74 78 381, or byemail address: wza@kghm.com.

17. Real-time webcast of the general meeting

The Management Board of KGHM Polska Miedź S.A. hereby announces that theinternet address (link) of the website at which the real-time webcast ofthe Extraordinary General Meeting, which will take place on 07 December2016, at the head office of the Company at the address ul. MariiSkłodowskiej-Curie 48 (in Jan Wyżykowski Hall), will be available on theCompany's website, www.kghm.com, in the section Investors/CorporateGovernance/ General Meeting. A link to the webcast of the ExtraordinaryGeneral Meeting will also be available in the sectionInvestors/Financial Calendar.

The video recording of the meeting will be available on the Company'swebsite, in the section Corporate Governance/General Meeting/EGM 2016.

Legal basis: § 38 sec. 1 point 1 of the Decree of the Minister ofFinance dated 19 February 2009 regarding current and periodicinformation published by issuers of securities and conditions forrecognising as equivalent information required by the laws of anon-member state (unified text: Journal of Laws 2014.133)

Translation from the original Polish version.In the event of differencesresulting from the translation, reference should be made to the officialPolish version.