Draft resolutions

to be passed by Extraordinary Meeting of Shareholders of

ELEKTROBUDOWA SA:

Resolution No. ...

of the Extraordinary General Meeting

ELEKTROBUDOWAS.A.

dated …………………. 2017

on: electing a Chairperson of the Meeting.

The Extraordinary General Meeting ELEKTROBUDOWA S.A. having its registered address in Katowice, acting pursuant to Article 409 § 1 of theAct of 15 September 2000 the Code of Commercial Partnerships and Companies

§ 1

The Extraordinary General Meeting elects ______

as Chairperson of the Meeting.

§ 2

The Resolution shall come into force upon adoption.

Resolution No. ...

of the Extraordinary General Meeting

ELEKTROBUDOWAS.A.

dated …………………. 2017

on adopting the agenda

  1. Election of Chairperson of the Extraordinary Meeting of Shareholders.
  2. Ascertainment of the correctness of convening and the capacity of the EGM to adopt resolutions.
  3. Accepting the agenda.
  4. Adopting a resolution on appointing a Member of the Supervisory Board of the current 10th term of office.
  5. Adopting a resolution on covering the costs of the Extraordinary General Meeting by ELEKTROBUDOWA SA.
  6. Closing the Extraordinary General Meeting.

§ 2

The Resolution shall come into force upon adoption.

Resolution No. ...

of the Extraordinary General Meeting

ELEKTROBUDOWAS.A.

dated …………………. 2017

on: appointing a Member of the Supervisory Board

§ 1

Pursuant to Article 385 paragraph 1 of the Commercial Companies Code and Article 14(1)of the Company Articles of Association, the Extraordinary General Meeting appoints Mr/ Ms ………………..
to the Supervisory Board of the current 10th term of office.

§ 2

The Resolution shall come into force upon adoption.

Justification:
Appointing members of the Supervisory Board is the competence of a general meeting. Pursuant to Article 14 of the Company’s Articles, the Supervisory Board consists of 5 to 7 members appointed by the General Meeting for a joint three-year term of office.

At present, after one of its member have resigned, the Supervisory Board is composed of 5 persons. Appointment of a member of the Supervisory Board is requested in order to fill the vacancy in the Board up to the number of appointed by the Ordinary General Meeting of 25 April 2017.

The proposer of the resolution is of the opinion that presence of persons who fulfil the independence criteria in the supervisory boards has positive influence on a company’s image, its business activity and market value.

Resolution No. ...

of the Extraordinary General Meeting

ELEKTROBUDOWAS.A.

dated …………………. 2017

on: covering the costs of convening and holding the Extraordinary General Meeting
by ELEKTROBUDOWA S.A.

§ 1

Pursuant to Article 400 paragraph 4 of the Commercial Companies Code,
the Extraordinary General Meeting resolves that the costs of convening and holding
this General Meeting shall be borne byELEKTROBUDOWA S.A.

§ 2

The Resolution shall come into force upon adoption.

1