Elemental : Convening of the Ordinary General Meeting for 7 June 2017

Current REPORT No. 27/2017

Published on: 11 May 2017

Convening of the Ordinary General Meeting for 7 June 2017

The Management Board of ELEMENTAL HOLDING S.A. with its registered office in Grodzisk Mazowiecki (hereinafter referred to as the "Issuer" or the "Company") announces that today, i.e. on 11 May 2017, acting pursuant to Art. 399 § 1 of the Act of 15 September 2000 - Code of Commercial Companies (Journal of Laws Dz.U.2016.1578) (hereinafter referred to as "CCC"), in connection with Article 402¹ § 1 CCC and § 10 section 4 of the Issuer's Articles of Association, convened as for 7 June 2017 at 11:00 am the Ordinary General Meeting of the Company, which will be held at the Issuer's registered office in Grodzisk Mazowiecki at 42A Traugutta Street (hereinafter referred to as the "Ordinary General Meeting").

Planned agenda of the Ordinary General Meeting:

1. Opening of the Ordinary General Meeting.

2. Election of the Chairman of the Ordinary General Meeting.

3. Ascertaining the correctness of convening the Ordinary General Meeting and its ability to adopt resolutions.

4. Election of the Vote Counting Committee.

5. Adoption of the agenda of the Ordinary General Meeting.

6. Presentation and examination of:

7. the Management Board's report on the Company's activities and the report on the activities of the Company's Capital Group in the financial year ended 31 December 2016,

8. the Company's financial statements and the consolidated financial statements of the Capital Group for the financial year ended 31 December 2016,

9. the Management Board's motion to cover the loss of the Company in the financial year ended 31 December 2016,

10. the report of the Company's Supervisory Board for the financial year ended 31 December 2016, including the Report on the results of the evaluation of: the Management Board's report on the Company's activities, the Management Board's report on the activities of the Capital Group, the Company's financial statements, the consolidated financial statements of the Capital Group and the Management Board's motion to cover the loss of the Company for the financial year ended 31 December 2016.

11. Adoption of resolutions on:

12. approval the report of the Company's Supervisory Board for the financial year ended 31 December 2016, including the report on the results of the evaluation of: the Management Board's report on the Company's activities, the

    Management Board's report on the activities of the Capital Group, the Company's financial statements, the consolidated financial statements of the Capital Group and the Management Board's motion to cover the Company's loss for the financial year ended 31 December 2016,

13. approval of the Management Board's report on the Company's activities for the financial year ended 31 December 2016,

14. approval of the Company's financial statements for the financial year ended 31 December 2016,

15. coverage of the Company's loss for the financial year ended 31 December 2016,

16. approval of the report on the activities of the Capital Group for the financial year ended 31 December 2016,

17. approval of the consolidated financial statements of the Company's Capital Group for the financial year ended 31 December 2016,

18. granting discharge to members of the Management Board of the Company for the financial year ending on 31 December 2016,

19. granting discharge to members of the Company's Supervisory Board for the financial year ending 31 December 2016.

20. Any other business and motions.

21. Closing of the Ordinary General Meeting.

22. According to Art. 406¹ § 1 of the Code of Commercial Companies, the right to participate in the General Meeting of a public company is vested only in persons who are shareholders of such company as on sixteen days before the date of the General Meeting (Registration Date of participation in the Ordinary General Meeting), i.e. on 22 May 2017.

    The content of the announcement about convening of the Ordinary General Meeting of the Company as well as draft resolutions are attached to this report.

    The documentation related to the Ordinary General Meeting is also available on the Issuer's website at: http://www.elemental-holding.pl/relacje-inwestorskie/walne- zgromadzenie/.

    Legal grounds:

23. Art. 56 para. 1 item 2 lit. a) of the Act of 29 July 2005 on public offering and conditions governing the introduction of financial instruments to organized trading and on public companies (Journal of Laws: Dz.U.2016.1639);

24. § 38 para. 1 items 1) and 3) of the Regulation of the Minister of Finance of 19 February 2009 on current and periodical information to be provided by issuers of securities and conditions for recognizing as equivalent information required by the law of a non- member country (Journal of Laws: Dz.U.1974.133).