Current report no : 19/2014
Report date : 5/23/2014
Abbreviated name : Ciech SA
Subject : Appointment of the Supervisory Board of Ciech S.A. for the next term
Legal basis : Art. 56 section 1 point 2 of the Law on Offering – current and periodic information
Report :
The Management Board of Ciech S.A. ("the Issuer"), acting pursuant to § 5 section 1 point 22) and §28 of the of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information delivered by issuers of securities and on conditions of recognition of information required under non-member state law regulations as equivalent (uniform text, Journal of Laws of 2014, item 133), hereby informs you that on 23 May 2014, the Ordinary (Annual) Shareholders' Meeting of Ciech S.A. appointed the Supervisory Board of Ciech S.A. for the next term. The Supervisory Board will be composed of: Arkadiusz Grabalski, Zygmunt Kwiatkowski, Maciej Lipiec, Waldemar Maj, Mariusz Obszyński, Ewa Sibrecht-Ośka, Sławomir Stelmasiak.
Arkadiusz Grabalski - a graduate from the Faculty of Law and Administration at the University of Warsaw. Since 1998 entered in the list of legal counsels kept by the District Chamber of Legal Counsels in Warsaw. In 1995 - 1996, employed by the Legal Department at the Ministry of Ownership Transformation. From 1996 to 1998 an employee at Creditanstaldt SCG Fund Management SA – a company managing NFI Hetman SA. In 1998 - 2005 employed by White & Case, W. Daniłowicz, W. Jurcewicz Kancelaria Prawnicza Sp. k. Since 2005, a partner in Stolarek & Grabalski Kancelaria Prawnicza sp. k. Mr Arkadiusz Grabalski specialises in the capital market law, M&A transactions and private equity transactions. An important part of his practice is constituted by restructuring processes, bankruptcy law, public aid and litigation. Mr Arkadiusz Grabalski took part in processes of preparation of companies for privatization and for transfer of shares in privatized companies to investors. He actively participated in processes of merger of a few banks and other companies, including public companies. He advised many companies in their IPO processes, and in subsequent issue of shares in such companies, including issue of debentures convertible to shares. He participated in the process of establishment of one of the first securitization fund. He represented entrepreneurs in restructuring processes, processes of obtainment of financing for an investment activity, as well as in significant litigation processes. Mr Arkadiusz Grabalski does not conduct any activity which is competitive to Ciech SA. He is also not a partner in any competitive civil-law company, a partnership and he is not a member of authorities in any other legal entities which are competitors of the Company. He is not listed in the Register of Insolvent Debtors kept under the Law of 20 August 1997 on the National Court Register (Journal of Laws of 2007, No. 168, item 1186), either.
Zygmunt Kwiatkowski - a graduate from the Maria Curie Skłodowska University – the Faculty of Mathematics, Physics and Chemistry (1979). He completed a course of post-graduate studies for the management team of banks at the Faculty of Economic Sciences at the University of Warsaw (1997). He completed a course of doctoral studies at the Faculty of Organization and Business Administration at the University of Warsaw. He was granted the tile of Doctorate Major in Business Administration at the University of North West Columbia (2004). He underwent courses and training in financial analysis, business administration, financial instruments and fields of study connected with the stock exchange. In 2002 - 2006, he served the function of the President of the Management Board of Z.A. Puławy. In 2012 - 2011, he was the President of the Management Board of Wiko Company S.A. Currently, he serves the function of the Vice President of the Management Board of Kruszywa Niemce S.A. and he runs his own business under the name of Cooperation and Global Consulting Zygmunt Kwiatkowski. He has been a member of supervisory boards of Z.A. Puławy (2001-2002), Z.Ch. Police S.A. (2010), F.S. Holding in Lublin (2002), ZAO AFK in Kiemierov, the Russian Federation – construction of a wood processing plant - and P.P.M.B. Niemce S.A. Mr Zygmunt Kwiatkowski declares that he is not a partner in any competitive partnership and he is not a member of authorities in other legal entities which are competitive to the company, and he does not perform any other activity apart from the activity indicated above. He is also not entered in the Register of Insolvent Debtors kept under the Law of 20 August 1997 on the National Court Register (Journal of Laws of 2007, No. 168, item 1186).
Maciej Lipiec - a graduate from the Cracow University of Economics (2000), he graduated from the Małopolska School of Public Administration/the Copenhagen University, obtaining the title of a Master of Public Administration (MPA), he had a scholarship at the Stockholm University (School of Business). In 2000 – 2002 he worked at Commercial Union Financial Services and PTE Otwarty Fundusz Emerytalny [Open Pension Plan] BPH CU WBK. In 2002 – 2003, he was employed at the Ministry of Economy, Labour and Social Policy at the EFS Department. In 2003 – 2004, he served the function of an advisor of the Deputy Prime Minister, the Minister of Economy and Labour at the Ministry of Economy and Labour. In 2004 – 2005, he was a head of Secretariat of the Deputy Prime Minister at the Chancellery of the Prime Minister. In 2005 – 2011, he was employed by Agencja Rozwoju Przemysłu S. A. Currently he serves the function of the President of the Management Board in Operator ARP Sp. z o.o. He is a holder of the following certificates: Project Manager PRINCE2 and Risk Manager. He has been a member of Supervisory Boards in Krakowskie Zakłady Garbarskie S.A. (2005 – 2006), Operator ARP Sp. z o.o. (2007 – 2011) and Z.E. Elsen S.A. (since 2011). Mr Maciej Lipiec declares that he is not a partner in any competitive partnership and he is not a member of authorities in other legal entities which are competitive to the company, and he does not perform any other activity apart from the activity indicated above. He is also not entered in the Register of Insolvent Debtors kept under the Law of 20 August 1997 on the National Court Register (Journal of Laws of 2007, No. 168, item 1186).
Waldemar Maj - a graduate from the Faculty of Technical Physics and Applied Mathematics at the Warsaw University of Technology (1980), he was awarded a doctorate at the Institute of Physics of the Polish Academy of Sciences (1989) and a MBA degree at the Harvard Business School in the USA (1996). A Founding Partner of Metropolitan Capital Solutions Sp. z o.o. SKA, a company operating in the business of strategic advisory services and corporate finance (since April 2009). A member of the Supervisory Board of PZU SA (since December 2009), a chairman of the IPO Committee (until May 2010). From September 2007 to June 2008, a Vice President of the Management Board for Financial Affairs at PKN Orlen SA, responsible for the financial section and relations with investors; a member of the Management Board of AB Mazeikiu Nafta and a chairman of the Audit Committee of the Supervisory Board of Unipetrol a.s. From April 2005 to August 2007, a Vice President of the Management Board of BGŻ SA (at the recommendation of Rabobank), responsible for corporate and revenue banking. From July 2002 to March 2005, a member of the Management Board and then the President of stock exchange bank, DZ Bank Polska SA. In 2000-2002, a senior associate in an American company rendering strategic advisory services, McKinsey & Company in Warsaw. In 1996 - 2000, a senior investment officer at the International Finance Corporation (the World Bank Group) in Washington. In 1991 - 1994, an advisor of the Minister of Finance and the president of the Financial System Development Foundation; the chairman of the Supervisory Board of Bank Gdański SA (1993 - 1994). In 1981 - 1991, an assistant and then an assistant professor at the Institute of Physics of the Polish Academy of Sciences (PAN); postdoctoral fellow at Kamerlingh Onnes Laboratory in Leiden, the Netherlands. An Officer of the Order of Polonia Restituta. Mr Waldemar Maj is not a partner in any competitive partnership and he is not a member of authorities in other legal entities which are competitive to the company, and he does not perform any other activity apart from the activity indicated above. He is also not entered in the Register of Insolvent Debtors kept under the Law of 20 August 1997 on the National Court Register (Journal of Laws of 2007, No. 168, item 1186).
Mariusz Obszyński - a graduate from Maria Curie Skłodowska University in Lublin, Faculty of Economics. He has worked in, among other institutions, Przedsiębiorstwo Eksploatacji Rurociągów Naftowych Przyjaźń S.A. as a member of the Management Board, PGNiG SA as an advisor to the Management Board, the Head of the Department of Mergers and Acquisitions at Agencja Rozwoju Przemysłu SA and the Head of the Ownership Supervision Office at Nafta Polska SA. Currently employed in the position of Director of the Strategy, Analyses and Ownership Supervision Office of OLPP Sp. z o.o. During her career so far, he has sat in supervisory boards of the following entities: Rafineria Czechowice SA, Zakłady Chemiczne Police S.A., Zakłady Azotowe w Tarnowie-Mościcach S.A., Grupa LOTOS S.A., PERN Przyjaźń S.A., OLPP Sp. z o.o. and Naftoserwis Sp. z o.o. Mr Mariusz Obszyński declares that he is not a partner in any competitive partnership and he is not a member of authorities in other legal entities which are competitive to the company, and he does not perform any other activity apart from the activity indicated above. He is also not entered in the Register of Insolvent Debtors kept under the Law of 20 August 1997 on the National Court Register (Journal of Laws of 2007, No. 168, item 1186).
Ewa Sibrecht-Ośka - a graduate from the University of Łódź, the Faculty of Law. Since 1994 - a legal counsel – legal counsel's internship in Warsaw. From 1991 to 2001, an employee of the Legal Department at the Ministry of Finance. At the same time: 1992 - 1995 – a bank employee, 1995 - 1996 - an employee in Legal Firm of Baker McKenzie, 1998 - 2001 the Cavere Legal Firm, 2000 - 2001, an employee of the Office of the European Integration Committee. In 2001 - 2006, an employee of Nafta Polska S.A. In 2006 - 2007, a legal counsel at Korporacja Polskie Stocznie S.A. In 2007 – a legal counsel at the Office of the Capital City of Warsaw, Ownership Supervision Office, and at Progres Services Sp. z o.o. Since November 2007, a counsel of the minister at the Department of Ownership Supervision and Privatization at the Ministry of the State Treasury; since May 2009, the Head of the Department of Analyses at the Ministry of the State Treasury. Currently, the Head of the Department of Ownership Supervision at the Ministry of the State Treasury. Ms Ewa Sibrecht-Ośka participated in the work on the draft Act on Tax Advisory Services and the Act on Compensation Proceedings in Entities which Are of Particular Importance for Polish Shipbuilding Industry and in preparation of the LOTOS S.A. Group for its stock-exchange debut. Moreover, she participated in the process of privatization of the Great Chemical Synthesis sector (Zakłady Chemiczne Organika Sarzyna S.A. and Zachem S.A.) – participation in the process of preparation for transfer of shares to investors, including the commissioning of pre-privatization due diligence, agreements with privatized companies and negotiations of agreements with investors, including public aid issues. Ms Ewa Sibrecht-Ośka declares that she is not a partner in any competitive partnership and she is not a member of authorities in other legal entities which are competitive to the company, and she does not perform any other activity apart from the activity indicated above. She is also not entered in the Register of Insolvent Debtors kept under the Law of 20 August 1997 on the National Court Register (Journal of Laws of 2007, No. 168, item 1186).
Sławomir Stelmasiak - a graduate from the A. Mickiewicz University in Poznań, the Faculty of Chemistry. He completed a course of post-graduate studies in mediation and negotiation (Poznań School of Social Sciences, 1998), internal audit (Higher School of Commerce and Accountancy in Poznań, 2010) and International Financial Reporting Standards (Warsaw School of Economics, 2012). A course of doctoral studies at the Faculty of Business Administration at the University of Economics in Poznań. In 1997, he passed an examination for members of supervisory boards of the companies of the State Treasury. Since 2003, a member of the Supervisory Board of MPK Poznań Sp. z o.o. He took part in many trainings, internships and conferences devoted to environmental protection, environmental protection investment financing, the power market and renewable sources of energy. Since 1988, he has conducted his own business activity, individual and as a stockholder and shareholder in commercial-law companies. He has participated in investment projects as a member of administrative and supervisory authorities, in commercial, real estate, mining and chemical sectors. In 1998-2010, a member of the authorities of the Wielkopolskie Association of Commerce and Services. A member of the Financial Council and an advisor to the Rector of the Higher School of Commerce and Services in Poznań. In 2008 - 2010, at GK Enea – an advisor to the Management Board for renewable sources of energy and the President of the Management Board of BHU S.A. (the Enea Group). Currently, the President of the Management Board of Stomil-Poznań S.A. Mr Sławomir Stelmasiak declares that he is not a partner in any competitive partnership and he is not a member of authorities in other legal entities which are competitive to the company, and he does not perform any other activity apart from the activity indicated above. He is also not entered in the Register of Insolvent Debtors kept under the Law of 20 August 1997 on the National Court Register (Journal of Laws of 2007, No. 168, item 1186).
Legal basis: § 5 section 1 point 22) and § 28 of the of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information delivered by issuers of securities and on conditions of recognition of information required under non-member state law regulations as equivalent.
Signatures of the Company’s Representatives : Dariusz Krawczyk – President of the Management Board
