1.3 Composition of the PGE Capital Group

During the reporting period, the PGE Capital Group consisted of the following direct and indirect subsidiaries subject to consolidation:

The above table includes, among others, the following changes in the structure of the PGE Group companies subject to full consolidation that took place during the period ended December 31, 2020:

• On January 2, 2020 the National Court Register registered the division of PGE EC S.A. under which an organised part of the enterprise of PGE EC S.A., i.e. the Rybnik power plant, was transferred to PGE GiEK S.A. The transaction had no impact on these consolidated financial statements.
• On May 29, 2020 PGE GiEK S.A. purchased a 14.62% shares in EPORE sp. z o.o. and became the sole shareholder of the company. The ownership title to the shares was transferred to PGE GiEK S.A. on June 18, 2020. As a result of the transaction, the Group’s equity decreased by PLN 11 million, including capital attributable to non-controlling interests decreased by PLN 5 million.
• On October 14, 2019 the Extraordinary General Meeting of PIMERGE S.A. adopted a resolution to increase the share capital of the company. As a result of the capital increase, the shareholding of PGE CG increased from 42.37% to 89.87% and PIMERGE S.A. became an entity subject to consolidation. The registration of the company’s capital increase and consolidation took place on July 1, 2020. As a result of the settlement of the acquisition, PGE CG recognised goodwill in the amount of PLN 2 million.
• On July 30, 2020 PGE EO S.A. acquired 100% shares in ECO-POWER sp. z o.o. The ownership title to the shares was transferred to PGE EO S.A. on July 31, 2020.
• On August 17, 2020, the Meeting of Investors of FIZAN Eko-Inwestycje passed a resolution to dissolve the Fund. The liquidation of FIZAN Eko-Inwestycje was carried out and on November 23, 2020 it was deleted from the Register of Investment Funds.
• On September 24, 2020, PGE S.A. established 4 single-member limited liability companies PGE Baltica 1 to 4. In November 2020, all four companies were registered in the National Court Register.
• On December 18, 2020 PGE EC purchased a 49.02% shares in PEC Zgierz sp. z o.o. and became the sole shareholder of the company. As a result of the transaction, the Group’s equity decreased by PLN 8 million, including capital attributable to non-controlling interests decreased by PLN 8 million.
• On December 17, 2020, PGE S.A. established the company Elektrownia Wiatrowa Baltica 6 sp. z o.o. On February 25, 2021 the company was registered in the National Court Register.

On October 1, 2020 a letter of intent was signed regarding the purchase by the State Treasury all shares in PGE EJ1 sp. z o.o. In the Company’s opinion, as at December 31, 2020, the criteria under IFRS 5 Non-current assets held for sale and discontinued operations necessary to classify the company as assets held for sale were not met. Revenue of EJ1 sp. z o.o. for 2020 amounted to PLN 2 million, while costs equalled to PLN 30 million. As at December 31, 2020 total assets equalled PLN 564 million and liabilities PLN 33 million.