On September 9, 2016, the Act of June 9, 2016 on the principles of determining the amount of remuneration for persons managing certain companies – so called new Public Sector Salary Cap Act – came into force.
The new Public Sector Salary Cap Act determines, inter alia, principles for determining remuneration in companies with a stake of the State Treasury (for example PGE), in particular determines the way in which the remuneration of the members of the Management Board and Supervisory Board is set (rules for determining remuneration of the Management Board and Supervisory Board are adopted by the General Meeting and the Supervisory Board adopts resolutions on specific conditions of the management board remuneration).The act also determines select provisions of management services agreements executed with management board members. On December 14, 2016, the Company’s Extraordinary General Meeting, convened at the request of the Minister of Energy representing the State Treasury, adopted resolution 4 on determining the rules for remuneration for members of the Management Board of PGE S.A., subsequently changed through resolution 37 of the Company’s Ordinary General Meeting of June 27, 2017. According to this resolution, remuneration for Management Board members consists of a fixed component in the form of a monthly base salary, and a variable component constituting supplementary pay for the Company’s financial year, depended on progress in achieving management objectives.
In accordance with the Act of October 16, 2019 amending the Act on public offering, conditions governing the introduction of financial instruments to an organized trading system and public companies, as well as certain other acts, on June 26, 2020 the Ordinary General Meeting adopted resolution no. 9 on the adoption of “The Remuneration Policy for Members of the Management Board and the Supervisory Board of PGE Polska Grupa Energetyczna S.A.”. The adopted Remuneration Policy maintains the solutions adopted in resolution no. 37 of the Ordinary General Meeting of June 27, 2017 and providing for the division of remuneration of members of the Management Board into a fixed part constituting the basic monthly remuneration and a variable part depending on the achievement of management objectives for a given year, as well as additional cash or non-cash benefits.