DECLARATION OF A CANDIDATE FOR AN INDEPENDENT MEMBER
OF THE SUPERVISORY BOARD OF THE COMPANY
WARSAW STOCK EXCHANGE
I, the undersigned, Jacek Lewandowski, candidate for an independent member of the
Supervisory Board of the company Warsaw Stock Exchange with its registered office in
Warsaw, ul. Książęca 4 (“Company”), hereby declare that I agree to stand for election as a
member of the Supervisory Board of the Company.
Furthermore, I declare that I have the full capacity to perform acts in law, I have not been
penalised for intentional crime or tax crime, no criminal or tax procedure is pending against
me, and no circumstances as defined in applicable legal provisions arise that would prevent
my election or performance as a member of the Supervisory Board of the Company, in
particular those laid down in Article 387 of the Commercial Companies Code of 15
September 2000 (Journal of Laws No. 94, item 1037, as amended).
Furthermore, I declare as follows:
a)
I am not a member of the Management Board or a proxy of the Company, its
subsidiary or affiliate within the meaning of the provisions of the Accountancy Act of
29 September 1994 (consolidated text: Journal of Laws 2009, No. 152, item 1223, as
amended) and I have not held such position within five years prior to the date of
election as a member of the Supervisory Board of the Company;
b)
I am not and have not been within three years prior to the date of election as a member
of the Supervisory Board of the Company an employee of the Company, its subsidiary
or affiliate;
c)
I did not receive and do not receive from the Company or its affiliate any fee other
than as a member of the Supervisory Board of the Company, and I am not entitled to
participate in an employee option scheme or any other performance award scheme;
d)
I am not a shareholder of the Company and I do not represent a shareholder or
shareholders holding shares giving 5% of more of the total vote at the General
Meeting of the Company, and I do not have any actual material relations with a
shareholder or shareholders holding such right;
e)
I do not have and have not had within one year prior to the date of election as a
member of the Supervisory Board of the Company material commercial relations with
the Company or its affiliate, directly or indirectly, as a partner, shareholder, member
of the management board, proxy or employee in a senior management position of an
entity which has such relations with the Company or its affiliate. For the purpose of
this paragraph, material commercial relations are understood as transactions whose
value is greater than 5% (five percent) of the Company’s revenue in the last financial
year;
f)
I am not and have not been within three years prior to the date of election as a member
of the Supervisory Board of the Company a partner or employee of the current or
former auditor of the Company or its affiliate;
g)
I am not a member of the management board or a proxy in another company where a
member of the Management Board or a proxy of the Company is a member of the
supervisory board;
h)
I have not served in the position of a member of the Supervisory Board of the
Company for more than three terms of office;
i)
I am not a close family member1 of a member of the Management Board, a proxy of
the Company or persons described in points (a)-(h) above.
I declare that have no interest in a competitive company as a partner in a civil company or
partnership or as a member of an authority of a joint stock company or in any other
competitive legal entity as a member of its authority.
I declare that I am not entered in the Register of Insolvent Debtors maintained under the Act
on the National Court Register of 20 August 1997 (Journal of Laws of 2007, No. 168, item
1186, as amended).
I agree to notify the Company immediately in writing of change of any circumstances to the
extent of the declarations referred to above.
I give my consent for the processing of my personal data and for the presentation of my image
and professional CV to the shareholders and investors of the Company on the website of the
Company.
Warsaw, 18 June 2014
/-/
Jacek Lewandowski
1
a close family member is understood as a relative up to the second degree of affinity of
consanguinity or a person in actual cohabitation or in a shared household