In accordance with §17 of the Statute, the Supervisory Board consists of 5 to 7 members. Members of the Supervisory Board are appointed and dismissed by the General Meeting. Members of the Supervisory Board are appointed for a joint, three-year term. Detailed competences and duties of the members of the Supervisory Board were presented in the Articles of Association of the Company and the Regulations of the Supervisory Board.
|Full name||Role at the Supervisory Board||Beginning of the current term||End of the current term|
|1||Wiesław Rozłucki||Chairman of the Supervisory Board||16 April 2018||2020|
|2||Bartosz Wojciechowski||Deputy Chairman of the Supervisory Board||30 June 2017||2020|
|3||Piotr Lembas||Supervisory Board Member||28 May 2018||2020|
|4||Konrad Pankiewicz||Supervisory Board Member||30 June 2017||2020|
|5||Sebastian Młodziński||Supervisory Board Member||1 December 2017||2020|
DR. WIESŁAW ROZŁUCKI
CHAIRMAN OF THE SUPERVISORY BOARD
Meets the independence criterion *
Year of birth: 1948
A graduate of the Foreign Trade Department of the Central School of Planning and Statistics (now the Warsaw School of Economics); holder of a British Council scholarship at the London School of Economics; obtained a PhD degree in economic geography from the Polish Academy of Sciences (PAN).
In 1973–1990, a researcher at the Institute of Geography and Spatial Management of the Polish Academy of Sciences. He was also the Secretary of the Polish Committee of the International Geographical Union. Since 1990, he dealt with ownership transformations – first as an advisor to the Minister of Finance, and then as Head of the Capital Market Development Department at the Ministry of Privatisation. In 1991–1994, a member of the Securities Commission. In the 1990s, he was a member of the Economic Development Council of President of Poland.
From 1991 to 2006, President of the Management Board of the Warsaw Stock Exchange (Giełda Papierów Wartościowych S.A.) and Chairman of the Supervisory Board of the Central Securities Depository of Poland (Krajowy Depozyt Papierów Wartościowych) and the Depository for Securities S.A. He was a member of the World Federation of Exchanges (WFE) and the Federation of European Securities Exchanges (FESE) as well as a member of the Market Participants Consultative Panel of the Committee of European Securities Regulators (CESR) and Chairman of the Jury of the Economic Award of the President of Poland.
Currently, he is the chairman of the supervisory boards of Bank BPH S.A. and Internet Media Services S.A. and a member of the supervisory boards of Orange Polska and Towarzystwo Ubezpieczeń na Życie Cardif Polska S.A. He holds the function of the CEO of the Polish Institute of Directors Foundation and of the Programme Board of Harvard Business Review Polska. He also carries on his own consulting business. He was awarded the Commander’s Cross with Star of the Order of Polonia Restituta and the French L’Ordre National du Merite.
Dr. Bartosz Wojciechowski
DEPUTY CHAIRMAN OF THE SUPERVISORY BOARD
Year of birth: 1980
Obtained a degree in law and psychology from the University of Silesia in Katowice. He also completed post-graduate studies in intellectual property law at the Jagiellonian University in Kraków. In 2018, he started a patent attorney apprenticeship.
A solicitor, researcher and academic. Bartosz Wojciechowski runs his own law firm: BWW Kancelaria Adwokacka. For more than 10 years, he has been providing legal services to individual entrepreneurs, partnerships and companies from the commercial, industrial, IT, cosmetics and publishing industries.
In the past, he was a member and chairman of the supervisory board of Kubara Investment House S.A.; in March 2015, he was appointed chairman of the supervisory board of Kubar Lamina S.A. with its registered office in Piaseczno.
He has never been a partner, shareholder or member of governing bodies of any companies that have capital links with the Issuer or that provide any goods or services to the Issuer. He has never provided any goods or services to the Issuer.
SUPERVISORY BOARD MEMBER
Meets the independence criterion *
Year of birth: 1989
Holder of a BA degree in Finance and Accounting at the Faculty of Management, Computer Science and Finance of the University of Economics in Wrocław. Then he earned a degree in Master Studies in Finance, a CFA affiliate programme. He holds the Chartered Financial Analyst (CFA) certificate (no. 200403).
Since 2017, he has been the managing partner at P&V sp. z o.o. sp.k., a consulting firm that provides transaction advice. He is responsible for conducting consultancy projects relating to the acquisition of finance for companies at an early stage of development. In addition, he is a co-founder and CEO of RacoCars sp. o.o. (trading as Indigo Tech brand), an entity operating in the electric vehicle charging infrastructure sector, offering a comprehensive range of products and services for commercial properties.
Earlier, in 2013–2015, Piotr Lembas worked with EY Corporate Finance as a senior consultant and as a senior financial analyst at Adiuvo Investments (2015–2017) with a responsibility for company valuations and financial modelling.
Mr Piotr Lembas does not pursue any business activity outside the Issuer that would be of major significance to the Company’s business.
SUPERVISORY BOARD MEMBER
Year of birth: 1977
Graduated from the University of Economics in Wrocław. For 16 years, he has been professionally active in the sales and marketing sector. Co-founder of Grupa SMT SA, a listed company (formerly Grupa ADV), where he served as CEO for 15 years with a responsibility for development and strategy.
He has 10 years’ experience in the capital market. He was personally responsible for the debut of Adv.pl SA in the NewConnect market (2007) and the company’s transfer to the Warsaw Stock Exchange as Grupa ADV SA (2011). He was also instrumental to the IPO of ISMT Software SA (2010) and Codemedia SA (2011). He completed the sale of LemonSky (an interactive agency) to an international advertising corporation (WPP) and of SMT Software Services to Enterprise Investors (PLN 169 million).
Konrad Pankiewicz is the CEO and the sole shareholder of Leonarto Sp. z o.o., which holds shares of the Issuer representing 17.58% of its share capital and 17.58% of votes at the General Meeting.
SUPERVISORY BOARD MEMBER
Year of birth: 1975
Holds a degree in Economics from the University of Economics in Wroclaw.
A co-founder of XTPL SA.
In 1998–2002, he worked with Optimus SA as Products Director, Development Director and Managing Director. Since 2001, he has been a businessman, a founder of Young Consulting. In 2004, he became a partner in BRE Bank SA (now Mbank SA).
In 2006, he set up Symetria, an advertising agency (now Star&Ring). In 2014, he founded and became a shareholder in Techlabox Sp. z o.o., a company operating in the new technologies (R&D) sector. In 2015–2017, he served as CEO of XTPL Sp. z o.o. He is a co-founder of the Europa+ Foundation. A member of the Supervisory Board of the TED foundation.
Mr Sebastian Młodziński does not pursue any business activity outside the Issuer that would be of major significance to the Company’s business. Sebastian Młodziński runs a sole proprietorship trading as Star&Ring Sebastian Młodziński.
Conflict of interests and connections
There are no actual or potential conflicts of interest relating to any member of the Management Board or the Supervisory Board between their personal interests and their obligations towards the Company, including with respect to performance of any functions they hold at other economic operators whose business is in competition against the Company.
The President of the Management Board, Filip Granek, is the cousin of the Vice-Chairman of the Supervisory Board, Mr. Bartosz Wojciechowski, and the husband of Agnieszka Młodzińska-Granek, sister of Mr. Sebastian Młodziński, Member of the Supervisory Board.
There are no other family connections between Members of the Management Board or Members of the Supervisory Board and between Members of the Management Board and Members of the Supervisory Board.
* In accordance with the detailed rules II.Z.6 and II.Z.4 of the Code of Best Practice for WSE Listed Companies. The list of rules followed by the Issuer can be found HERE