4. Composition of the Group - list of subsidiaries and jointly controlled entities

1 – A indirect subsidiary held through shares in Enea Wytwarzanie Sp. z o.o. 

On 29 November 2016, the Extraordinary Meeting of Shareholders of Przedsiębiorstwo Energetyki Cieplnej w Obornikach spółka z ograniczoną odpowiedzialnością decided to increase the share capital of the company by PLN 1 400 thousand by creating 2 800 shares of nominal value of PLN 500 each. All the new shares in the share capital of the company were offered for acquisition to Enea Wytwarzanie sp. z o.o., which shall pay them up in cash; the amount was paid on 2 December 2016. The entry into the National Court Register (Krajowy Rejestr Sądowy) was made on 21 December 2016.

On 17 September 2015, by Resolution no. 547/2015 adopted by the Management Board of Enea Wytwarzanie Sp. z o.o., a project titled “Purchase of employee shares of MPEC sp. z o.o. in Białystok” was launched. On 17 November 2015, by Resolution no. 661/2015, powers of attorney were granted in terms of concluding of the preliminary contracts and final contracts. The number of shares available for purchase is 75 thousand. The concluding of the Preliminary Contracts was planned for the period between 7 December 2015 and 27 January 2016. The Final Contracts shall be concluded after 16 September 2016. By the end of December 2015, Preliminary Contracts on Sale of shares worth in total PLN 747 thousand were concluded. In 2016, Enea Wytwarzanie sp. z o.o. purchased 67 209 shares of MPEC sp. z o.o. in Białystok for the amount of PLN 7 688 thousand, and as at the end of the year it owns 91.02% of shares in share capital.

2 – an indirect subsidiary held through shares in Lubelski Węgiel BOGDANKA S.A.

3 – an indirect subsidiary held through shares in Enea Operator Sp. z o.o.

4 – on 16 June 2016 Extraordinary Shareholder’s Meeting of Enea Oświetlenie Sp z o.o changed the company’s Deed by

changing the company’s address to Szczecin 71-080, Ku Słońcu 34. The change of Deed was registered in the National Court

Register on 6 July 2016.

5 – On 30 March 2015, the Extraordinary General Meeting of Shareholders of the company adopted a resolution concerning the dissolution of the company, after conducting a liquidation proceeding. The resolution entered into force on 1 April 2015. An application for removing the company from the register was submitted to the National Court Register on 5 November 2015.

6 – On 5 September 2016, an agreement concerning the sales of shares in Szpital Uzdrowiskowy ENERGETYK Sp. z o.o. was concluded, on 2 December 2016 there has been a transfer of company’s shares to the investor.

7 – the company that is an indirect subsidiary held througt shares in Enea Operator Sp. z o.o. The company was established on 18 September 2015. 95% of shares were acquired by Enea Operator Sp. z o.o., 5% of shares were acquired by Enea Pomiary Sp. z o.o., on 10 November 2015 Enea Operator Sp. z o.o. purchased from Enea Pomiary Sp. z o.o. 1 share of Centralny System Wymiany Informacji Sp. z o.o. (CSWI), which resulted in Enea Operator sp. z o.o. becoming owner of 100% shares in CSWI.

On 9 December 2015, an agreement concerning the sales of shares was concluded by and between Enea Operator Sp. z o.o. and 4 distribution companies (RWE STOEN, ENERGA – OPERATOR, PGE Dystrybucja, Tauron Dystrybucja). As a result of the transaction, the entities will own 20% shares in the share capital each. The transfer of shares will proceed after obtaining consent from the President of the Office for Consumer and Competition Protection 

On 23 June 2016, annex 1 to the aforementioned shares disposal agreement was concluded. Pursuant to the amended contractual provisions, the transfer of ownership rights to the shares would be performed on 31 December 2016 at the earliest.

On 8 December 2016, annex 2 to the aforementioned shares disposal agreement was concluded. Pursuant to the amended contractual provisions, the transfer of ownership rights to the shares would be performed on 30 June 2017 at the earliest.

8 – On 19 October 2016, PGE Polska Grupa Energetyczna, ENERGA, Enea and Tauron Polska Energia appointed ElectroMobility Poland. The activity of the new company is to contribute to the development of an electric mobility system in Poland. On 7 December 2016, the company was registered in the National Court Register.