NOTICE
of the Annual General Meeting of Grupa Azoty
S.A.

Acting pursuant to Art. 399.1 in conjunction with Art. 402[1] and Art. 402[2] of the Commercial Companies Code, the Management Board of Grupa Azoty S.A. of Tarnów (the “Company”), entered in the Business Register of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid in full), hereby convenes an

Annual General Meeting of Grupa Azoty S.A. to be held
at 10.00 am on June 30th 2021 at the Company’s registered office: ul. Kwiatkowskiego 8,
Tarnów, conference room 57/58, 1st floor.

The total number of Grupa Azoty shares is 99,195,484. As at June 30th 2021, the number of votes attached to these shares is 99,195,484.

Agenda:

1. Opening of the Meeting.
2. Appointment of the Chair of the Meeting.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Consideration and, if thought fit, passing a resolution to abolish the secrecy of voting on the election of committees to be appointed by the Annual General Meeting.
6. Appointment of a Ballot Counting Committee for the Annual General Meeting.
7. Review of the Supervisory Board’s reports:
   a) Report of the Supervisory Board of Grupa Azoty S.A. on assessment of the following statements and reports for 2020: Separate financial statements of Grupa Azoty S.A., consolidated financial statements of the Grupa Azoty Group, the Directors’ Report on the operations of Grupa Azoty S.A. and the Grupa Azoty Group, consolidated report on payments to governments of the Grupa Azoty Group, non-financial report of the Grupa Azoty Group, and the Management Board’s proposal on the allocation of net profit for 2020.
   b) Report of the Supervisory Board of Grupa Azoty S.A. on its activities in 2020.
8. Receipt of the separate financial statements of Grupa Azoty S.A. for the 12 months ended December 31st 2020.
9. Receipt of the consolidated financial statements of the Grupa Azoty Group for the 12 months ended December 31st 2020.
10. Receipt of the Directors’ Report on Grupa Azoty S.A.’s and the Grupa Azoty Group’s operations in the 12 months ended December 31st 2020.
11. Receipt of the Grupa Azoty Group’s consolidated report on payments to governments in 2020.
12. Receipt of the non-financial report of the Grupa Azoty Group for the 12 months ended December 31st 2020.
13. Consideration and, if thought fit, passing a resolution to allocate Grupa Azoty S.A.’s net profit for the financial year 2020.
14. Consideration and, if thought fit, passing resolutions to grant discharge from liability for Members of the Management Board in respect of 2020.
15. Consideration and, if thought fit, passing resolutions to grant discharge from liability for Members of the Supervisory Board in respect of 2020.
16. Consideration and, if thought fit, passing a resolution to provide an opinion on the report of the Grupa Azoty S.A Supervisory Board on remuneration of members of the Management Board and Supervisory Board for 2019–2020.
17. Resolution to amend the Articles of Association of Grupa Azoty S.A.
18. Consideration and, if thought fit, passing a resolution to amend the Remuneration Policy for members of the Management Board and Supervisory Board of Grupa Azoty S.A.
19. Current information for the Shareholders.
20. Closing of the Meeting.

Right to attend the Annual General Meeting

Pursuant to Art. 406[1].1 of the Commercial Companies Code, the right to attend the Meeting is vested in persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at June 14th 2021 (the record date).

Pledgees and usufructuaries holding voting rights may attend the Annual General Meeting provided that the establishment of limited property rights for their benefit is registered in the securities account as at the record date.

To be able to attend the Annual General Meeting, holders of rights attached to shares in the Company as well as pledgees or usufructuaries holding voting rights should submit, with the entity keeping their securities account, a request to be issued a personal certificate confirming their right to attend the Annual General Meeting. The request should be submitted on or after the publication of the notice of the Annual General Meeting, i.e. on or after June 2nd 2021, and no later than on the first weekday following the record date, i.e. June 15th 2021. Personal certificates confirming the right to attend the Annual General Meeting will serve as the basis for preparation of records submitted to the entity operating the securities depository.

The list of shareholders entitled to attend the Annual General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the Annual General Meeting, i.e. on June 25th, 28th and 29th 2021, from 8:00 am to 4:00 pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to attend the Annual General Meeting through a proxy

Shareholders may attend the Company’s Annual General Meeting and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons.

A proxy may exercise all the shareholder's rights at the Annual General Meeting, unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to attend the Annual General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, a form of electronic power of proxy is made available by the Company for downloading from https://tarnow.grupaazoty.com/. The grant of a power of proxy in electronic form must be notified to the Company by means of electronic communication. Along with a notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33¹ of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33¹ of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not need to be signed with a qualified electronic signature.

The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.

It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Annual General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Annual General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Annual General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Annual General Meeting, that is by June 9th 2021. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Annual General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address:  Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

During the Annual General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Shareholders’ right to ask questions concerning matters placed on the agenda of the general meeting

During the Annual General Meeting, each shareholder has the right to ask questions concerning the matters placed on the agenda of the Annual General Meeting.

Electronic communications

The Company’s Management Board does not provide for the possibility of attending the General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or by means of electronic communication.

Access to documents

The documents to be presented to the Annual General Meeting, including draft resolutions, will be available at the Company's registered office and on the Company's website at https://tarnow.grupaazoty.com/relacje-inwestorskie/walne-zgromadzenia from the date of the notice of the Annual General Meeting.

Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Any additional materials from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the Annual General Meeting or matters to be placed on the agenda before the date of the Annual General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available on the Company’s website at https://tarnow.grupaazoty.com/ , in the Investor Relations/General Meeting of Shareholders section (i.e. at https://tarnow.grupaazoty.com/relacje-inwestorskie/walne-zgromadzenia).

Legal basis: Section 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Management Board of
Grupa Azoty Spółka Akcyjna

INFORMATION ON PERSONAL DATA PROTECTION
IN CONNECTION WITH THE CONVENING OF THE GENERAL MEETING OF
GRUPA AZOTY S.A.

Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Annual General Meeting (the “AGM”) the Company will process the personal data of its shareholders, their proxies authorised to vote, and other persons authorised to exercise voting rights at the AGM (jointly referred to as the “Shareholders” or “you”).

Therefore, the Company states that:

a. the controller of the personal data collected is Grupa Azoty S.A. of Tarnów; you can contact the Company by writing to the email address ##ipgcdl#at#vgjeppodin.rdb## or postal address Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland;

b. For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: ##xds.ipgcdl#at#vgjeppodin.rdb## or by post: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland

c. the data will be processed to enable the Company to comply with the requirements of the Commercial Companies Code applicable to it as a public company in connection with the convening of the AGM¹, to enable the Shareholders to exercise their rights with respect to the Company, and establish relevant facts for the purpose of enforcement of the Company's claims, if any, or defence against claims;

d. The Company processes: (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as the number, type and serial numbers of shares and number of voting rights conferred by such shares, and (iv) where Shareholders contact the Company via email – their email address;

e. Shareholders' personal data may be collected by the Company from entities operating the depository for securities, as well as from other Shareholders (data included in powers of proxy);

f. The legal basis for the processing of your personal data by the Company is:

• Article 6.1(c) of GDPR – the processing is required to comply with the legal obligations of the Controller: (i) obligation under the Commercial Companies Code regarding preparation and storage of lists of shareholders and lists of attendance at the AGM, (ii) obligation to enable the shareholders to vote through a proxy and to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);
• Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) enforcement of or defence of any legal claims;

g. Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;

h. personal data included in the lists of shareholders, lists of attendance and powers of proxy is stored for the duration of the Company, and afterwards may be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email communication is stored for a period allowing the Company to demonstrate its compliance with the applicable requirements under the Commercial Companies Code and until any potential claims of or against the Company become time barred;

i. Where data is provided directly to the Company, provision of data is required by the Commercial Companies Code and in order to enable verification of the Shareholder's identity, and failure to do so results in the Shareholder’s inability to participate in the AGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;

j. You have the right to request access to your personal data and to demand its rectification, erasure or restriction of its processing, right to object to processing of the data, as well as the right to data portability; You should bear in mind that these rights are not absolute and there are certain exceptions as to when they may be exercised provided for in the applicable laws and regulations;

k. You may lodge a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

1 In particular, Art. 401, 407, 410 and 412 of the Commercial Companies Code.

Notice of Extraordinary General Meeting of Grupa Azoty

Acting pursuant to Art. 399.1 and Art. 400.1 in conjunction with Art. 402¹ and Art. 402² of the Commercial Companies Code, the Management Board of Grupa Azoty S.A. of Tarnów (the “Company”), entered in the Register of Businesses of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid up in full), hereby convenes an

Extraordinary General Meeting of Grupa Azoty S.A.

to be held

on January 8th 2021, at 12:00 pm (noon), at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, in conference room 57/58, 1st floor.

The total number of Grupa Azoty shares is 99,195,484. As at January 8th 2021, the number of votes attached to these shares is 99,195,484.

The Extraordinary General Meeting is being convened at the request of the State Treasury, being a shareholder representing at least one-twentieth of the Company’s share capital, submitted on December 9th 2020 (under Art. 400.1 of the Commercial Companies Code and Art. 42.1.4) of the Company's Articles of Association). The requesting shareholder has also proposed that the following items be placed on the agenda of the General Meeting:

1. Passing resolutions to change the composition of the Grupa Azoty S.A. Supervisory Board
2. Passing a resolution to appoint the Chairperson of the Grupa Azoty S.A. Supervisory Board of the 11th term of office

Agenda:

1. Opening of the Meeting.
2. Appointment of the Chairperson of the Meeting.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Resolution to abolish the secrecy of voting on the election of committees to be appointed by the Extraordinary General Meeting.
6. Appointment of a Ballot Counting Committee for the Extraordinary General Meeting.
7. Passing resolutions to change the composition of the Grupa Azoty S.A. Supervisory Board
8. Passing a resolution to appoint the Chairperson of the Grupa Azoty S.A. Supervisory Board of the 11th term of office
9. Current information for the Shareholders.
10. Closing of the Meeting.

Right to participate in the General Meeting

Pursuant to Art. 406[1].1 of the Commercial Companies Code, the right to participate in the Meeting is vested in persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at December 23rd 2020 (the record date).

To be able to attend the Extraordinary General Meeting, holders of rights attached to book-entry bearer shares should submit, with the entity keeping their securities account, a request to be issued a personal certificate confirming their right to attend the Extraordinary General Meeting. The request should be submitted on or after the publication of the notice of the Extraordinary General Meeting, i.e. on or after December 11th 2020,and no later than on the first weekday following the record date, i.e. December 24th 2020. Personal certificates confirming the right to participate in the Extraordinary General Meeting will serve as the basis for preparation of records submitted to the entity operating the securities depository in accordance with the Act on Trading in Financial Instruments.

The list of shareholders entitled to attend the Extraordinary General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the Extraordinary General Meeting, i.e. on January 4th, 5th and 7th 2021, from 8:00 am to 4:00 pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the Extraordinary General Meeting through a proxy

Shareholders may participate in the Extraordinary General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons.

A proxy may exercise all the rights of a shareholder at the Extraordinary General Meeting unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to participate in the Extraordinary General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, the Company will make a form of electronic power of proxy available for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company by means of electronic communication. Along with a notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33¹ of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33¹ of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent in to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not need to be signed with a qualified electronic signature.

The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.

It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Extraordinary General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Extraordinary General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Extraordinary General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Extraordinary General Meeting, that is by December 18th 2020. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Extraordinary General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

During the Extraordinary General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Electronic communications

The Management Board of the Company does not provide for the possibility of participating in the Extraordinary General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents

The documents to be presented to the Extraordinary General Meeting, including draft resolutions, will be available at the Company's registered office and on the Company's website at https://tarnow.grupaazoty.com/relacje-inwestorskie/walne-zgromadzenia from the date of convening the Extraordinary General Meeting.

Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Any additional materials from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the Extraordinary General Meeting or matters to be placed on the agenda before the date of the Extraordinary General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available on the Company’s website at www.grupaazoty.com, in the Investor Relations/General Meeting of Shareholders section (i.e. at https://tarnow.grupaazoty.com/relacje-inwestorskie/walne-zgromadzenia).

Legal basis: Par. 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

The Management Board of Grupa Azoty S.A.

INFORMATION ON PERSONAL DATA PROTECTION
IN CONNECTION WITH THE CONVENING OF THE GENERAL MEETING OF
GRUPA AZOTY S.A.

Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Extraordinary General Meeting (the “EGM”) the Company will process the personal data of the Company shareholders, their proxies authorised to vote and other persons authorised to exercise voting rights at the EGM (jointly referred to as the “Shareholders” or “you”).

Therefore, the Company states that:

a) the controller of the personal data collected is Grupa Azoty S.A. of Tarnów; You can contact the Company by writing to the email address ##ipgcdl#at#vgjeppodin.rdb## or postal address: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland;

b) For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: ##xds.ipgcdl#at#vgjeppodin.rdb## or by post: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland

c) The data will be processed for the following purposes: compliance by the Company with its legal obligations under the Commercial Companies Code, imposed on it as a public company in connection with the convening of the EGM[1], allowing the Shareholders to exercise their rights in relation to the Company, as well as establishment, exercise or defence of any legal claims by the Company;

d) The Company processes: (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as the number, type and serial numbers of shares and number of voting rights conferred by such shares, and (iv) where Shareholders contact the Company via email – their email address;

e) Shareholders’ personal data may be collected by the Company from entities operating the securities depository, as well as from other Shareholders – with respect to the data included in powers of proxy;

f) The legal basis for the processing of your personal data by the Company is:

• Article 6.1(c) of GDPR – the processing is required to comply with the legal obligations of the Controller: (i) obligation under the Commercial Companies Code regarding preparation and storage of lists of shareholders and lists of attendance at the EGM, (ii) obligation to enable the shareholders to vote through a proxy and to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);
• Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) enforcement of or defence of any legal claims;

g) Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;

h) Personal data included in the lists of shareholders, attendance lists and powers of attorney/proxy is stored for the period of the Company's existence, and may afterwards be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email contact is stored for a period allowing the Company to demonstrate its compliance with obligations imposed by the Commercial Companies Code and for a period of prescription of any potential claims of or against the Company;

i) Where data is provided directly to the Company, provision of data is required by the Commercial Companies Code and in order to enable verification of the Shareholder's identity, and failure to do so results in the Shareholder’s inability to participate in the EGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;

j) You have the right to request access to your personal data and to demand its rectification, erasure or restriction of its processing, right to object to processing of the data, as well as the right to data portability; You should bear in mind that these rights are not absolute and there are certain exceptions as to when they may be exercised provided for in the applicable laws and regulations;

k) You may lodge a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

[1]In particular, Art. 401, 407, 410 and 412 of the Commercial Companies Code.

NOTICE
of Extraordinary General Meeting
of Grupa Azoty S.A.

Acting pursuant to Art. 399.1 in conjunction with Art. 402[1] and Art. 402[2] of the Commercial Companies Code, the Management Board of Grupa Azoty S.A. of Tarnów (the “Company”), entered in the Business Register of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid in full), hereby convenes an

Extraordinary General Meeting of Grupa Azoty S.A.
to be held
at 12.00 noon on August 20th 2020 at the Company’s registered office:
ul. Kwiatkowskiego 8, Tarnów, conference room 57/58, 1st floor.

The total number of Grupa Azoty shares is 99,195,484. As at August 20th 2020, the number of votes attached to these shares is 99,195,484.

Agenda:

1. Opening of the Meeting.
2. Appointment of the Chairperson of the Meeting.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Resolution to abolish the secrecy of voting on the election of committees to be appointed by the Extraordinary General Meeting.
6. Appointment of a Ballot Counting Committee for the Extraordinary General Meeting.
7. Resolution to adopt the ‘Remuneration Policy for members of the Management Board and Supervisory Board of Grupa Azoty S.A.’
8. Resolution to grant consent for legal transactions which could result in disposal of the Company’s non-current assets with a market value exceeding 5% of the Company’s total assets, as provided for in the assumptions for the Share Pledge Agreement and the Assignment Agreement. 
9. Current information for the Shareholders.
10. Closing of the Meeting.

Right to participate in the General Meeting
Pursuant to Art. 406[1].1 of the Commercial Companies Code, the right to attend the Extraordinary General Meeting is vested in persons who are Company shareholders sixteen days prior to the date of the Extraordinary General Meeting, i.e. as at August 4th 2020 (the record date).

To be able to attend the Extraordinary General Meeting, holders of rights attached to book-entry bearer shares should submit, with the entity keeping their securities account, a request to be issued a personal certificate confirming their right to attend the Extraordinary General Meeting. The request should be submitted on or after the publication of the notice of the Extraordinary General Meeting, i.e. on or after July 24th 2020,and no later than on the first weekday following the record date, i.e. August 5th 2020. Personal certificates confirming the right to participate in the Extraordinary General Meeting will serve as the basis for preparation of records submitted to the entity operating the securities depository in accordance with the Act on Trading in Financial Instruments.

The list of shareholders entitled to attend the Extraordinary General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the Extraordinary General Meeting, i.e. on August 17th, 18th and 19th 2020, from 8:00 am to 4:00 pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the Extraordinary General Meeting through a proxy
Shareholders may participate in the Extraordinary General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons.

A proxy may exercise all the rights of a shareholder at the Extraordinary General Meeting unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to participate in the Extraordinary General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, a form of electronic power of proxy is made available by the Company for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company by means of electronic communication. Along with a notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33[1]of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33[1]of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps to identify the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not need to be signed with a qualified electronic signature.

The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.

It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Extraordinary General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Extraordinary General Meeting
A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Extraordinary General Meeting. Any such request, together with a statement of grounds or a draft resolution on the proposed agenda item, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Extraordinary General Meeting, that is by July 30th 2020. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions
A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Extraordinary General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

During the Extraordinary General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Electronic communications
The Management Board of the Company does not provide for the possibility of participating in the Extraordinary General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents
The documents to be presented to the Extraordinary General Meeting, including draft resolutions, will be available at the Company's registered office and on the Company's website at https://tarnow.grupaazoty.com/relacje-inwestorskie/walne-zgromadzenia from the date of convening the Extraordinary General Meeting.

Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Any additional materials from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the Extraordinary General Meeting or matters to be placed on the agenda before the date of the Extraordinary General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website
Information concerning the General Meeting is available on the Company’s website at www.grupaazoty.com, in the Investor Relations/General Meeting of Shareholders section (i.e. at https://tarnow.grupaazoty.com/relacje-inwestorskie/walne-zgromadzenia).

Legal basis: Section 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

INFORMATION ON PERSONAL DATA PROTECTION IN CONNECTION WITH THE CONVENING OF THE GENERAL MEETING OF  GRUPA AZOTY S.A.

Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Extraordinary General Meeting (the “EGM”) the Company will process the personal data of the Company shareholders, their proxies authorised to vote and other persons authorised to exercise voting rights at the EGM (jointly referred to as the “Shareholders” or “you”).

Therefore, the Company states that:

a) The controller of the personal data collected is Grupa Azoty S.A. of Tarnów; You can contact the Company by writing to the email address ##ipgcdl#at#vgjeppodin.rdb## or postal address: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland;

b) For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: ##xds.ipgcdl#at#vgjeppodin.rdb## or by post: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland

c) The data will be processed for the following purposes: compliance by the Company with its legal obligations under the Commercial Companies Code, imposed on it as a public company in connection with the convening of the EGM, allowing the Shareholders to exercise their rights in relation to the Company, as well as establishment, exercise or defence of any legal claims by the Company;

d) The Company processes (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as: the number, type and serial numbers of shares and number of voting rights conferred by such shares, and (iv) where Shareholders contact the Company via email – their email address;

e) Shareholders’ personal data may be collected by the Company from entities operating the securities depository, as well as from other Shareholders – with respect to the data included in powers of proxy;

f) The legal basis for the processing of your personal data by the Company is:

• Article 6.1(c) of GDPR – the processing is required to comply with the legal obligations of the Controller: (i) obligation under the Commercial Companies Code regarding preparation and storage of lists of shareholders and lists of attendance at the EGM, (ii) obligation to enable the shareholders to vote through a proxy and to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);
• Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) enforcement of or defence of any legal claims;

g) Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;

h) Personal data included in the lists of shareholders, attendance lists and powers of attorney/proxy is stored for the period of the Company's existence, and may afterwards be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email contact is stored for a period allowing the Company to demonstrate its compliance with obligations imposed by the Commercial Companies Code and for a period of prescription of any potential claims of or against the Company;

i) Where data is provided directly to the Company, provision of data is required by the Commercial Companies Code and in order to enable verification of the Shareholder's identity, and failure to do so results in the Shareholder’s inability to participate in the EGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;

j) You have the right to request access to your personal data and to demand its rectification, erasure or restriction of its processing, right to object to processing of the data, as well as the right to data portability; you should bear in mind that these rights are not absolute and that the applicable laws and regulations provide for certain exceptions as to when they may be exercised;

k) You may lodge a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

NOTICE
of an Annual General Meeting
of Grupa Azoty S.A.

Acting pursuant to Art. 399.1 in conjunction with Art. 402[1] and Art. 402[2] of the Commercial Companies Code, the Management Board of Grupa Azoty S.A. of Tarnów (the “Company”), entered in the Business Register of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid in full), hereby convenes an

Annual General Meeting of Grupa Azoty S.A.
to be held
at 10.00 am on June 29th 2020 at the Company’s registered office:
ul. Kwiatkowskiego 8, Tarnów, conference room 57/58, 1st floor.

The total number of Grupa Azoty shares is 99,195,484. As at June 29th 2020, the number of votes attached to these shares is 99,195,484.

Agenda:

1. Opening of the Meeting.
2. Appointment of the Chairperson of the Meeting.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Consideration and, if thought fit, passing a resolution to abolish the secrecy of voting on the election of committees to be appointed by the Annual General Meeting.
6. Appointment of a Ballot Counting Committee for the Annual General Meeting.
7. Review of the Supervisory Board’s reports:
   a) Report of the Supervisory Board of Grupa Azoty S.A. on assessment of the following statements and reports for 2019: separate financial statements of Grupa Azoty S.A., consolidated financial statements of the Grupa Azoty Group, the Directors’ Report on the operations of Grupa Azoty S.A. and the Grupa Azoty Group, consolidated report on payments to governments of the Grupa Azoty Group, non-financial statement of the Grupa Azoty Group, and the Management Board’s proposal on the allocation of net profit for 2019,
   b) Report of the Supervisory Board of Grupa Azoty S.A. on its activities in 2019.
8. Receipt of the separate financial statements of Grupa Azoty S.A. for the 12 months ended December 31st 2019.
9. Receipt of the consolidated financial statements of the Grupa Azoty Group for the 12 months ended December 31st 2019.
10. Receipt of the Directors’ Report on Grupa Azoty S.A.’s and the Grupa Azoty Group’s operations in the 12 months ended December 31st 2019.
11. Receipt of the Grupa Azoty Group’s consolidated report on payments to governments in 2019.
12. Receipt of the non-financial statement of the Grupa Azoty Group for the 12 months ended December 31st 2019.
13. Consideration and, if thought fit, passing a resolution to allocate Grupa Azoty S.A.’s net profit for the financial year 2019.
14. Consideration and, if thought fit, passing resolutions to grant discharge from liability for Members of the Management Board in respect of 2019.
15. Consideration and, if thought fit, passing resolutions to grant discharge from liability for Members of the Supervisory Board in respect of 2019.
16. Appointment of the Supervisory Board of Grupa Azoty S.A. of the 11th term of office.
17. Appointment of the Chairperson of the Supervisory Board of the 11th term of office.
18. Current information for the Shareholders.
19. Closing of the Meeting.

Right to attend the Annual General Meeting

Pursuant to Art. 406[1].1 of the Commercial Companies Code, the right to attend the Meeting is vested in persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at June 13th 2020 (the record date).

To be able to attend the Annual General Meeting, holders of rights attached to book-entry bearer shares should submit, with the entity keeping their securities account, a request to be issued a personal certificate confirming their right to attend the Annual General Meeting. The request should be submitted on or after the publication of the notice of the Annual General Meeting, i.e. on or after June 2nd 2020,and no later than on the first weekday following the record date, i.e. June 15th 2020. Personal certificates confirming the right to attend the Annual General Meeting will serve as the basis for preparation of records submitted to the entity operating the securities depository in accordance with the Act on Trading in Financial Instruments.

The list of shareholders entitled to attend the Annual General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the Annual General Meeting, i.e. on June 24th, 25th and 26th 2020, from 8:00 am to 4:00 pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to attend the Annual General Meeting through a proxy

Shareholders may attend the Company’s Annual General Meeting and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons. A proxy may exercise all the shareholder's rights at the Annual General Meeting, unless the power of proxy states otherwise.
A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to attend the Annual General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, a form of electronic power of proxy is made available by the Company for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company by means of electronic communication. Along with a notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33[1] of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33[1]of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps to identify the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not need to be signed with a qualified electronic signature.

The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.

It is the shareholder who decides on how a power of proxy will be granted and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons entitled to attend the Company’s Annual General Meeting is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Annual General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Annual General Meeting. Any such request, together with a statement of grounds or a draft resolution on the proposed agenda item, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Annual General Meeting, that is by June 8th 2020. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Annual General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

During the Annual General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Electronic communications

The Company’s Management Board does not provide for the possibility of attending the General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or by means of electronic communication.

Access to documents

The documents to be presented to the Annual General Meeting, including draft resolutions, will be available at the Company's registered office and on the Company's website at http://tarnow.grupaazoty.com/pl/relacje/walne from the date of convening the Annual General Meeting.
Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Any comments from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the Annual General Meeting or matters to be placed on the agenda before the date of the Annual General Meeting will be published on the Company’s website promptly after they are issued.The documents to be presented to the Annual General Meeting, including draft resolutions, will be available at the Company's registered office and on the Company's website at http://tarnow.grupaazoty.com/pl/relacje/walne from the date of convening the Annual General Meeting.
Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Corporate website

Information concerning the General Meeting is available in the Investor Relations/General Meeting of Shareholders section of the Company’s website www.grupaazoty.com.

Legal basis: Section 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Management Board of
Grupa Azoty Spółka Akcyjna

INFORMATION ON PERSONAL DATA PROTECTION
IN CONNECTION WITH THE CONVENING OF THE GENERAL MEETING OF
GRUPA AZOTY S.A.

Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Annual General Meeting (the “AGM”) the Company will process the personal data of its shareholders, their proxies authorised to vote, and other persons authorised to exercise voting rights at the AGM (jointly referred to as the “Shareholders” or “you”).

Therefore, the Company states that:

a) The controller of the personal data collected is Grupa Azoty S.A. of Tarnów; You can contact the Company by writing to the email address ##ipgcdl#at#vgjeppodin.rdb## or postal address: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland;

b) For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: ##xds.ipgcdl#at#vgjeppodin.rdb## or by post: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland

c) The data will be processed for the following purposes: compliance by the Company with its legal obligations under the Commercial Companies Code, imposed on it as a public company in connection with the convening of the AGM[1], enabling the Shareholders to exercise their rights in relation to the Company, as well as establishing facts for the purpose of enforcing of or defending against any legal claims by the Company;

d) The Company processes (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as: the number, type and serial numbers of shares and number of voting rights conferred by such such shares, and (iv) where Shareholders contact the Company via email – their email address;

e) Shareholders’ personal data may be collected by the Company from entities operating the securities depository, as well as from other Shareholders – with respect to the data included in powers of proxy;

f) The legal basis for the processing of your personal data by the Company is:

• Article 6.1(c) of GDPR – the processing is required to comply with the legal obligations of the Controller: (i) obligation under the Commercial Companies Code regarding preparation and storage of lists of shareholders and lists of attendance at the AGM, (ii) obligation to enable the shareholders to vote through a proxy and to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);
• Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) enforcement of or defence of any legal claims;

g) Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;

h) Personal data included in the lists of shareholders, attendance lists and powers of attorney/proxy is stored for the period of the Company's existence, and may afterwards be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email contact is stored for a period allowing the Company to demonstrate its compliance with obligations imposed by the Commercial Companies Code and for a period of prescription of any potential claims of or against the Company;

i) Where data is provided directly to the Company, provision of such data is required by the Commercial Companies Code and in order to enable verification of the Shareholder's identity, and failure to provide the data results in the Shareholder’s inability to attend the AGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;

j) You have the right to request access to your personal data and to demand its rectification, erasure or restriction of its processing, right to object to processing of the data, as well as the right to data portability; you should bear in mind that these rights are not absolute and that the applicable laws and regulations provide for certain exceptions as to when they may be exercised;

k) You may lodge a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

[1] In particular, Art. 401, 407, 410 and 412 of the Commercial Companies Code.

NOTICE of Extraordinary General Meeting of Grupa Azoty S.A.

Acting pursuant to Art. 398, Art. 399.1 in conjunction with Art. 402[1] and Art. 402[2] of the Commercial Companies Code, and Art. 42.1.1 of Grupa Azoty S.A.’s Articles of Association, the Management Board of Grupa Azoty S.A. of Tarnów (the “Company”), entered in the Register of Businesses of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid in full), hereby convenes an

Extraordinary General Meeting of Grupa Azoty S.A. to be held at 12.00 noon on February 17th 2020 at the Company’s registered office: ul. Kwiatkowskiego 8, Tarnów, conference room 57/58, 1st floor.

The total number of Grupa Azoty shares is 99,195,484. As at February 17th 2020 2020, the number of votes attached to these shares is 99,195,484.

Agenda:

1. Opening of the Extraordinary General Meeting.
2. Appointment of the Chairperson of the Meeting.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Appointment of a Ballot Counting Committee for the Extraordinary General Meeting.
6. Voting on a resolution to grant consent to the subscription for shares in the increased share capital of Grupa Azoty Polyolefins S.A.
7. Voting on a resolution to grant consent to the provision by Grupa Azoty S.A. to Grupa Azoty Polyolefins S.A., the SPV established to implement the Polimery Police project, of long-term loans subordinated to Grupa Azoty Polyolefins S.A.’s planned senior debt financing.
8. Voting on a resolution to grant consent to the provision by Grupa Azoty S.A. to Grupa Azoty Zakłady Chemiczne Police S.A., Grupa Azoty Zakłady Azotowe Puławy S.A., and Grupa Azoty Zakłady Azotowe Kędzierzyn S.A. of long-term cash loans in excess of PLN 100m each to finance investment projects.
9. Changes in the composition of the Supervisory Board of Grupa Azoty S.A.
10. Closing of the Meeting.

Right to participate in the General Meeting

Pursuant to Art. 406[1].1 of the Commercial Companies Code, the right to participate in the Meeting is vested in persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at February 1st 2020 (the record date).

To be able to participate in the Extraordinary General Meeting, holders of rights under book-entry bearer shares should submit, with the entity keeping their securities account, a request to be issued a personal certificate confirming their right to participate in the Extraordinary General Meeting. The request should be submitted on or after the publication of the notice of Extraordinary General Meeting, i.e. January 21st 2019,and no later than on the first weekday following the record date, i.e. February 3rd 2020. Personal certificates confirming the right to participate in the Extraordinary General Meeting will serve as the basis for preparation of records submitted to the entity operating the securities depository in accordance with the Act on Trading in Financial Instruments.

A list of shareholders entitled to participate in the Extraordinary General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the General Meeting, i.e. on February 12th, 13th and 14th 2020, from 8:00 am to 4:00 pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the Extraordinary General Meeting through a proxy

Shareholders may participate in the Extraordinary General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons.

A proxy may exercise all the rights of a shareholder at the Extraordinary General Meeting unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to participate in the Extraordinary General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, the Company makes a form of electronic power of proxy available for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company by means of electronic communication. Along with a notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33¹ of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33¹ of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not require a secure electronic signature verifiable by means of a valid qualified certificate.

The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.

It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Extraordinary General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Extraordinary General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Extraordinary General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Extraordinary General Meeting, that is by January 27th 2020. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Extraordinary General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

During the Extraordinary General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Electronic communications

The Management Board of the Company does not provide for the possibility of participating in the Extraordinary General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents

The documents to be presented to the Extraordinary General Meeting, including draft resolutions, will be available at the Company’s registered office and on the Company’s website at http://tarnow.grupaazoty.com/pl/relacje/walne from the date of convening the Extraordinary General Meeting.

Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Any comments from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the Extraordinary General Meeting or matters to be placed on the agenda before the date of the Extraordinary General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available in the Investor Relations/General Meeting of Shareholders section of the Company’s website www.grupaazoty.com.

Legal basis: Par. 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018(Dz.U. of 2018, item 757).

Management Board of
Grupa Azoty Spółka Akcyjna

INFORMATION ON PERSONAL DATA PROTECTION IN CONNECTION WITH THE CONVENING OF THE GENERAL MEETING OF GRUPA AZOTY S.A.

Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Extraordinary General Meeting (the “EGM”) the Company will process the personal data of the Company shareholders, their proxies authorised to vote and other persons authorised to exercise voting rights at the EGM (jointly referred to as the “Shareholders” or “you”).

Therefore, the Company states that:

a. the controller of the personal data collected is Grupa Azoty S.A. of Tarnów; You can contact the Company by writing to the email address ##ipgcdl#at#vgjeppodin.rdb## or postal address: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland;

b. For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: ##xds.ipgcdl#at#vgjeppodin.rdb## or by post: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland

c. The data will be processed for the following purposes: compliance by the Company with its legal obligations under the Commercial Companies Code, imposed on it as a public company in connection with the convening of the EGM1, allowing the Shareholders to exercise their rights in relation to the Company, as well as establishment, exercise or defence of any legal claims by the Company;

d. The Company processes (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as: the number, type and serial numbers of shares and number of voting rights conferred by such shares, and (iv) where Shareholders contact the Company via email – their email address;

e. Shareholders’ personal data may be collected by the Company from entities operating the securities depository, as well as from other Shareholders – with respect to the data included in powers of proxy;

f. The legal basis for the processing of your personal data by the Company is:

• Article 6.1(c) of GDPR – legal obligations under the Commercial Companies Code regarding: preparation and storage of lists of shareholders and lists of attendance at the EGM, enabling the shareholders to exercise their voting rights through a proxy and enabling the shareholders to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);
• Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) exercise or defence of any legal claims;

g. Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;

h. Personal data included in the lists of shareholders, attendance lists and powers of attorney/proxy is stored for the period of the Company’s existence, and may afterwards be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email contact is stored for a period allowing the Company to demonstrate its compliance with obligations imposed by the Commercial Companies Code and for a period of prescription of any potential claims pursued by the Company or against the Company;

i. Where data is provided directly to the Company, provision of data is required by the Commercial Companies Code and in order to enable verification of the Shareholder’s identity, and failure to do so results in the Shareholder’s inability to participate in the EGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;

j. you have the right to request access to your personal data and to demand its rectification, erasure or restriction of its processing, right to object to processing of the data, as well as the right to data portability; You should bear in mind that these rights are not absolute and there are certain exceptions as to when they may be exercised provided for in the applicable laws and regulations;

k. You may lodge a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

1 In particular, Art. 401, 407, 410 and 412 of the Commercial Companies Code.

Extraordinary General Meeting convened for November 8th 2019 resolved to adjourn its proceedings.

The Extraordinary General Meeting will be resumed at 11.00 a.m. on November 21st 2019 at the Company’s registered office, at ul. Kwiatkowskiego 8 in Tarnów.

NOTICE of Extraordinary General Meeting of Grupa Azoty S.A.
Acting pursuant to Art. 398, Art. 399.1 in conjunction with Art. 402[1] and Art. 402[2] of the Commercial Companies Code, and Art. 42.1.1 of Grupa Azoty S.A.’s Articles of Association, the Management Board of Grupa Azoty S.A. of Tarnów (the “Company”), entered in the Register of Businesses of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid in full), hereby convenes an

Extraordinary General Meeting of Grupa Azoty S.A to be held at 12.00 noon on November 8th 2019 at the Company’s registered office: ul. Kwiatkowskiego 8, Tarnów, conference room 57/58, 1st floor.
The total number of Grupa Azoty shares is 99,195,484. As at October 9th 2019, the number of votes attached to these shares is 99,195,484.

Agenda
1. Opening of the Extraordinary General Meeting.
2. Appointment of the Chairperson of the Meeting.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Appointment of the Ballot Counting Committee.
6. Resolution on consent to subscribe for shares in the increased share capital of Grupa Azoty Zakłady Chemiczne Police S.A.
7. Adoption of a resolution approving the rules for disposal of non-current assets of Grupa Azoty S.A. of Tarnów.
8. Closing of the Meeting.

Right to participate in the General Meeting

Pursuant to Art. 4061.1 of the Commercial Companies Code, the right to participate in the Meeting is vested in persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at October 23rd 2019 (the record date).

To be able to participate in the Extraordinary General Meeting, holders of rights under book-entry bearer shares should submit, with the entity keeping their securities account, a request to be issued a personal certificate confirming their right to participate in the Extraordinary General Meeting. The request should be submitted on or after the publication of the notice of Extraordinary General Meeting, i.e. October 10th 2019, and no later than on the first weekday following the record date, i.e. October 24th 2019. Personal certificates confirming the right to participate in the Extraordinary General Meeting will serve as the basis for preparation of records submitted to the entity operating the securities depository in accordance with the Act on Trading in Financial Instruments.

A list of shareholders entitled to participate in the Extraordinary General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the Extraordinary General Meeting, i.e. on November 5th, 6th and 7th 2019, from 8:00 am to 4:00 pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the Extraordinary General Meeting through a proxy

Shareholders may participate in the Extraordinary General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons.

A proxy may exercise all the rights of a shareholder at the Extraordinary General Meeting unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to participate in the Extraordinary General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, the Company makes a form of electronic power of proxy available for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company by means of electronic communication. Along with a notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 331 of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 331 of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not require a secure electronic signature verifiable by means of a valid qualified certificate.

The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.

It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Extraordinary General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Extraordinary General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Extraordinary General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Extraordinary General Meeting, that is by October 18th 2019. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Extraordinary General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

During the Extraordinary General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Electronic communications

The Management Board of the Company does not provide for the possibility of participating in the Extraordinary General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents

The documents to be presented to the Extraordinary General Meeting, including draft resolutions, will be available at the Company’s registered office and on the Company’s website at http://tarnow.grupaazoty.com/pl/relacje/walne from the date of convening the Extraordinary General Meeting.

Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Any comments from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the Extraordinary General Meeting or matters to be placed on the agenda before the date of the Extraordinary General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available in the Investor Relations/General Meeting of Shareholders section of the Company’s website www.grupaazoty.com.

Legal basis: Par. 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018(Dz.U. of 2018, item 757).

Management Board of
Grupa Azoty Spółka Akcyjna

INFORMATION ON PERSONAL DATA PROTECTION IN CONNECTION WITH THE CONVENING OF THE GENERAL MEETING OF GRUPA AZOTY S.A.
Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Extraordinary General Meeting (the “EGM”) the Company will process the personal data of the Company shareholders, their proxies authorised to vote and other persons authorised to exercise voting rights at the EGM (jointly referred to as the “Shareholders” or “you”).

Therefore, the Company states that:

1. the controller of the personal data collected is Grupa Azoty S.A. of Tarnów; You can contact the Company by writing to the email address ##ipgcdl#at#vgjeppodin.rdb## or postal address: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland;
2. For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: ##xds.ipgcdl#at#vgjeppodin.rdb## or by post: Grupa Azoty Spółka Akcyjna, ul. E. Kwiatkowskiego 8, 33-101 Tarnów, Poland;
3. The data will be processed for the following purposes: compliance by the Company with its legal obligations under the Commercial Companies Code, imposed on it as a public company in connection with the convening of the EGM1, allowing the Shareholders to exercise their rights in relation to the Company, as well as establishment, exercise or defence of any legal claims by the Company;
4. The Company processes (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as: the number, type and serial numbers of shares and number of voting rights conferred by such shares, and (iv) where Shareholders contact the Company via email – their email address;
5. Shareholders’ personal data may be collected by the Company from entities operating the securities depository, as well as from other Shareholders – with respect to the data included in powers of proxy;
6. The legal basis for the processing of your personal data by the Company is:
   • Article 6.1(c) of GDPR – legal obligations under the Commercial Companies Code regarding: preparation and storage of lists of shareholders and lists of attendance at the EGM, enabling the shareholders to exercise their voting rights through a proxy and enabling the shareholders to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);
   • Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) exercise or defence of any legal claims;
7. Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;
8. Personal data included in the lists of shareholders, attendance lists and powers of attorney/proxy is stored for the period of the Company’s existence, and may afterwards be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email contact is stored for a period allowing the Company to demonstrate its compliance with obligations imposed by the Commercial Companies Code and for a period of prescription of any potential claims pursued by the Company or against the Company;
9. Where data is provided directly to the Company, provision of data is required by the Commercial Companies Code and in order to enable verification of the Shareholder’s identity, and failure to do so results in the Shareholder’s inability to participate in the EGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;
10. you have the right to request access to your personal data and to demand its rectification, erasure or restriction of its processing, right to object to processing of the data, as well as the right to data portability; You should bear in mind that these rights are not absolute and there are certain exceptions as to when they may be exercised provided for in the applicable laws and regulations;
11. You may lodge a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

NOTICE of placing new items on the agenda of the Annual General Meeting of Grupa Azoty S.A. of June 27th 2019
The Management Board of Grupa Azoty S.A. of Tarnów (the “Company”) announces that on June 6th 2019 the Management Board received a request from the State Treasury, a shareholder of the Company, submitted under Art. 401.1 of the Commercial Companies Code and Art. 44.4 of the Company’s Articles of Association, to place the following items on the agenda of the Annual General Meeting of the Company to be held at 10.00 am on June 27th 2019 in Tarnów:

1. Passing a resolution to amend Resolution No. 8 of the Extraordinary General Meeting of the Company of December 2nd 2016 on the rules of remuneration for members of the Management Board, amended by Resolution No. 37 of the Company’s Annual General Meeting of June 30th 2017 to amend Resolution No. 8 of the Extraordinary General Meeting of the Company on the rules of remuneration for members of the Management Board.
2. Passing a resolution to amend Resolution No. 9 of the Extraordinary General Meeting of the Company dated December 2nd 2016 on the rules of remuneration for members of the Supervisory Board.
3. Passing a resolution to appoint the Chairperson of the Supervisory Board.

In view of the above, the agenda of the Annual General Meeting of the Company convened for June 27th 2019 is now as follows:

1. Opening of the Meeting.
2. Appointment of the Chair of the Meeting and preparation of the attendance list.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Resolution to abolish the secrecy of voting on the election of committees to be appointed by the Annual General Meeting.
6. Appointment of a Ballot Counting Committee for the Annual General Meeting.
7. Review of the Supervisory Board’s reports:
   1. Report of the Supervisory Board of Grupa Azoty S.A. on assessment of the following statements and reports for 2018: the separate financial statements, the consolidated financial statements, the Directors’ Report on the operations of Grupa Azoty S.A. and the Grupa Azoty Group, the consolidated report on payments to governments, the non-financial statement of the Grupa Azoty Group and the Management Board’s proposal on the allocation of net profit for 2018;
   2. Report of the Supervisory Board of Grupa Azoty S.A. on its activities in 2018.
8. Review and approval of the separate financial statements of Grupa Azoty S.A. for the 12 months ended December 31st 2018.
9. Review and approval of the consolidated financial statements of the Grupa Azoty Group for the 12 months ended December 31st 2018.
10. Review and approval of the Directors’ Report on Grupa Azoty S.A.’s and the Grupa Azoty Group’s operations in the 12 months ended December 31st 2018.
11. Review and approval of the Grupa Azoty Group’s consolidated report on payments to governments in 2018.
12. Review and approval of the non-financial statement of the Grupa Azoty Group for the 12 months ended December 31st 2018.
13. Resolution to allocate Grupa Azoty S.A.’s net profit for the financial year 2018.
14. Resolutions to grant discharge to Members of the Management Board in respect of performance of their duties in the period January 1st–December 31st 2018.
15. Resolutions to grant discharge to Members of the Supervisory Board in respect of performance of their duties in the period January 1st–December 31st 2018.
16. Resolution to amend the Company’s Articles of Association and authorise the Supervisory Board to adopt a consolidated text of the Articles of Association.
17. Resolution to acquire shares in the increased share capital of Grupa Azoty Zakłady Chemiczne Police S.A.
18. Resolution to amend Resolution No. 8 of the Extraordinary General Meeting of the Company of December 2nd 2016 on the rules of remuneration for members of the Management Board, amended by Resolution No. 37 of the Company’s Annual General Meeting of June 30th 2017 to amend Resolution No. 8 of the Extraordinary General Meeting of the Company on the rules of remuneration for members of the Management Board.
19. Resolution to amend Resolution No. 9 of the Extraordinary General Meeting of the Company dated December 2nd 2016 on the rules of remuneration for members of the Supervisory Board.
20. Appointment of the Chairperson of the Supervisory Board.
21. Current information for the Shareholders.
22. Closing of the Meeting.

Management Board of
Grupa Azoty Spółka Akcyjna

The Extraordinary General Meeting of Shareholders took place on 25th February 2019 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland in conference room No. 57/58 on the first floor.

A resolution was adopted to order a break in the General Meeting until February 26, 2019 at 11:00 Objection to Resolution No. 4 was raised by shareholders for the record in the minutes. On 26 February 2019 at 11:00 the debate was resumed. During the resumed after the break, objections were raised to the minutes regarding resolutions 6 and 7.

ANNOUNCEMENT ON CONVENING OF EXTRAORDINARY SHAREHOLDERS MEETING OF GRUPA AZOTY S.A.

The Management Board of Grupa Azoty S.A. with its registered office in Tarnów (the „Company”), entered in the Register of Businesses of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid up in full), acting on the basis of Article 398, Article 399 § 1 in conjunction with Art. 4021 and Art. 4022 of the Commercial Companies Code, and Article 42 item 1 point 1 of Articles of Association of Grupa Azoty S.A. in conjunction with § 9 item 2 point 7 of the Rules of Procedure for the Management Board of Grupa Azoty S.A., hereby convenes

Extraordinary General Meeting of Grupa Azoty S.A.

to be held on

8 October 2018, at 9.00 am at the Company’s registered office at Kwiatkowskiego 8, Tarnów, Poland, in conference room 57/58, 1st floor.

The total number of Grupa Azoty S.A. shares is 99,195,484. As of 7th September 2018, the number of votes attached to these shares is 99,195,484.

AGENDA:

1. Opening the Extraordinary Shareholders Meeting.
2. Appointment of the Chairman of the Extraordinary Shareholders Meeting and compiling an attendance list.
3. Confirmation of the correctness of convening the Extraordinary Shareholders Meeting and its ability to adopt resolutions.
4. Adoption of the agenda.
5. Adopting resolution on granting consent to the acquisition of shares of Goat TopCo GmbH with its registered office in Münster, Germany.
6. Closure of the Extraordinary Shareholders Meeting.

Right to participate in the General Meeting

Pursuant to Art. 406 1 .1 of the Commercial Companies Code, persons who are Company shareholders sixteen days prior to the date of the Extraordinary General Meeting, i.e. as at 22 September 2018 (the record date), have the right to participate in the Meeting. To ensure participation in the Extraordinary General Meeting, holders of rights under book-entry bearer shares should submit a request to the entity keeping their securities account for the issue of personal certificates confirming their right to participate in the General Meeting of Grupa Azoty S.A. Such requests should be submitted on or after the publication of the notice of the General Meeting, i.e. 7 September 2018, and no later than on the first weekday following the record date, i.e. 24 September 2018. The registered certificates confirming the right to participate in the General Meeting will serve as the basis for preparation of records submitted to the entity operating the depository for securities in accordance with the laws and regulations governing trade in financial instruments. A list of shareholders entitled to participate in the Extraordinary General Meeting will be displayed at the Company’s registered office at Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the Meeting, i.e. on 3, 4 and 5 October 2018 between 8:00-15:00. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the General Meeting through a proxy

Shareholders may participate in the Extraordinary General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons.

A proxy may exercise all the shareholder’s rights at the Extraordinary General Meeting, unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to participate in the Extraordinary General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, the Company makes a form of electronic power of proxy available for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company using electronic means of communication. Along with the notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33 1 of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33 1 of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent in to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not require a secure electronic signature verifiable by means of a valid qualified certificate.

The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company. It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Extraordinary General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Extraordinary General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Extraordinary General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Extraordinary General Meeting, that is by 17 September 2018. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Extraordinary General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland. During the Extraordinary General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Electronic communications

The Management Board of the Company does not provide for the possibility of participating in the Extraordinary General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents

Documents to be presented to the Extraordinary General Meeting, including draft resolutions, will be available at the Company’s registered office and on the Company’s website at http://tarnow.grupaazoty.com/en/relacje/walne.html from the date of convening the General Meeting. Additionally, draft resolutions and documents to be discussed at the General Meeting, relevant to the resolutions to be voted on and not published earlier, will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018(Dz.U. of 2018, item 757). Any comments from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the General Meeting or matters to be placed on the agenda before the date of the General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available in the Investor Relations/General Meeting of Shareholders section of the Company’s website www.grupaazoty.com.

INFORMATION ON PERSONAL DATA PROTECTION IN CONNECTION WITH THE CONVENING OF THE EXTRAORDINARY GENERAL MEETING OF GRUPA AZOTY S.A.

Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Extraordinary General Meeting (the “AGM”) the Company will process the personal data of the Company shareholders, their proxies authorised to vote, other persons authorised to exercise voting rights at the AGM, as well as personal data disclosed during the Meeting (jointly referred to as the “Shareholders” or “you”). Therefore, the Company states that:

a. The controller of the personal data is Grupa Azoty S.A. of Tarnów, which can be contacted by email at: ##xds.ipgcdl#at#vgjeppodin.rdb##, or by post: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland;

b. For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: iod.tarnow @grupaazoty.com, or by post: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland;

c. The data will be processed for the following purposes: compliance by the Company with its legal obligations under the Commercial Companies Code, imposed on it as a public company in connection with the convening of the AGM , allowing the Shareholders to exercise their rights in relation to the Company, as well as establishment, exercise or defence of any legal claims by the Company;

d. The Company processes (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as: the number, type and serial numbers of shares and number of voting rights conferred by such shares, and (iv) where Shareholders contact the Company via email – their email address;

e. Shareholders’ personal data may be collected by the Company from entities operating the depository for securities, as well as from other Shareholders, with respect to the provision of data included in powers of attorney/proxy;

f. The legal basis for the processing of your personal data by the Company is:

* Article 6.1(c) of GDPR – legal obligations under the Commercial Companies Code regarding: preparation and storage of lists of shareholders and lists of attendance at the AGM, enabling the shareholders to exercise their voting rights through a proxy and enabling the shareholders to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);

* Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) exercise or defence of any legal claims;

g. Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;

h. Personal data included in the lists of shareholders, attendance lists and powers of attorney/proxy is stored for the period of the Company's existence, and may afterwards be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email contact is stored for a period allowing the Company to demonstrate its compliance with obligations imposed by the Commercial Companies Code and for a period of prescription of any potential claims pursued by the Company or against the Company;

i. Where data is provided directly to the Company, provision of data is required by the Commercial Companies Code and in order to enable verification of the Shareholder's identity, and failure to do so results in the Shareholder’s inability to participate in the AGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;

j. You may request access to and rectification or erasure of personal data or restriction of its processing and to object to processing as well as the right to data portability; it must, however, be borne in mind that these rights are not absolute and may be subject to derogations provided for by law;

k. You may register a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

Legal basis: Par. 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757).

Notice of Annual General Meeting of Grupa Azoty to be held on June 28th 2018

Legal basis:
Art. 56.1.2 of the Public Offering Act – Current and periodic information

Acting pursuant to Art. 395.1, Art. 395.2, Art. 399.1 in conjunction with Art. 4021 and Art. 4022 of the Commercial Companies Code, and Art. 42.1.1 of Grupa Azoty S.A.’s Articles of Association, the Management Board of Grupa Azoty S.A. of Tarnów (the “Company”), entered in the Register of Businesses of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid up in full), hereby convenes the Annual General Meeting of Grupa Azoty S.A. to be held on June 28th 2018, at 10:00 am, at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, in conference room 57/58, 1st floor.

The total number of Grupa Azoty shares is 99,195,484. As at June 28th 2018, the number of votes attached to these shares is 99,195,484.

AGENDA:

1. Opening of the Meeting.
2. Appointment of the Chair of the Meeting and preparation of the attendance list.
3. Confirmation that the Meeting has been properly convened and has the capacity to adopt resolutions.
4. Adoption of the agenda.
5. Review of the Supervisory Board’s reports:

1. on the assessment of the separate financial statements of Grupa Azoty S.A. for the 12 months ended December 31st 2017 and the Management Board’s proposal on the allocation of net profit for 2017,
2. on the assessment of the consolidated financial statements of the Grupa Azoty Group for the 12 months ended December 31st 2017,
3. on the assessment of the Grupa Azoty Group’s consolidated report on payments to governments in 2017,
4. on the assessment of the Directors’ Report on Grupa Azoty S.A.’s and the Grupa Azoty Group’s operations in the 12 months ended December 31st 2017, including the report on entertainment expenses, legal costs, marketing costs, public relations and social communication expenses, and management consultancy fees,
5. on the assessment of the Company's fulfilment of the disclosure obligations relating to compliance with the corporate governance principles adopted by the Company in the period January 1st–December 31st 2017,
6. on the activities of the Supervisory Board and its committees and the assessment of the work of the Management Board in the period January 1st−December 31st 2017,
7. containing the assessment of the Company’s position, including evaluation of its internal control, risk management and compliance systems as well as internal audit function in the period January 1st−December 31st 2017,
8. on the assessment of reasonableness of the Company's policy concerning sponsorship, charitable and similar initiatives in the period January 1st–December 31st 2017,
9. the Audit Committee’s report,
10. on the assessment of the Management Board’s non-financial statement of the Grupa Azoty Group for 2017.

6. Review and approval of the separate financial statements of Grupa Azoty S.A. for the 12 months ended December 31st 2017.
7. Review and approval of the consolidated financial statements of the Grupa Azoty Group for the 12 months ended December 31st 2017.
8. Review and approval of the Directors’ Report on Grupa Azoty S.A.’s and the Grupa Azoty Group’s operations in the 12 months ended December 31st 2017.
9. Review and approval of the Grupa Azoty Group’s consolidated report on payments to governments in 2017.
10. Review and approval of the non-financial statement of the Grupa Azoty Group for 2017.
11. Resolution on allocation of net profit for the financial year 2017 and on dividend payment.
12. Resolutions to grant discharge to Members of the Management Board in respect of performance of their duties in the period January 1st–December 31st 2017.
13. Resolutions to grant discharge to Members of the Supervisory Board in respect of performance of their duties in the period January 1st–December 31st 2017.
14. Resolutions to change the composition of the Supervisory Board.
15. Current information for the Shareholders.
16. Closing of the Meeting.

Right to participate in the General Meeting

Pursuant to Art. 4061.1 of the Commercial Companies Code, persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at June 12th 2018 (the record date), have the right to participate in the Meeting. To ensure participation in the General Meeting, holders of rights under book-entry bearer shares should submit a request to the entity keeping their securities account for the issue of personal certificates confirming their right to participate in the General Meeting of Grupa Azoty S.A. Such requests should be submitted on or after the publication of this notice of the General Meeting, i.e. not earlier than May 30th 2018, and not later than on the first weekday following the record date, i.e. not later than June 13th 2018. The certificates confirming the right to participate in the Annual General Meeting will serve as the basis for preparation of records submitted to the entity operating the depository for securities in accordance with the laws and regulations governing trade in financial instruments. A list of shareholders entitled to participate in the Annual General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the General Meeting, i.e. on June 25th, 26th and 27th 2018, from 8:00 am to 3:00 pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. Such request may be submitted in electronic form to the Company’s email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the General Meeting through a proxy

Shareholders may participate in the Annual General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons. A proxy may exercise all the shareholder's rights at the Annual General Meeting, unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account. A power of proxy to participate in the Annual General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, the Company makes a form of electronic power of proxy available for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company by means of electronic communication. Along with a notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 331 of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 331 of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent in to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not require a secure electronic signature verifiable by means of a valid qualified certificate. The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company. It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Annual General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Annual General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Annual General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Meeting, that is by June 7th 2018. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or by letter to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Annual General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland. Draft resolutions on matters placed on the agenda may be submitted by all shareholders during the Annual General Meeting. Such draft resolutions should be in the Polish language.

Electronic communications

The Management Board of the Company does not provide for the possibility of participating in the General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents

Documents to be presented to the Annual General Meeting, including draft resolutions, will be available at the Company's registered office and on the Company's website at http://tarnow.grupaazoty.com/pl/relacje/walne from the date of convening the General Meeting. Additionally, the draft resolutions and any previously unpublished documents pertaining to matters to be dealt with, and to resolutions to be voted on, at the General Meeting will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 (Dz.U. of 2018, item 757). Any comments from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the General Meeting or matters to be placed on the agenda before the date of the General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available in the Investor Relations/General Meeting of Shareholders section of the Company’s website www.grupaazoty.com.

INFORMATION ON PERSONAL DATA PROTECTION IN CONNECTION WITH THE CONVENING OF THE GENERAL MEETING OF GRUPA AZOTY S.A.

Pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR), Grupa Azoty S.A. (the “Company”) wishes to advise you that in connection with the convening of the Company’s Annual General Meeting (the “AGM”) the Company will process the personal data of the Company shareholders, their proxies authorised to vote, other persons authorised to exercise voting rights at the AGM, as well as personal data disclosed during the Meeting (jointly referred to as the “Shareholders” or “you”). Therefore, the Company states that:

1. The controller of the personal data is Grupa Azoty S.A. of Tarnów, which can be contacted by email at: ##ajzpho.rwbxta#at#vgjeppodin.rdb##, or by post: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland;
2. For matters related to the protection of personal data at the Company, you can contact the Data Protection Officer via the following email: ##ajzpho.rwbxta#at#vgjeppodin.rdb##, or by post: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland;
3. The data will be processed for the following purposes: compliance by the Company with its legal obligations under the Commercial Companies Code, imposed on it as a public company in connection with the convening of the AGM , allowing the Shareholders to exercise their rights in relation to the Company, as well as establishment, exercise or defence of any legal claims by the Company;
4. The Company processes (i) personal data identifying the Shareholder, such as the first name, surname, address of residence or address for correspondence and Personal Identification Number (PESEL), (ii) data included in powers of attorney/proxy, (iii) data on shares held and rights attached to them, such as: the number, type and serial numbers of shares and number of voting rights conferred by such shares, and (iv) where Shareholders contact the Company via email – their email address;
5. Shareholders’ personal data may be collected by the Company from entities operating the depository for securities, as well as from other Shareholders, with respect to the provision of data included in powers of attorney/proxy;
6. The legal basis for the processing of your personal data by the Company is:
   • Article 6.1(c) of GDPR – legal obligations under the Commercial Companies Code regarding: preparation and storage of lists of shareholders and lists of attendance at the AGM, enabling the shareholders to exercise their voting rights through a proxy and enabling the shareholders to exercise their rights in relation to the Company (e.g. proposing that certain matters be placed on the agenda);
   • Article 6.1.(f) of GDPR – legitimate interests of the Company: (i) enabling contact with Shareholders and verifying their identities and (ii) exercise or defence of any legal claims;
7. Recipients of the personal data include entities providing hosting services for IT tools used for the purpose of contacting Shareholders, entities providing document archiving services, and other Shareholders – with respect to making the list of shareholders available for inspection in accordance with Art. 407 of the Commercial Companies Code;
8. Personal data included in the lists of shareholders, attendance lists and powers of attorney/proxy is stored for the period of the Company's existence, and may afterwards be transferred to an entity designated to store documents in accordance with the Commercial Companies Code; personal data related to email contact is stored for a period allowing the Company to demonstrate its compliance with obligations imposed by the Commercial Companies Code and for a period of prescription of any potential claims pursued by the Company or against the Company;
9. Where data is provided directly to the Company, provision of data is required by the Commercial Companies Code and in order to enable verification of the Shareholder's identity, and failure to do so results in the Shareholder’s inability to participate in the AGM; provision of the email address is voluntary but required to enable email contact between the Company and the Shareholder, with failure to provide it precluding such email contact;
10. You may request access to and rectification or erasure of personal data or restriction of its processing and to object to processing as well as the right to data portability; it must, however, be borne in mind that these rights are not absolute and may be subject to derogations provided for by law;
11. You may register a complaint with the President of the Data Protection Authority in the event of any irregularities in the processing of your personal data.

Legal basis: Par. 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018(Dz.U. of 2018, item 757).

NOTICE OF EXTRAORDINARY GENERAL MEETING OF GRUPA AZOTY S.A.

Acting pursuant to Art. 398, Art. 399.1 in conjunction with Art. 402¹ and Art. 402² of the Commercial Companies Code, and Art. 42.1.1 of Grupa Azoty S.A.’s Articles of Association in conjunction with Art. 9.2.7 of the Rules of Procedure for the Management Board, the Management Board of Grupa Azoty S.A. of Tarnów (the „Company”), entered in the Register of Businesses of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, with a share capital of PLN 495,977,420 (paid up in full), hereby convenes an

EXTRAORDINARY GENERAL MEETING OF GRUPA AZOTY S.A.

to be held at

12:00 noon, on June 7th 2018
at the Company’s registered office: ul. Kwiatkowskiego 8, Tarnów, Poland,
conference room 57/58, 1st floor.

The total number of Grupa Azoty shares is 99,195,484. As at May 11th 2018, the number of votes attached to these shares is 99,195,484.

AGENDA:

1. Opening of the General Meeting.
2. Appointment of the Chair of the Meeting and preparation of the attendance list.
3. Confirmation that the Meeting has been properly convened and has the capacity to pass resolutions.
4. Adoption of the agenda.
5. Resolution to adopt amendments to the Articles of Association of Grupa Azoty S.A.
6. Resolution to adopt the ‘Rules for disposal of non-current assets of Grupa Azoty S.A.’.
7. Resolution to adopt the Rules for recruitment and selection of members of the Management Board of Grupa Azoty S.A.
8. Resolution to adopt the Rules of Procedure for the General Meeting of Grupa Azoty Spółka Akcyjna of Tarnów.
9. Closing of the General Meeting.

Right to participate in the General Meeting

Pursuant to Art. 406¹.1 of the Commercial Companies Code, persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at May 22nd 2018 (the record date), have the right to participate in the Meeting. To ensure participation in the General Meeting, holders of rights under book-entry bearer shares should submit a request to the entity keeping their securities account for the issue of personal certificates confirming their right to participate in the General Meeting of Grupa Azoty S.A. Such requests should be submitted on or after the publication of the notice of the General Meeting, i.e. May 11th 2018, and no later than on the first weekday following the record date, i.e. May 23rd 2018. The certificates confirming the right to participate in the General Meeting will serve as the basis for preparation of records submitted to the entity operating the depository for securities in accordance with the laws and regulations governing trade in financial instruments. A list of shareholders entitled to participate in the Extraordinary General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the Meeting, i.e. on June 4th, 5th and 6th 2018, from 8am to 3pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the General Meeting through a proxy

Shareholders may participate in the Extraordinary General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying persons authorised to represent the legal persons.
A proxy may exercise all the shareholder’s rights at the Extraordinary General Meeting, unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.
A power of proxy to participate in the Extraordinary General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, the Company makes a form of electronic power of proxy available for downloading from www.grupaazoty.com. The grant of a power of proxy in electronic form must be notified to the Company using electronic means of communication. Along with the notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33[1] of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33[1] of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by a certified translation into Polish. All the above documents should be sent in to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not require a secure electronic signature verifiable by means of a valid qualified certificate.
The procedure for identification of the principal applies accordingly to a notification of revoking a power of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.
It is the shareholder who decides on the way of granting a power of proxy and the Company is not liable for any errors in filled-in forms or actions by the holders of powers of proxy. Sending in the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Extraordinary General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Extraordinary General Meeting

A shareholder or shareholders representing at least one-twentieth of the Company’s share capital may request that certain matters be placed on the agenda of the Extraordinary General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the Meeting, that is by May 17th 2018. The request may be submitted in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.

Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Extraordinary General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101, Tarnów, Poland.
During the Extraordinary General Meeting, any shareholder may submit draft resolutions on matters placed on the agenda. Such draft resolutions should be in the Polish language.

Electronic communications

The Management Board of the Company does not provide for the possibility of participating in the Extraordinary General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents

Documents to be presented to the Extraordinary General Meeting, including draft resolutions, will be available at the Company’s registered office and on the Company’s website at http://tarnow.grupaazoty.com/pl/relacje/walne from the date of convening the General Meeting. Additionally, draft resolutions and documents to be discussed at the General Meeting, relevant to the resolutions to be voted on and not published earlier, will be published pursuant to the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018(Dz.U. of 2018, item 757). Any comments from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the General Meeting or matters to be placed on the agenda before the date of the General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available in the Investor Relations/General Meeting of Shareholders section of the Company’s website www.grupaazoty.com.

Legal basis: Par. 19.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018(Dz.U. of 2018, item 757).

Draft amendments to the Articles of Association of Grupa Azoty S.A. (item 5 of the agenda)

The Extraordinary General Meeting resolves to make the following amendments to the Articles of Association of GRUPA AZOTY S.A.:

I. The existing wording of Art. 33.3 of the Articles of Association, reading:

3. The Supervisory Board shall appoint the Audit Committee from among its members. The tasks of the Audit Committee should be defined in compliance with applicable laws. A majority of the Audit Committee members, including its chairperson, should meet the independence criteria defined in applicable laws, and at least one member of the Audit Committee should have expertise and competence in accounting or auditing of financial statements. The Audit Committee members should also have the knowledge of and the skills required in the industry in which the Company operates.

shall be amended to read as follows:

3. The Supervisory Board shall appoint the Audit Committee from among its members. The tasks of the Audit Committee should be defined in compliance with applicable laws. A majority of the Audit Committee members, including its chairperson, should meet the independence criteria defined in applicable laws, and at least one member of the Audit Committee should have expertise and competence in accounting or auditing of financial statements. The Audit Committee members should also have the knowledge of and skills required in the industry in which the Company operates. This requirement shall be deemed met if at least one Audit Committee member has such knowledge and skills or individual members have the knowledge and skills specific to different aspects of the industry in which the Company operates.

II. The existing wording of Art. 34.4 of the Articles of Association, reading:

4. At least two members of the Supervisory Board shall be independent members that meet all of the independence criteria set out in Annex II to the Commission Recommendation of 15 February 2005 on the role of non-executive or supervisory directors of listed companies and on the committees of the (supervisory) board (EU OJ L 52/52 of 2005).

shall be amended to read as follows:

4. At least two (2) members of the Supervisory Board should meet the independence criteria defined in applicable laws, at least one (1) member of the Supervisory Board should have expertise and competence in accounting or auditing of financial statements, and at least one (1) member of the Supervisory Board should have the knowledge of and skills required in the industry in which the Company operates.

III. In Art. 34 of the Articles of Association, after Art. 34.4, new Art. 34.5 shall be added, reading as follows:

5. If the number of Supervisory Board members meeting the specific criteria defined in Art. 34.4 falls below the required number, the Management Board shall promptly convene a General Meeting whose agenda shall include changes to the composition of the Supervisory Board. Until the number of members of the Supervisory Board is changed to meet the requirements stipulated in the Articles of Association, the Supervisory Board shall operate in its then current composition.

IV. The existing wording of Art. 35.1 of the Articles of Association, reading:

1. In the composition of the Supervisory Board there are members elected by the Company employees pursuant to Art. 14 of the Act on Commercialisation and Certain Employee Rights.

shall be amended to read as follows:

1. In the composition of the Supervisory Board there are members elected pursuant to Art. 14 of the Act on Commercialisation and Certain Employee Rights.

The Extraordinary General Meeting of Shareholders took place on 7th December 2017 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

Objection to Resolution No. 3 was raised by shareholders for the record in the minutes

NOTICE of the Annual General Meeting of Grupa Azoty S.A.

Acting pursuant to Art. 395.1−2 and Art. 399.1 in conjunction with Art. 402[1] and Art. 402[2] of the Commercial Companies Code, and Art. 43.1.1 of the Company’s Articles of Association, the Management Board of Grupa Azoty S.A. of Tarnów (the "Company"), entered in the Register of Entrepreneurs of the National Court Register by the District Court for Kraków-Śródmieście in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450, Tax Identification Number (NIP): 873-000-68-29, share capital of PLN 495,977,420 (paid up in full), convenes

THE ANNUAL GENERAL MEETING OF GRUPA AZOTY S.A.

to be held at
11.00 am on June 30th 2017, at the Company’s registered office,

ul. Kwiatkowskiego 8, Tarnów, Poland, conference room 57/58, 1st floor.
The total number of Grupa Azoty S.A. shares is 99,195,484. As of June 30th 2017, the number of votes attached to these shares is 99,195,484.

AGENDA:

1. Opening of the Meeting.
2. Appointment of the Chair of the Meeting and preparation of the attendance list.
3. Confirmation that the Meeting has been properly convened and has the capacity to adopt resolutions.
4. Adoption of the agenda.
5. Review of the Supervisory Board’s reports on:

a) assessment of the separate financial statements of Grupa Azoty S.A. for the period January 1st – December 31st 2016 and assessment of the Management Board’s proposal concerning allocation of net profit for the financial year 2016,
b) assessment of the consolidated financial statements of the Grupa Azoty Group for the period January 1st – December 31st 2016,
c) assessment of the consolidated report on payments made by the Grupa Azoty Group to governments in 2016,
d) assessment of the Directors’ Report on Grupa Azoty S.A.’s and the Grupa Azoty Group’s operations for the period of 12 months ended December 31st 2016,
e) assessment of the Company’s fulfilment of the disclosure requirements relating to compliance with the corporate governance principles adopted by the Company in the period January 1st – December 31st 2016,
f) activity of the Supervisory Board and its committees in the period January 1st–December 31st 2016, and assessment of the work of the Management Board,
g) assessment of the Company’s position in 2016, including evaluation of its internal control, risk management and compliance systems as well as the internal audit function,
h) assessment of the reasonableness of the Company’s sponsorship, charitable and similar initiatives in 2016.

6. Review and approval of the Company’s separate financial statements for the period January 1st − December 31st 2016.
7. Review and approval of the Grupa Azoty Group’s consolidated financial statements for the period January 1st − December 31st 2016.
8. Review and approval of the Directors’ Report on Grupa Azoty S.A.’s and the Grupa Azoty Group’s operations for the period of 12 months ended December 31st 2016.
9. Review and approval of the consolidated report on payments made by the Grupa Azoty Group to governments in 2016.
10. Adoption of a resolution on distribution of net profit for the financial year 2016.
11. Adoption of resolutions to grant discharge to Members of the Management Board in respect of performance of their duties in the period January 1st – December 31st 2016.
12. Adoption of resolutions to grant discharge to Members of the Supervisory Board in respect of performance of their duties in the period January 1st – December 31st 2016.

New items added to agenda of Annual General Meeting of Grupa Azoty S.A. at shareholder’s request:
13. Adoption of resolutions to change the composition of the Company’s Supervisory Board.
14. Adoption of a resolution to amend Resolution No. 8 of the Extraordinary General Meeting of Grupa Azoty S.A. dated December 2nd 2016 on the rules of remuneration for the Management Board Members.
15. Adoption of a resolution to amend the Articles of Association of Grupa Azoty S.A.

16. Current information for the Shareholders.
17. Closing of the Meeting.

Right to participate in the General Meeting

Pursuant to Art. 406[1].1 of the Polish Commercial Companies Code, only persons who are Company shareholders sixteen days prior to the date of the General Meeting, i.e. as at June 14th 2017 (the record date), have the right to participate in the Meeting. To ensure their participation in the General Meeting, holders of rights under book-entry bearer shares should submit a request for the issue of a personal certificate confirming their right to participate in the Annual General Meeting of Grupa Azoty S.A. with the entity keeping their securities account. The requests should be submitted on or after the publication of the notice of General Meeting, i.e. June 2nd 2017 and no later than on the first weekday following the record date, i.e. June 16th 2017. In accordance with the laws and regulations governing trade in financial instruments, records submitted to the entity operating the depository for securities are drawn up on the basis of certificates confirming the right to participate in the General Meeting. A list of shareholders entitled to participate in the Annual General Meeting will be displayed at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, for three weekdays immediately preceding the date of the General Meeting, i.e. on June 27th, 28th and 29th 2017, from 8am to 3pm. A shareholder may request to be delivered the list of shareholders free of charge via electronic mail, by providing an email address to which the list should be delivered. The request may be submitted in electronic form to the following Company email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##.

Right to participate in the General Meeting through a proxy

Shareholders may participate in the Annual General Meeting of the Company and exercise their voting rights personally or through a proxy. Persons acting on behalf of legal persons should present valid excerpts from relevant registers specifying the persons authorised to represent the legal person.

A proxy may exercise all the shareholder’s rights at the Annual General Meeting, unless the power of proxy states otherwise. A proxy may grant further powers of proxy if permitted to do so under their power of proxy. A proxy may represent multiple shareholders and vote the shares of each shareholder differently. A shareholder whose shares are registered in more than one securities account may appoint a separate proxy to exercise the rights attached to the shares registered in each account. A shareholder whose shares are registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A power of proxy to participate in the Annual General Meeting of Grupa Azoty S.A. and exercise voting rights must be in written or electronic form. As of the date of this notice, the Company will publish a form of electronic power of proxy to be downloaded from www.grupaazoty.com. The grant of powers of proxy in electronic form must be notified to the Company using electronic means of communication. Along with the notification of granting a power of proxy in electronic form, the shareholder must send in scanned copies of the granted power of proxy, ID cards, passports or other documents enabling identification of the shareholder as the principal and of the appointed proxy. Where the power of proxy is granted by a legal person or an organisation referred to in Art. 33[1] of the Civil Code, a scanned copy of the principal’s entry in the relevant register must also be submitted. Where the proxy is a legal person or an organisation referred to in Art. 33[1] of the Civil Code, a scanned copy of the proxy’s entry in the relevant register must also be submitted. Any documents submitted via electronic means and originally prepared in a foreign language should be accompanied by their certified translations into Polish. All the above documents should be sent in to: ##lpact.ipgcdl#at#vgjeppodin.rdb##. Together with a notification of granting a power of proxy, the shareholder sends in an email address through which the Company will be able to communicate with the shareholder and the proxy. The Company may take appropriate steps aimed at identifying the shareholder and the proxy. The identification procedure may involve contacting the shareholder and the proxy via a return electronic message or a return call to confirm that the power of proxy has actually been granted. A power of proxy in electronic form does not require a secure electronic signature verifiable by means of a valid qualified certificate.

The procedure for identification of the principal applies accordingly to a notification of revoking of powers of proxy. Proxy appointment or revocation notifications which are not compliant with the requirements set out above have no legal effect with respect to the Company.

It is the shareholder who decides on the way of granting the power of proxy and the Company is not liable for errors in filled-in forms or actions of holders of powers of proxy. Sending the above documents in electronic form does not release the proxy from the obligation to produce his/her identification documents when the attendance list of persons authorised to participate in the Annual General Meeting of the Company is being prepared.

Shareholders’ right to request that a certain matter be placed on the agenda of the Annual General Meeting

A shareholder or shareholders representing at least one twentieth of the Company’s share capital may request that certain issues be placed on the agenda of the Annual General Meeting. Any such request, together with the grounds or a draft resolution pertaining to the request, should be submitted to the Company’s Management Board no later than 21 days prior to the scheduled date of the meeting, that is by June 9th 2017. The request may be sent in electronic form to the Company’s dedicated email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland. Shareholders’ right to propose draft resolutions

A shareholder or shareholders representing at least one-twentieth of the share capital may submit, prior to the scheduled date of the Annual General Meeting, draft resolutions on matters which have been or are to be placed on the agenda. Such draft resolutions may be sent in electronic form to the Company’s dedicated email address: ##lpact.ipgcdl#at#vgjeppodin.rdb##, or in writing to the following address: Zarząd Grupy Azoty S.A. (Management Board of Grupa Azoty S.A.), ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland. Draft resolutions on matters placed on the agenda may be submitted by all shareholders during the Annual General Meeting. Such draft resolutions should be in the Polish language. Electronic communications

The Management Board of the Company does not provide for the possibility of participating in the General Meeting or taking the floor by means of electronic communication. The Management Board does not permit the exercise of voting rights by postal ballot or electronic means.

Access to documents

The documents to be presented to the General Meeting, including draft resolutions, will be available at the Company’s registered office and on the Company’s website at http://tarnow.grupaazoty.com/pl/relacje/walne from the date of convening the General Meeting. Any comments from the Company’s Management Board or Supervisory Board concerning matters placed on the agenda of the General Meeting or matters to be placed on the agenda before the date of the General Meeting will be published on the Company’s website promptly after they are issued.

Corporate website

Information concerning the General Meeting is available in the Investor Relations/General Meeting of Shareholders section of the Company’s website www.grupaazoty.com.

Legal basis: Par. 38.1.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated February 19th 2009 (consolidated text: Dz.U. of 2014, item 133, as amended).

Management Board
Grupa Azoty S.A.

The Extraordinary General Meeting of Shareholders took place at 12:00 on 2nd December 2016 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

Objections to Resolutions No. 2, 5, 6, and 8 were raised by shareholders for the record in the minutes. 

During the Extraordinary General Meeting, draft resolutions were submitted concerning item 7 of the agenda of the Extraordinary General Meeting, i.e. “Adoption of resolutions to determine the remuneration of members of the Company’s Supervisory Board” and convening of an Extraordinary General Meeting of the Company.

The Company’s Annual General Meeting resumed its proceedings after the adjournment announced on June 6th 2016.

Objections to Resolutions No. 9 and No. 25 were raised by shareholders for the record in the minutes. 

During the Annual General Meeting, a draft resolution concerning item No. 10 of the agenda of the Annual General Meeting ‘Review and approval of the consolidated financial statements of the Grupa Azoty Group for the period January 1st–December 31st 2015 and the Directors’ Report on the operations of the Grupa Azoty Group in the financial year 2015’ was submitted, as reported by the Company in Current Report No. 44/2016 of July 5th 2016

Resolutions passed on July 5th 2016

Resolutions passed on June 6th 2016:

 

List of shareholders holding 5% or more of total voting rights at the Annual General Meeting of Grupa Azoty S.A. convened on June 6th 2016 and resumed after an adjournment on July 5th 2016

Answers to questions  

Answers to questions asked during the Annual General Meeting on July 5th 2016 

Answers to questions asked during the Annual General Meeting on June 6th 2016 

Draft resolutions:  

Form of Power of Attorney

Materials to the point No. 6a

Materials to the point No. 6b:

Materials to the point No. 6c:

Materials to the point No. 6d:

Materials to the point No. 6e:

Materials to the point No. 7:   

Materials to the point No. 8:

Materials to the point No. 9

Materials to the point No. 10:   

Materials to the point No. 11

Materials to the point No. 13:

Materials to the point No. 14:

Materials to the point No. 22:

The Extraordinary General Meeting of Shareholders took place at 12:00 on 1st February 2016 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

Acting in line with its Rules of Procedure, the Extraordinary General Meeting resolved not to consider item 5 of the agenda − Appointment of the Ballot Counting Committee, given that the votes were counted electronically by the technical support staff.

Also, the Extraordinary General Meeting did not adopt a resolution to appoint its Chair, because the Chair was elected by acclamation, as permitted under the Rules of Procedure for the General Meeting.  No objections were raised by any of the shareholders for the record in the minutes.

The Annual General Meeting of Grupa Azoty S.A. took place on June 18th 2015 at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, in conference room 57/58, 1st floor.

Acting in line with its Rules of Procedure, the Annual General Meeting resolved not to consider item 5 of the agenda − Appointment of the Ballot Counting Committee, given that the votes were counted electronically by the technical support staff.

Objections to Resolutions No. 3, 4 and 6 were raised by shareholders for the record in the minutes. 

The Annual General Meeting took place on June 10th 2014, at 12:00 noon, at the Company’s registered office at ul. Kwiatkowskiego 8, Tarnów, Poland, in conference room 57/58, 1st floor.

Acting in line with its Rules of Procedure, the Annual General Meeting resolved not to consider item 5 of the agenda − Appointment of the Ballot Counting Committee, given that the votes were counted electronically by the technical support staff.

Also, the Annual General Meeting did not adopt a resolution to appoint its Chair, because the Chair was elected by acclamation, as permitted under the Rules of Procedure for the General Meeting.  No objections were raised by any of the shareholders for the record in the minutes. 

The Extraordinary General Meeting of Shareholders took place at 12:00 on 3rd June 2013 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

Further to the decision of the Chairwoman of the Extraordinary General Meeting, considering point 5 of the Agenda was cancelled due to electronic voting with the use of the computer system, mentioned in paragraph 34 of the Regulations of the General Meeting. 

During the Extraordinary General Meeting a proxy of a Shareholder – the European Bank for Reconstruction and Development - submitted an application to remove point 6 of the Agenda “Adopting a resolution on dismissal a Member of the Supervisory Board” which was put on the Agenda at the request of this Shareholder.

During  the  Extraordinary General Meeting an objection was raised against resolution No. 3 of the protocol. 

The Annual General Meeting of Shareholders took place at 12:00 on 17th April 2013 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Annual General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Annual General Meeting of Shareholders.

The Extraordinary General Meeting of Shareholders took place at 12:00 on 8th March 2013 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

Further to the decision of the Chairman of the Extraordinary General Meeting, considering point 5 of the agenda was cancelled due to electronic voting with the use of the computer system, mentioned in paragraph 34 of the Regulations of the General Meeting. 

During the proceedings of the  Extraordinary General Meeting resolutions no. 6, 9 and 10 of the protocol were objected.

The Extraordinary General Meeting of Shareholders took place at 12:00 on 14^th July 2012 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

Further to the decision of the Chairman of the Extraordinary General Meeting, considering point 5 of the agenda was cancelled due to electronic voting with the use of the computer system, mentioned in paragraph 34 of the Regulations of the General Meeting. 

During the proceedings of the  Extraordinary General Meeting resolutions no. 1, 2, 3 and 4 of the protocol were objected.

The Annual General Meeting of Shareholders took place at 11:00 on 27^th April 2012 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Annual General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Annual General Meeting of Shareholders.

The Extraordinary General Meeting of Shareholders took place at 11:00 on 13^th January 2012 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.

The Extraordinary General Meeting of Shareholders took place at 11:00 on 18^th October 2011 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.

The Annual General Meeting of Shareholders took place at 11:00 on 14^th June 2011 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Annual General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

The Extraordinary General Meeting of Shareholders took place at 10:00 on 18^th May 2011 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda.

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.

The Extraordinary General Meeting of Shareholders took place at 12:00 on 22^nd December 2010 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.

The Extraordinary General Meeting of Shareholders took place at 12:00 on 19^th November 2010 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.

The Extraordinary General Meeting of Shareholders took place at 12:00 on 4^th October 2010 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.

The Annual General Meeting of Shareholders took place at 12:00 on 23^rd June 2010 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Annual General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Annual General Meeting of Shareholders

The Extraordinary General Meeting of Shareholders took place at 12:00 on 15^th December 2009 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.

The Extraordinary General Meeting of Shareholders took place at 12:00 on 21^st October 2009 at the registered office of the Company at the following address: ul. Kwiatkowskiego 8, 33-101 Tarnów, Poland.

The Extraordinary General Meeting of Shareholders did not decline to consider any item of the planned agenda. 

No objections were entered to the minutes during the session of the Extraordinary General Meeting of Shareholders.