The complaint references findings from an internal audit that identified irregularities in the process of amending post-employment non-compete agreements with senior management in the second half of 2023. These agreements, which were modified in violation of internal regulations and contained documentation irregularities, appear to have been structured in the financial interest of the managers themselves, to the detriment of the company. Some agreements were signed after October 15, 2023, a period during which Grupa Azoty had been reporting record net losses for several quarters. These agreements provided select employees with six months of post-employment compensation equal to 100% of their base salary at the time of employment termination. The amendments were authorized by the previous Grupa Azoty Management Board, despite legal warnings from the company’s legal team regarding associated risks.

"The decision to sign non-compete agreements for selected employees during a time when the Group’s debt approached PLN 10 billion is a disappointing summary of the previous management's priorities. The provisions, pushed through in a non-transparent process, guaranteed these contracts would be irrevocable and provided substantial severance for six months post-employment. We cannot and will not allow a situation where management personnel who contributed to Grupa Azoty's current situation receive high severance packages post-employment. Termination notices for these non-compete agreements have already been issued to the former employees identified in the complaint," said Adam Leszkiewicz, President of the Management Board of Grupa Azoty S.A.

The 2023 agreements with selected employees contravened internal regulations and legal standards, modifying prior agreement terms in ways that included:

1. extending the non-compete period from 3 to 6 months,
2. removing Grupa Azoty’s right to cancel the agreement within 3 months of employment termination, especially if the competitive risk ceased to exist,
3. reducing the contractual penalty for breaching the non-compete clause to PLN 5,000 per violation, down from the previous amount equivalent to three times the gross salary,
4. adding confidentiality obligations after employment termination, extending for 5 years.

Following recommendations from the Grupa Azoty S.A. Management Board, ongoing audits are examining the recent years’ operations within the Capital Group. These audits, tied to record losses reported since Q4 2022, ineffective recovery actions, investments, and contractual agreements, have already led Grupa Azoty to file initial criminal complaints, including those involving the Polish National Foundation, sponsorship and advertising agreements, and the former President of Chemik Police. Further actions in other areas are expected in the coming weeks.