Dino

IMPORTANT INFORMATION

Prior to obtaining access to the information placed on this website, please read carefully the following important information regarding the terms of access to this website and of the use of the information contained herein. Please note that the important information presented below may be changed or updated. Consequently, it should be read and analysed in whole whenever this website is accessed in the future. THE MATERIAL CONTAINED ON THIS WEBSITE IS NOT INTENDED FOR RELEASE, DISSEMINATION, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE TERRITORY OF THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISSEMINATION, PUBLICATION OR DISTRIBUTION WOULD CONSTITUTE A VIOLATION OF THE APPLICABLE LAWS OR WOULD REQUIRE REGISTRATION. The materials to which you will gain access relate to or are connected with (i) an initial public offering in the territory of Poland of up to 48,040,000 ordinary shares (the “Sale Shares”) in Dino Polska S.A with its registered office in Krotoszyn (the “Company”), with a nominal value of PLN 0.10 each (the “Offering”), conducted by Polish Sigma Group S.à r.l. (the “Selling Shareholder”), and (ii) with the seeking of the admission and introduction of 98,040,000 ordinary shares with a nominal value of PLN 0.10 each (the “Shares”), including the Sale Shares, to trading on the regulated market of the Warsaw Stock Exchange (the “Admission”). On 17 March 2017, the Financial Supervision Authority approved the prospectus (the “Prospectus”) prepared in connection with the Offering and the Admission. The Prospectus (in Polish), together with any supplements and update communications thereto, and with the announcement of the final number and price of the Sale Shares offered in the Offering (upon its drafting and publication), will be posted on, and will, during its validity period, continue to be available in an electronic form on the Company’s website (www.grupadino.pl) and at the website of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna Oddział – Dom Maklerski PKO Banku Polskiego w Warszawie (www.dm.pkobp.pl) – solely for information purposes. The Prospectus is the sole legally binding offering document which contains, for the purposes of the Offering and the Admission, information about the Company, the Shares (including the Sale Shares) and the Offering. Materials posted on this website include the Prospectus with any supplements and update communications thereto, if any, the announcement of the final number and price of the Sale Shares offered in the Offering (upon its drafting and publication) and information which is either of promotional nature for the purposes of the Offering and the Admission or constitutes information disclosed by the Company to the public in the performance of the Company’s disclosure obligations under the applicable laws and regulations. These materials do not constitute an offer for the sale of securities in the United States, Canada, Japan, Australia, or any other jurisdiction where such offer for sale would constitute a violation of the applicable laws or would require registration. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933 (the “U.S. Securities Act”). Securities of the Company have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements under the U.S. Securities Act. Neither the Prospectus nor the securities of the Company covered thereby have been or will be registered, approved or notified in any country other than the Republic of Poland, specifically in accordance with the laws enacted based on Directive 2003/71/EC of the European Parliament and of the Council, as amended, and they cannot be offered or sold outside the territory of the Republic of Poland (including within the territory of other countries of the European Union or the United States of America, Canada, Japan or Australia) unless in any relevant state such offer or sale could be effected in compliance with the law without the need for the Company, the Selling Shareholder or their respective advisors for the purpose of the Offering to comply with any additional legal requirements. Any investor residing in or having its registered office outside the Republic of Poland should review the relevant regulations of Polish law as well as the regulations of other countries which may apply thereto in connection with the participation in the Offering. WE HEREBY INFORM YOU THAT THE MATERIALS AND INFORMATION TO WHICH YOU WILL BE GRANTED ACCESS AND THE USE OF SUCH MATERIALS AND INFORMATION: (I) ARE SUBJECT TO THE ABOVE RESTRICTIONS; (II) ARE DIRECTED TO PERSONS RESIDING IN AND ACCESSING THIS WEBSITE FROM THE TERRITORY OF THE REPUBLIC OF POLAND; (III) ARE NOT DIRECTED TO U.S. PERSONS OR PERSONS ACTING FOR THE ACCOUNT OF, OR ON BEHALF OF, A U.S. PERSON (AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT); (IV) ARE NOT DIRECTED  TO PERSONS RESIDENT OR WITH A  REIGSTERED OFFICE IN CANADA, JAPAN OR AUSTRALIA, OR IN ANY OTHER JURISDICTION WHERE ACCESSING THE MATERIALS AND INFORMATION CONTAINED ON THIS WEBSITE WOULD CONSTITUTE A VIOLATION OF THE APPLICABLE LOCAL LAWS OR WOULD REQUIRE REGISTRATION OR OBTAINING A PERMIT. Please note that reviewing and accessing these materials in violation of the above may constitute a violation of securities laws, in particular in Poland and the United States.

Supervisory Board Members
Professional curricula vitae
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Tomasz BiernackiChairman of the Supervisory Board

Tomasz Biernacki is the founder and main shareholder of „DINO POLSKA” S.A. He has been involved in the building of the Dino brand throughout his professional career.

In 1999, within the scope of his sole trader’s business, he opened the first store under the Dino Supermarket brand. In 2007, Tomasz Biernacki established Dino Polska sp. z o.o. which was subsequently transformed into the „DINO POLSKA” S.A. in 2011. From 2009 to 2010 Tomasz Biernacki managed the Dino Polska as the President of the Management Board, and since 2010 he has been the Chairman of the Supervisory Board. Moreover, Tomasz Biernacki is a member of the authorities of numerous companies operating in various market sectors.

Eryk Bajer Member of the Supervisory Board

Eryk Bajer is a graduate of the Agricultural University of Poznań from which he received a master’s degree in engineering in 1993.

He began his career in 1994 as a broker on the Poznań Commodity Exchange where he worked until 2002. After that, in 2002 he took the position of Director of the Export Department in the Wojciech Biernacki Meat Processing Plant. He served in this capacity until 2004. He ran a sole proprietorship from 2004 to 2009. In turn, since 2009 he has continuously served as the President of the Management Board of TBE Sp. z o.o. Moreover, from 2010 until the present he has been a Supervisory Board member in „DINO POLSKA” S.A.

Piotr Borowski Independent Member of the Supervisory Board

Piotr Borowski is a graduate of the Poznań University of Economics, with post-graduate studies in corporate finance at the Warsaw School of Economics, post-graduate studies at the Academy of Leadership Psychology at Warsaw University of Technology Business School and MBA studies.

Since May 2023 he has been the Vice Chairman of the Supervisory Board and member of the Audit Committee at NEUCA S.A. based in Toruń and since June 2023 – Member of the Supervisory Board and Audit Committee at Towarzystwo Ubezpieczeń Zdrowie S.A. based in Gdynia.

In 2018-2022 he was a member of the management board of the Warsaw Stock Exchange, responsible for the Operations Division, and from March 2020 also for the Financial Division. During this period, he also performed supervisory functions in the governing bodies of companies from the Warsaw Stock Exchange Capital Group. In 2017-2018, he was an investor relations and capital market consultant. In the years 2007-2016 he worked in managerial positions at the Warsaw Stock Exchange, in the years 1991-2006 he was employed in banks and brokerage houses.

Sławomir Jakszuk Independent Member of the Supervisory Board

Sławomir Jakszuk is a graduate of the Faculty of Law and Administration at the University of Warsaw (1990). In 1997 he participated in a course run by the Securities and Exchange Commission International Institute For Securities Market Development in Washington D.C. In 2000-2003 he participated in the attorney-at-law traineeship in the Warsaw Bar Association.

He began his career in 1991 as a specialist in Bank Własności Pracowniczej S.A. in the Capital Operations Department – he served in this capacity until 1994. From 1994 to 2007 he was the Deputy Director of the Legal Department at the Warsaw Stock Exchange S.A. From 2002 to 2004 he was a lecturer in commercial and civil law in the Faculty of Management at the University of Warsaw and in the Romuald Kudlinski OLYMPUS University. Since 2007 he has been a partner in the Law Firm of Professor Marek Wierzbowski Adwokaci i Radcowie Prawni.

He has also served as a supervisory board member in the following companies: Arcus S.A. (2008-2015) and FAM Technika Odlewnicza Sp. z o.o. (2015), and he currently sits in the supervisory board of „DINO POLSKA” S.A. and in the brokerage house doing business as Doradztwo dla Polskich Przedsiębiorstw Securities S.A. From 2008 to 2009 he was the President of the Management Board of NORDKAPP Towarzystwo Funduszy Inwestycyjnych S.A. From 2012 to 2013 he was a Management Board member of Plantator S.A. and from 2013 to 2014 he was a Management Board member of Raymond James CEE Sp. z o.o.

Maciej Polanowski Member of the Supervisory Board

Maciej Polanowski began his career in 1991 as a member of the Cooperative Agrofirm. From 2006 to 2018 he served in the capacity of President of the Management Board of Biosecure Sp. z o.o. In turn, from 2007 to 2010 he was a member of the Audit and Control Commission in the Recycling Industry’s Employers Association. Since 2010 he has also been associated with companies belonging to the „DINO POLSKA” S.A. Group in which he serves in supervisory functions. From 2013 to 2018 he was the President of the Management Board of AG Recykling Sp. z o.o., while since 2013 he has served in the capacity of the President of the Management Board of the Cooperative Agrofirm. Since 2015 he has also been a farm owner. Since that same year he has also served in the capacity of President of the Management Board of AG Hodowla Spółdzielnia. Since 2016 Maciej Polanowski has been the President of the Management Board of the Professor Leopold Adametz Association. Since 2018 he has been affiliated with Prodigo S.A. In addition, since 2020 he has also been a Supervisory Board member of KR INŻYNIERIA Sp. z o.o. and KROT INVEST KR INŻYNIERIA Sp. z o.o. S.K.A. Mr. Maciej Polanowski has a general secondary education.

Maciej Polanowski has many years of experience in organization and oversight in the processing and recycling industries, in agricultural activity and in organizations of companies, which he has gained during the various stages of his career.

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