Appointment of the Chairman of the Supervisory Board of XTB S.A.

The Management Board of XTB S.A. (‘XTB’, ‘Company’) announces that on 15 January 2025 the Company received a statement from Mr Jakub Zabłocki, in accordance with which, in exercise of the powers specified in Article 15.3(a) of the Company’s Articles of Association, Mr Jakub Zabłocki appointed Mr Aleksander Chłopecki as Chairman of the Supervisory Board for a joint term of office commencing on 16 January 2025.

Below, the Company provides information on the educational background, qualifications and positions previously held, together with a description of Mr Aleksander Chłopecki’s career history.

Aleksander Chłopecki is a graduate of the Faculty of Law and Administration at the University of Warsaw and the Friedrich-Wilhelms-University in Bonn, Germany, and is a Professor of Law at the University of Warsaw in the Department of Commercial Law at the Faculty of Law and Administration at the University of Warsaw. Prof. Aleksander Chłopecki has extensive knowledge acquired during his professional experience in the financial market since 1991.

Since 2008, he has been the Chairman of the Court of Arbitration at the Polish Financial Supervision Authority. He is registered on the list of legal advisers and an associate of law firms. Between 1991 and 1996 he was Advisor to the Chairman of the Securities Commission. From 1997 to 2000 he was Director of the Legal Department of the Securities and Exchange Commission, and from 2001 to 2004 he was Deputy Chairman of the Securities and Exchange Commission for Legal Affairs. From 2004 to 2006 he was a member of the Management Board of the National Securities Depository S.A. and Chairman of the Supervisory Board of PZU S.A. From 2016 to 2024 he was a member of the Supervisory Board of OANDA TMS Brokers S.A.. Currently, Mr Aleksander Chłopecki is associated with the Marvipol Development Capital Group, having served as Chairman of the Supervisory Board of Marvipol Development S.A. since 2016. Aleksander Chłopecki is also a permanent arbitrator at the Arbitration Court under the General Prosecutor’s Office of the Republic of Poland. Author and co-author of most of the past and present regulations on the Polish capital market. Member of the Securities Markets Stakeholder Group (SMSG) of the advisory body of the European Securities Market Authority (ESMA) from 2011 to 2013.

In accordance with his statement, Mr Aleksander Chłopecki does not conduct in any form any activity competitive to the Company, does not participate in a competitive company as a partner in a civil partnership, a partnership or as a member of an authority of a capital company, and does not participate in any other competitive legal person ZAŁĄCZNIK DO RB NR 35/2024 as a member of its authority, and is not listed in the Register of Insolvent Debtors kept pursuant to the Act on the National Court Register.

At the same time, according to the declaration submitted, Mr Aleksander Chłopecki, due to more than 30 years of professional experience in the financial market, commercial law and membership of the in supervisory boards of public companies, he meets the requirements for members of the audit committee set out in the in the Act on Statutory Auditors, Audit Firms and Public Supervision of 11 May 2017, as well as with regard to the existence of the candidate’s real and significant relations with a shareholder holding at least 5% of the total number of votes in the Company.

Legal basis: Article 56.1.2 of the Act on Public Offering – current and periodic information.

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