Notice of the qualification procedure to the position of The President of the Management Board of TORPOL S.A.

NOTICE OF THE QUALIFICATION PROCEDURE

On the basis of §18 (VIII) of the Articles of Association of the Company, the Supervisory Board of TORPOL Spółka Akcyjna, with its registered office in Poznań, announces the qualification procedure for the position of:

The President of the Management Board of the Company TORPOL S.A.

I. A candidate for the President of the Management Board must be a person who meets all the following conditions jointly:

1. he or she holds a university degree or a university degree obtained abroad recognized in the Republic of Poland pursuant to separate provisions,
2. he or she has at least 15 years of employment under a contract of employment, designation, election, appointment, cooperative employment contract, or provision of services under another contract or self-employment,
3. he or she has at least 3 years of experience as a member of the management board of a capital company,
4. he or she has at least 5 years of experience in managerial or independent positions or resulting from self-employment, including at least 3 years of experience working in a managerial position in business entities employing at least 1,000 people, the object of which is the construction, maintenance and/or management of railroad, tramway or road infrastructure,
5. he or she has the experience in managing the work of large teams, i.e. at least  50 people;
6. he or she has the knowledge of the Company’s scope of operations and the sector in which the Company operates,
7. he or she has the knowledge of issues related to acquisitions or takeovers of other business entities, documented with a specific example,
8. he or she has the experience in preparing and implementing a company’s long-term strategy,
9. he or she has the the experience in presenting and discussing the company’s current situation and development strategy with investment funds,
10. he or she has negotiating skills,
11. he or she has the ability to work collectively,
12. he or she has full legal capacity,
13. he or she enjoys full public rights,
14. he or she has the right to occupy the position of a member of the board of directors in commercial companies without restrictions or prohibitions,
15. he or she has a fluent knowledge of the Polish language and at least communicative knowledge of one foreign language.

Additional advantages and strengths would include:

• postgraduate diploma of Master of Business Administration (MBA);
• professional experience in companies in the railroad and/or tramway construction sector;
• professional experience in entities specializing in the design of linear infrastructure;
• professional experience in working for government administration bodies;
• professional experience in preparing bids and conducting commercial negotiations in entities operating in the field of infrastructure construction;
• experience in international cooperation.

II. A candidate for the President of Management Baord cannot be a person who meets at least one of the following conditions:

1. he or she holds the position of a social collaborator or is employed in the office of a member of parliament, senator, deputy-senator or the office of a member of the European Parliament on the basis of an employment contract or provides work on the basis of a contract of mandate or other contract of a similar nature,
2. he or she is a member of a political party body representing a political party outside and authorized to incur liabilities,
3. he or she is employed by a political party on the basis of an employment contract or provides work on the basis of a contract of mandate or other contract of similar nature,
4. his or her social or gainful activity gives rise to a conflict of interest with respect to the Company’s activities.

III. Written applications of the candidates will be accepted at the registered office of the Company: św. Michała 43, 61-119 Poznań, the secretariat of the Management Board, between 30 December 2025 and 15 January 2026 until 3:00 p.m. excluding holidays, Saturdays and Sundays, or by mail. The date of submission shall be considered the date of receipt of the application at the Company – the date and time of delivery shall be decisive.

IV. The application should include:

1. name and surname and information on how to contact the with the candidate/candidate (address, e-mail address, telephone number),
2. a cover letter and a resume,
3. a copy of documents, certified by the candidate as true to the original, confirming higher education,
4. a copy of a doctoral, MBA, or equivalent diploma, certified by the candidate as true to the original,
5. a copy of documents confirming the required length of service and work experience, certified by the candidate as true to the original,
6. a certificate of no criminal record issued no later than 30 days prior to the submission of the application – the certificate obtained in electronic version (XML file) should be submitted on a computer data carrier, a printout of the visualization of the electronic certificate is not a document and will not be accepted,
7. statement of full legal capacity,
8. a statement of unlimited by regulations or prohibitions right to hold the position of a member of the board of directors in commercial companies,
9. a statement that reads: „Wyrażam zgodę na przetwarzanie moich danych osobowych w celu rekrutacji zgodnie z art. 6 ust. 1 lit. a Rozporządzenia Parlamentu Europejskiego i Rady (UE) 2016/679 z dnia 27 kwietnia 2016 r. w sprawie ochrony osób fizycznych w związku z przetwarzaniem danych osobowych i w sprawie swobodnego przepływu takich danych oraz uchylenia dyrektywy 95/46/WE (ogólne rozporządzenie o ochronie danych)” [translation – I consent to the processing of my personal data for the purpose of recruitment in accordance with Article 6(1)(a) of the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (General Data Protection Regulation)],
10. other documents confirming the candidate’s competences and experience.

V. A written application of a candidate, together with the required documents and statements, should be delivered to the address: TORPOL S.A., ul. św. Michała 43, 61-119 Poznań, in sealed envelopes marked: „Postępowanie kwalifikacyjne na stanowisko Prezesa Zarządu TORPOL S.A. w Poznaniu. Nie otwierać” [translation – “Qualification proceedings for the position of the President of the Management Board of TORPOL S.A. in Poznań. Do not open”].

Documents should be submitted in originals or copies. Copies of documents may be certified by the candidate; however, in such a case the candidate shall present the original or an official copy of the document during the interview, under pain of exclusion from further proceedings.

Applications which do not meet the above requirements or which are submitted after the deadline for their receipt will not be considered.

VI. Information about the Company can be obtained from the website at: torpol.pl.

VII. The opening of applications will take place on 16 January 2026.

VII. Interviews with candidates will be held at the date and place designated by the Supervisory Board.

Candidates will be notified of the date and place of the interview by telephone or e-mail    at least 2 days before the date.

IX. The following matters will be the focus of the interview:

1. the candidate’s self-presentation, including a presentation on the planned and Company oriented operations and activities,
2. knowledge of the Company’s scope of operations and the sector in which the Company operates, and a presentation of the candidate’s anticipated/proposed activities in the Company related to the position of the President of the Management Board,
3. knowledge of issues related to management and leadership of staff teams, and about the area of negotiations,
4. knowledge of the principles of commercial companies, with particular emphasis on public companies,
5. experience necessary to perform the function of a member of the Management Board in the Company,
6. analysis of the market and competition.

X. The candidate will be required to declare their consent to their appointment to the position of the President of the Management Board if selected by the Company’s Supervisory Board and notified of the outcome of the qualification procedure in which they participated. The Supervisory Board of the Company may terminate the qualification procedure at any time without giving reasons without selecting a candidate.

XI. A statement must be made in the application:

„Wyrażam zgodę na przetwarzanie moich danych osobowych przez TORPOL S.A. z siedzibą w Poznaniu w celu prowadzenia rekrutacji na stanowisko Prezesa Zarządu. Zostałam/zostałem poinformowana/poinformowany o przysługujących mi uprawnieniach, w tym, że moja zgoda może być odwołana w każdym czasie”. [translation – “I consent to the processing of my personal data by TORPOL S.A. with its registered office in Poznań for the purpose of recruitment for the position of the President of the Management Board. I have been informed of my rights, including that my consent may be revoked at any time.”]

XII. Candidates take part in the qualification procedure at their own expense and risk.

XIII. The candidate who was not appointed to the position of President of the Management Board of the Company for which he/she applied under this recruitment procedure will have all documents submitted in the procedure returned to him/her in person upon receipt or by registered mail.

GDPR PRIVACY NOTICE

The controller of candidates’ personal data is Torpol S.A., ul. Świętego Michała 43, 61-119 Poznań. The data will be processed for the purpose of conducting the recruitment process for the position of President of the Management Board in which you are participating.

The legal basis for data processing is:

1. Article 6(1)(a) of GDPR – based on the candidate’s consent (sending the application is understood as the candidate’s consent),
2. Article 6(1)(c) and Article 10 of the GDPR in conjunction with Article 18, sections 1 and 2 of the Commercial Companies Code – as a legal obligation to verify the criminal record of management board members,
3. Article 6(1)(f) of the GDPR, i.e., the Controller’s legitimate interest in verifying the accuracy of submitted declarations and – if applicable – pursuing claims arising from legal provisions, as well as evaluating submitted applications.

The personal data provided will be deleted immediately, but in any case no later than six months from the date of completion of the recruitment process – if the process ends with a negative result – unless the law requires us to continue storing it.

The recipients of personal data may include entities such as authorized public authorities, postal operators, entities providing document destruction services, entities providing IT services, and entities providing maintenance and technical support for devices used by the Controller.

Due to the fact that we process candidates’ personal data, candidates have the right to:

1. request access to their personal data and request a copy thereof,
2. request rectification of their personal data,
3. request erasure or restriction of processing of their personal data,
4. object to the processing of their data,
5. transfer their data,
6. lodge a complaint with the supervisory authority (the President of the Personal Data Protection Office),
7. withdraw consent at any time, but without affecting the lawfulness of processing based on consent before its withdrawal – however, withdrawal of consent results in withdrawal from participation in the process.

The data processed by the Controller is not subject to automated decision-making, including profiling. Providing personal data is voluntary, but necessary to participate in the process. If you have any questions, please contact the Controller at torpol@torpol.pl or the Data Protection Supervisor at iod@torpol.pl.

Information on the Procedure for reporting violations and whistleblower protection at TORPOL S.A.

Based on art. 24 section 6 of the Act of 14 June 2024 on the Protection of Whistleblowers (Journal of Laws of 2024, item 928), in connection with the commencement of recruitment, we hereby inform you that TORPOL S.A. has in force the “Procedure for reporting violations and protection of whistleblowers at TORPOL S.A.” of 17 September 2024 (“Procedure”). In the manner described in the Procedure, you may submit an internal report of a possible violation of legal provisions or ethical values ​​in the area indicated in the Procedure. The full text of the Procedure is available on the TORPOL S.A. website at www.torpol.pl in the “CSR”/”Violations” tab (www.torpol.pl/csr/naruszenia).