Current Report No. 40/2017 dated 26 April 2017
Appointment of members of the Supervisory Board of the Company
Legal basis: Article 56 sec. 1 item 2 of the Act dated 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies.
Content of Report:
Management Board of Wirtualna Polska Holding S.A. with its registered office in Warsaw (the "Company") announces that on April 26, 2017, The Ordinary General Meeting of the Company adopted resolutions to appoint:
- Mr. Jarosław Mikos, as the Member of the Supervisory Board,
- Mr. Krzysztof Krawczyk, as the Member of the Supervisory Board,
- Mrs. Beata Barwińska – Piotrowska, as the Member of the Supervisory Board,
- Mr. Mariusz Jarzębowski, as the Member of the Supervisory Board of the Company meeting the criteria of independence from the Company and entities in significant relationship with the Company,
- Mr. Piotr Walter, as the Member of the Supervisory Board of the Company meeting the criteria of independence from the Company and entities in significant relationship with the Company,
- Mr. Aleksander Wilewski, as the Member of the Supervisory Board of the Company meeting the criteria of independence from the Company and entities in significant relationship with the Company.
The resolutions enter into force on the day of their adoption.
Below, the Company provides information on the professional curricula vitae of the Members of the Supervisory Board.
Jarosław Mikos commenced his professional career in 1991 at Dziennik Nowa Europa, where he worked until 1992 as a journalist. From 1993 – 1994 he was a journalist at Tygodnik Cash as the head of the business editorial office. In 1995, Jarosław Mikos commenced his cooperation with Delloite&Touche Tohmatsu Ltd. as senior consultant, and from 1996 to 1997 he worked as senior consultant for Coopers&Lybrand. From 1997 to 1999 he was a manager at the Department of Advising in Privatisation Processes and M&A at the London office of PriceWaterhouseCoopers, and from 1999 to 2000, the senior manager at the Warsaw office of PriceWaterhouseCoopers at the Department of Counselling in M&A Processes. From 2001 to 2005 he was the CFO, and since 2002 he has been the President of the Management Board at Energis Polska sp. z o.o. Subsequently, from 2006 to 2008 and from 2009 to 2010 he was the President of the Management Board of Stolarka Wołomin SA Additionally, from 2007 to 2011 he was the President of the Management Board of Stolarka SA, Seegerdach sp. z o.o. and Remix sp. z o.o., while from 2011 to 2013 he was a member of the Supervisory Board of Mediatel SA, Info TV FM sp. z o.o. and Info TV Operator sp. z o.o. In the meantime, he also acted as the President of the Management Board of Magna Polonia SA Since 2014, Jarosław Mikos has been related to the Group, in which he is a member of the supervisory boards of both the Company and the following Subsidiaries: Grupa Wirtualna Polska S.A., Domodi sp. z o.o.,Money.pl sp. z o.o., Nocowanie.pl sp. z o.o. and Enovatis SA.
Jarosław Mikos graduated from the Faculty of Law and Administration at the University of Warsaw in 1994 as a Master of Law
Since 1 April 2015 Chairman of the Supervisory Board.
Krzysztof Krawczyk is a Head of Warsaw office at CVC Capital Partners, one of the world’s leading private equity and investment advisory firms. Krzysztof Krawczyk has an over 18-year successful track record in European private equity and has served on the boards of numerous private and publicly-listed companies in telecom, media, manufacturing, logistics and healthcare sectors throughout the CEE region. Prior to joining CVC, Krzysztof Krawczyk was Managing Partner at Innova Capital, a leading mid-market private equity firm in Central Europe. Krzysztof Krawczyk also worked at Pioneer Investment, a Poland-based private equity fund, and Daiwa Institute of Research, an advisory arm of Japanese investment bank Daiwa. He is a Vice President and Treasurer of Polish Private Equity Association and co-founded and co-chaired its LBO Committee in the past.
Krzysztof Krawczyk holds a degree (with Honours) in Finance & Banking from the Warsaw School of Economics. He is also an alumnus of Executive Program at Harvard Business School. Krzysztof has been awarded a PE Person of the Year for 2014 by members of Polish Private Equity Association.
Since 23 June 2015 Member of Supervisory Board, from 31 August 2015 Vice - chairman of the Supervisory Board.
Beata Barwińska-Piotrowska commenced her professional career in 1997 at the law office of Kancelaria Żebrowski i Wspólnicy, where she worked until 1998. From 1998 to 2001 she was an attorney at the law office of Kancelaria Adwokacka Wardyńscy i Wspólnicy, and from 2001 to 2004 at the law office of Linklaters. Subsequently, until 2005, Beata Barwińska-Piotrowska ran her own law firm, Indywidualna Kancelaria Adwokacka Beaty Barwińskiej. In 2005, she commenced cooperation as a senior attorney with the law firm of Weil, Gotshal & Manges. Since 2010 she has been an Of Counsel at the Warsaw office of the law firm of CMS Cameron McKenna.
Beata Barwińska-Piotrowska graduated the University of Łódź with a Master of Law degree. Additionally, in the same year, she completed the School of American Law organised by the Jagiellonian University in cooperation with the Catholic University of America. In 2004, she was registered on the list of advocates of the District Advocates Council in Łódź.
Beata Barwinska – Piotrowska is a Member of the Supervisory Board of the Company, as well as Grupa Wirtualna Polska SA – the Company’s subsidiary.
Since February 10, 2014 Member of the Supervisory Board.
Mariusz Jarzębowski is an entrepreneur who has worked in the high-tech industry in the United States, Austria and Germany. Before coming back to Europe, Mariusz Jarzębowski worked in Silicon Valley at NeXT and Apple run by Steve Jobs. In Poland he was involved in establishing and running new ventures. Mariusz Jarzębowski worked at a venture capital firm where he continued to be involved in new venture development, and served on the Board of Directors and the Advisory Board. Mariusz Jarzębowski helped companies find and enter new markets. At Microsoft, as a specialist in competitive strategy and new markets, he helped organisations create new sources of growth, and learn from start-ups. Founder and owner a technology intelligence firm and Technology Policy Advisor at demosEUROPA–Centre for European Strategy, a think-tank based in Warsaw. He holds MS and MBA degrees from the Warsaw University of Technology Business School in partnership with London Business School.
Mariusz Jarzębowski is the Member of the Supervisory Board who satisfies the independence criteria and a member of the Audit Committee.
Since 23 June 2015 Member of the Supervisory Board.
Piotr Walter graduated from the Columbia College in Chicago and the International Institute for Management Development (PED) in Lausanne. He studied journalism at the Warsaw University and directing at the Lodz Film School. He started his professional career as a producer of television commercials in ITI Film Studio. And in TVN S.A., as program promotion director and TVN S.A. management board member.
Then, as director general and president of the management board of TVN S.A., he developed the nationwide TV channel and a portfolio of 13 thematic channels, creating the strongest television brand in Poland. As the vice-president of the TVN Group management board, he implemented the Group’s Internet and Over-The-Top (TVN Player) strategy. In 2013-2015, he discharged the function of vice-president of the ITI Group, Supervisory Board Member and Chairman of the Strategy and Content Committee of TVN S.A. Recently he was involved as co-producer in the production of “Planeta Singli”, one of the most popular Polish feature films of the past years.
The Management Board of the Company hereby informs that Piotr Walter has agreed to candidate and made a statement to the Company that he satisfies the criteria of the independence from the Company and the entities materially related with the Company and no legal obstacle is known to him regarding his candidacy for the post of a member of the supervisory board.
Aleksander Wilewski is a Swedish/Polish entrepreneur who has launched a wide range of pioneering companies, including Explorica, Clickad, Guldbrev, Streetcom and Total Fitness. Aleksander has broad and significant experience across a diverse range of businesses, driving them to be operationally efficient and financially successful. At the forefront of digital marketing, he founded Clickad, later sold it to the private equity firm 3TS, and then served on the board of directors. During his time as Head of Marketing and Operations for Explorica in the US and prior to serving on its board, his strategic and operational initiatives generated a business turnover of $80 million. Most recently, Aleksander co-founded Guldbrev in Sweden, a fast growing e-commerce company. Aleksander studied in Stockholm School of Economics with a major in accounting and finance. He is fluent in Swedish, Polish and English. Currently, Aleksander Wilewski is a board member for Guldbrev, Total Fitness and Egain Systems.
The Management Board of the Company hereby informs that Mr Aleksander Wilewski has agreed to stand as a candidate and made a statement to the Company that he satisfies the criteria of the independence from the Company and the entities materially related with the Company and no legal obstacle is known to him regarding his candidacy for the post of a member of the supervisory board and that he has accounting and auditing qualifications and experience.
According to the Company, the Members of the Supervisory Board do not conduct any business competitive to that of the Company as the issuer, they are not involved in a competitive business as shareholders or partners in a civil law company or partnership or members of a corporate body of a competitive corporation or legal persons and they are not entered in the Register of Insolvent Debtors kept pursuant to the provisions of the National Court Register Act of 20 August 1997.
Legal basis: Article 56 sec. 1 item 2 of the Act dated 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies in conjunction with § 38 sec. 1 item 2 and 7 of the Regulation issued by the Minister of Finance on 19 February 2009 on the Current and Periodic Information Transmitted by Securities Issuers and the Conditions for Recognizing the Information Required by the Regulations of a Non-Member State as Equivalent
Signatures of the individuals representing the Company:
Jacek Świderski – President of the Management Board/Chief Executive Officer
Elżbieta Bujniewicz – Belka – Member of the Management Board/Chief Financial Officer