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As at December 31st 2017, the share capital of PGNiG was approximately PLN 5.78bn, and comprised 5,778,314,857 shares with a par value of PLN 1 per share. Series A shares were ordinary bearer shares and each share conferred the right to one vote at the General Meeting. The State Treasury remains PGNiG’s majority shareholder.

On June 26th 2008, a disposal by the Minister of State Treasury of one PGNiG share in accordance with general rules triggered the eligible employees’ rights to acquire for free a total of up to 750,000,000 PGNiG shares. First share transfer agreements were executed on April 6th 2009 and the eligible employees’ rights to acquire PGNiG shares free of charge expired on October 1st 2010. As at December 31st 2017, nearly 60,000 eligible employees subscribed for 728,294 shares. The Company shares acquired by eligible employees free of charge were subject to a lock-up until July 1st 2010, while trading in shares acquired free of charge by members of the Company’s Management Board was restricted until July 1st 2011.

In 2017, there were no changes in the shareholding structure.

Shareholding structure at the end of 2017

Shareholders

Number of shares/votes attached to the shares as at Dec 31 2016

Percentage of share capital/total voting rights at the GM as at Dec 31 2016

Change in 2017

Number of shares/votes attached to the shares
as at Dec 31 2017

Percentage of share capital/total voting rights at the GM as at Dec 31 2017

State Treasury

4,153,706,157

71.88% 4,153,706,157 71.88%
Treasury shares
Others, including:

1,624,608,700

28.12% 1,624,608,700 28.12%
– OFE*

532,390,415

9.21% 521,999,228 9.03%
Total

5,778,314,857

100.00% 5,778,314,857 100.00%
* Data based on annual asset specifications of open-end pension funds as at December 29th 2017.

Institutional investors, primarily open-end pension funds (OFE), pension fund management companies, as well as Polish and foreign investment funds, held over one-fifth of all shares issued by PGNiG. Nearly 10% of the Company shares were in the portfolios of Polish investors, and close to 10% were held by foreign institutions – mainly from the United States and Europe. As regards European investors, most PGNiG shares were held by UK entities (over 2%).

Shareholding structure comparison

Shareholding structure by investor type

Source: in-house analysis based on annual asset specifications of open-end pension funds as at December 29th 2017.

Major holdings of PGNiG shares were included in the portfolios of open-end pension funds, which at December 29th 2017 held more than 9% of PGNiG’s equity, valued at just under PLN 3bn. Relative to 2016, the number of shares held by open-end pension funds declined slightly, by 0.2 pp. Based on the closing price on the last trading day in 2017, the value of PGNiG shares held by open-end pension funds rose nearly PLN 300m relative to 2016.

Shareholding structure by geography

……………………

Percentage of PGNiG share capital held by open-end pension funds at the end of 2017

Source: in-house analysis.

Top 3 for Rest of Europe and the World: Sweden 0.34%, Norway 0.29%, the Netherlands 0.27%; Canada 0.30%, Japan 0.27%, China 0.18%