NOTICE OF SALE OF REAL ESTATE BY AUCTION

Poczta Polska SA and Orange Polska SA, as co-owners of perpetual usufruct, invite you to participate in an auction for the sale of the right of perpetual usufruct to the real estate in Wrocław, at Powstańców Śląskich Street 134-138 and Sztabowa Street 81-83.

The auction is held in accordance with the rules set out in the Regulations on the sale of real estate by Poczta Polska SA and Orange Polska SA (hereinafter referred to as the "Regulations") adopted by Resolution No. 87/2025 of the Management Board of Poczta Polska SA of 10 June 2025, which are applied by the joint perpetual usufructuaries to joint auctions in their mutual relations, available on the website: nieruchomosci.poczta-polska.pl and nieruchomosci.orange.pl, at the registered office of the Proceedings Manager – the Bidder is obliged to accept the content of the aforementioned Regulations in writing.

1. Seller: POCZTA POLSKA SA with its registered office in Warsaw, (00-940 Warsaw, ul. Rodziny Hiszpańskich 8), also referred to as PP, and ORANGE POLSKA SA with its registered office in Warsaw (02-326 Warsaw, Al. Jerozolimskie 160), also referred to as OPL, as perpetual co-users of the Object of Sale.

2. Auctioneer: Poczta Polska SA with its registered office in Warsaw, 00-940 Warsaw, ul. Rodziny Hiszpańskich 8 (hereinafter referred to as the Auctioneer) with the participation of Orange Polska SA with its registered office in Warsaw (02-326 Warsaw, Al. Jerozolimskie 160) as the co-user of the perpetual usufruct of the Object of Sale.

3. Object of the Sale: the right of perpetual usufruct to the real estate located in Wrocław at ul. Powstańców Śląskich 134-138 and ul. Sztabowa 81-83 , in the Wrocław district, Lower Silesian Voivodeship, marked in the land register as plot number 106 (plot ID 026401_1.0022.AR_34.106), with an area of 0.8609 ha, and the related right of ownership to the buildings situated on this real estate: an office building with a building area of 3,194.00 ^m2 and a warehouse building with a building area of 39.00 ^m2 , covered by land and mortgage register No. WR1K/00045019/3, maintained by the District Court for Wrocław-Krzyków in Wrocław, 4th Land and Mortgage Register Division. (hereinafter referred to as the “Real Estate”) .

Both perpetual co-users will participate in the transaction and each will transfer their shares in the right to the buyer.

Property Address
Wroclaw, Powstańców Śląskich Street 134-138 and Sztabowa Street 81-83

The auctioneer informs:

• The real estate is covered by the provisions of the Local Spatial Development Plan for the area located in the vicinity of Powstańców Śląskich and Sztabowa Streets in Wrocław, approved by Resolution No. XII/291/19 of the Wrocław City Council of 04/07/2019, published in the Journal of Laws of the Lower Silesian Voivodeship of 02/08/2019, item 4552, from which it follows that plot no. 106 , AM 34, is marked on the plan drawing with the symbol 1U ,
• The property is located within the historic urban layout of the Południe district in Wrocław, which is included in the municipal register of monuments of the City of Wrocław, maintained pursuant to Order No. 12459/14 of the Mayor of Wrocław of 24 November 2014,
• the office building situated on the Property, constituting the building of the former Post and Telecommunications Directorate, together with internal courtyards and green areas, located at: Wrocław, Powstańców Śląskich Street No. 134-138, is subject to protection under the regulations on the protection and care of monuments, as entered into the register of immovable monuments of Wrocław under the number A/2266/509/Wm, by decision of 20 February 1993,
• The purchaser of the rights to the Real Estate in the conditional Real Estate sales agreement will establish on the Real Estate the following rights in favour of the company under the name of Orange Polska Spółka Akcyjna with its registered office in Warsaw and its legal successors – provided that the Real Estate is acquired on the basis of a transfer agreement:

a) for an indefinite period, a paid transmission easement with an area of 46.4 m2 for the telecommunications infrastructure located in the ground of plot 106, in accordance with the plan that will be published in the virtual database - virtual data room ("VDR") made available to Bidders in accordance with the conditions specified in point 9 below, for a one-off fee payable by Orange Polska S.A. to the buyer in the amount of PLN 15,900.00 net,

b) for an indefinite period, a limited property right in the form of a paid right of use of the Real Estate, limiting its exercise to rooms with an area of 27.9 m2 and other areas indicated on the plans, which will be published in the VDR made available to Bidders in accordance with the conditions specified in point 9, for a one-off fee payable by Orange Polska S.A. to the buyer in the amount of PLN 153,900.00 net,

and the content of the agreements establishing limited property rights in favour of Oranga Polska SA, referred to in points a) and b) above, contained in the notarial deed of the conditional sale agreement, will be substantially consistent with the content of the template that will be published in the VDR made available to Bidders in accordance with the conditions specified in point 9 below,

• The sale of the share of Poczta Polska SA is subject to the pre-emptive right of the National Property Resource resulting from Art. 30a of the Act of 20 July 2017 on the National Real Estate Resource (consolidated text: Journal of Laws of 2024, item 1026, 1089, as amended). Additionally, due to its historic character, the entire Real Estate would, in principle, also be subject to the pre-emptive right of the Municipality of the City of Wrocław resulting from art. 109 sec. 1 item 4 of the Act of 21 August 1997 on real estate management (consolidated text: Journal of Laws of 2024, item 1145, 1222, 1717), but due to the content of art. 109 sec. 3 item 10 of this Act, resolving the conflict of pre-emptive rights, the municipality’s pre-emption in relation to the share of Poczta Polska SA is excluded, while remaining in force in relation to the share of Orange Polska SA,
• The Real Estate is subject to a statutory right of first refusal. The only condition for concluding a transfer agreement in performance of the conditional Real Estate sales agreement will be the failure of all entitled parties to exercise the right of first refusal.

Starting price net: PLN 32,000,000
Minimum Bid Increment: PLN 320,000
Deposit: PLN 3,200,000

(the sale of Real Estate in terms of land, structures and buildings is exempt from VAT).
The starting price is the Starting Price referred to in §1 section 2 point 2 of the Regulations.

The auctioned price for the purchase of the rights to the Real Estate will be distributed in the notarial deed of the conditional sales agreement in proportion to the shares of both perpetual co-users, and the deposit will also be included in it in the same way.

4. The auction will be held at the seat of the Proceedings Manager in Warsaw (00-940), at 8 Rodziny Hiszpańskich Street, on December 12, 2025.
The analysis of documents will take place at 10:00 a.m., the auction will begin at 12:00 p.m. in conference room no. 1 at the Auctioneer's office.

5. The deposit paid in cash should be paid no later than December 9, 2025, with the payment date being the date on which the Procurer's bank account is credited, which will be verified by the Procurer before the Auction is called. The deposit paid in cash, in the amount specified above, should be paid to bank account no.: 85 1320 0019 0099 0718 2000 0025 , with the following note in the transfer title: "auction – Wrocław Powstańców Śląskich 134-138"

NOTE – deposit:

1. deposited by the Buyer will be credited towards the purchase price of the Real Estate, in the manner described above (with a breakdown proportional to the value of the shares); the above-mentioned amount of the Deposit will be treated as a deposit within the meaning of Article 394 of the Civil Code,
2. submitted by Bidders whose offers are not accepted will be returned within 7 business days after the Purchaser is selected. The Bidder is required to submit a statement specifying the bank account number to which the Bid Security should be refunded if the Bidder is not successful, as well as the correspondence address to which other documents obtained from the Bidder in accordance with the Announcement should be returned.

6. The property can be viewed after prior arrangement by telephone:
Wioleta Czarnecka (OPL), tel. 501 500 227, e-mail: wioleta.czarnecka@orange.com ,
Joanna Adamowska (PP), 502 013 416, e-mail: joanna.adamowska@poczta-polska.pl ,
on weekdays between 8:00 a.m. and 4:00 p.m., starting from the date of publication of the advertisement until December 9, 2025.

7. The Bidder is obliged to submit the original documents or notarized copies of the documents indicated in § 3 section 1 of the Regulations to the registered office of the Person Conducting the Proceedings by 28 November 2025.

8. In the event of a natural person, including a person representing a legal person, taking part in the auction, he or she is obliged to submit a written declaration of consent to the processing of his or her personal data for the purposes of the auction.

9. The Bidder is obliged to familiarise themselves with the physical and legal condition of the Real Estate being sold and, in the event of participating in the auction, to submit a written declaration of familiarisation with the physical and legal condition of the Real Estate, including documents, plans and designs published in the VDR, access to which will be provided to the Bidder after signing a confidentiality declaration in accordance with the template constituting Appendix 1 to the announcement and sending it to the following address: wioleta.czarnecka@orange.com starting from the date of publication of the announcement until November 28, 2025.

10. The condition for admission to the auction is, among others, obtaining a positive recommendation from the Compliance Committee of Orange Polska SA and the Compliance Department of Poczta Polska SA

11. If the selected Buyer refuses to conclude the conditional agreement, Poczta Polska SA and Orange Polska SA have the right to retain the deposit or claim damages and, additionally, if the Buyer refuses to conclude the sales agreement, the right to pursue the conclusion of the agreement in court.

12. Upon the winning bid, the parties are obligated to conclude a conditional sales agreement (provided that the eligible entities do not exercise their pre-emptive right); the transfer agreement will be concluded by the parties within the time specified in the conditional agreement, but in no event later than 60 days from the date of conclusion of the conditional agreement.

13. The Buyer who fails to pay the purchase price within the time limit specified in § 7 section 3 of the Regulations shall lose the rights resulting from the acceptance of the bid and the deposited security deposit.

14. More information about the subject of the auction and the auction procedure is available on the website: www.poczta-polska.pl/nieruchomosci and by calling the following telephone numbers: 502 013 416 (PP) and 501 500 227 (OPL) and www.nieruchomosci.orange.pl .

15. This Announcement does not constitute an offer within the meaning of the provisions of the Act of 23 April 1964, the Civil Code, and the information contained therein and the terms of the auction may be subject to change.

16. At any time before the auction is resolved, in particular in the event of a breach of the provisions of the Regulations, the Seller, the Person Conducting the Proceedings and each Company that is a co-user of the Property individually may withdraw from the auction or invalidate it without giving any reason.

17. The condition for signing the conditional sale agreement for the Real Estate will be obtaining the appropriate corporate consents by Poczta Polska SA and Orange Polska SA.

18. The Bidder is obliged to submit a declaration that in the event of closing the auction and selecting his offer, and then not giving the appropriate corporate consent, he will not make any claims against the Seller and Orange Polska SA related to the failure to conclude the sales agreement.

19. The Buyer shall bear the costs associated with preparing the Real Estate for sale and selling the Real Estate, i.e.: the cost of preparing the last valuation report, the cost of preparing an energy certificate, the cost of extracts and drawings from the land and building register, notary and stamp fees, and the costs of documents identified as other documents necessary for the sale of the Real Estate (as specified in the Regulations).

20. Information regarding the Auction and its course.

1) The auction is conducted by the Auctioneer.

2) The Commission shall refuse to allow a Participant of the Proceedings to participate in the Auction if the Participant of the Proceedings has not met the conditions specified in the Announcement or the Regulations.

3) Immediately before the start of the Auction, the Commission checks the identity and presence of the Participants in the room.

4) The course of the Auction is as follows:

• when initiating the Auction, the Auctioneer announces the Auction item and its starting price and minimum Bid Increment;
• during the auction, the Participants of the Proceedings use cards with numbers to report Bid Increments in the purchase price of the Real Estate;
• the Participants in the Proceedings decide on the amount of the Increments;
• the offered purchase price of the Real Estate ceases to be binding on the Participant of the Proceedings when another Participant of the Proceedings offers a higher purchase price;
• after the Bids have ceased, the Auctioneer, anticipating those present, after the third announcement, closes the Auction and awards the winning bid to the Participant who offered the highest price;
• The auction is deemed to be resolved if at least one Participant in the Proceedings has offered the starting price;
• The Auction is deemed to have ended with a negative result if no one participated in the Auction or none of the Participants in the Proceedings offered a purchase price at least equal to the Starting Price, and also if the Commission finds that none of the Participants in the Proceedings meets the conditions for participation in the Auction.

5) Upon the acceptance of the bid, the parties are obliged to conclude a sales contract and each party is entitled to seek its conclusion in court, unless the terms and conditions of the Auction provide otherwise.

6) The Buyer of the Property is obligated to pay the purchase price no later than two days before the date of concluding the agreement transferring the right of perpetual usufruct to the Property in the form of a notarial deed, or to deposit the amount corresponding to the purchase price in an escrow account with a notary, no later than the time of concluding the agreement in the form of a notarial deed, in order to release this amount to the Seller as an advance payment. The price is deemed paid upon crediting the bank account designated by the Seller. A Buyer who fails to pay the purchase price within the above-mentioned timeframe forfeits their rights arising from the acceptance of the bid and, pursuant to the terms and conditions set forth in the Regulations, the deposited Security Deposit.

Detailed rules of procedure, deadlines and other important information can be found in the attached documentation:

• Orange Polska and Poczta Polska Ethics and Compliance Questionnaire
• Application to participate in the sale proceedings
• Non-Disclosure Agreement (NDA)
• Regulations on the proceedings for the sale of real estate of Poczta Polska SA and Orange Polska SA

Documents can be downloaded here.