Corporate governance

The chairperson of the highest governance body is not at the same time a representative of the top management.

The chairperson of the Supervisory Board will be elected from among the supervisory board of persons designated by the shareholder.

The chairperson will convene and conduct the meetings of the supervisory board, and the vice-chairperson in his/her stead. The chairperson or deputy chairperson of the board may, for important reasons, shorten the time limit for convening a supervisory board meeting to two days. He or she will also determine the appropriate method of transmitting the invitation. When ordering a vote by written procedure or by means of direct communication at a distance, the Chairperson of the Council indicates in which of these procedures the resolution is to be adopted.

The chairperson’s vote is decisive in the event of a tie. In the event of a proposal to amend a draft resolution voted on by means of direct remote communication, the chairperson makes the final edit of the draft and orders a vote in the manner indicated by him or her. He will also set a closing date for voting by the members of the Supervisory Board.

The Supervisory Board meeting may be attended by members of the Management Board, Company employees and other persons invited by the Chairperson or Deputy Chairperson of the Board, whose participation in the meeting is justified. The Chairperson of the Supervisory Board may order the depositing of audio and video recording devices belonging to Board members or other persons participating in a Board meeting, including especially a telephone, a voice recorder, an MP player, a camera or other recording equipment.

The chairperson of the board will decide on access to materials and attendance during the discussion of a matter when a conflict of interest is identified. When the conflict concerns the chairperson of the board, the deputy chairperson decides. Statements addressed to the board between meetings will be made to the chairperson of the board or, when this is not possible, to the deputy chairperson or its secretary.

The work of the Management Board is directed by the Chairman of the Management Board, who coordinates the activities of its individual Members. At his request, the Members of the Management Board present information on the status of ongoing matters. On his own initiative or at the request of other Members of the Management Board, he resolves doubts about the scope of matters falling within the division of the areas of organisational supervision and the responsibilities of individual Members of the Management Board.

The President of the Management Board establishes and coordinates the policy and practice of contacts with public administration bodies, as well as with the management of other companies. To carry out his duties, he may issue orders.

When the President of the Management Board is absent for a continuous period of at least five working days, the work of the Management Board will be managed by a Board Member appointed by him. In the event that the President of the Management Board does not designate a Board Member to replace him, the other Board Members, at the proposal of the director of the unit responsible for servicing the company’s bodies, will elect from among themselves a person to direct the work of the Management Board in place of the President.

In the event of a planned absence of a Board Member of the Management Board of more than five working days, the President of the Management Board may appoint another Board Member to supervise the area assigned to the absent member.

Meetings of the Management Board will be convened by the President on his own initiative or at the request of a Board Member. The President will determine the agenda of the meeting on the basis of requests made by individual Board Members.

Meetings of the Management Board will be chaired by the President or a Member of the Management Board appointed by him/her. In their absence, meetings will be chaired by a Member of the Management Board authorised to replace the President.
The President of the Management Board decides on the attendance of persons who are not members of the Management Board at a meeting of the Management Board. When passing resolutions, in the event of an equality of votes, the President of the Management Board has the casting vote.

The President of the Management Board or a person designated by him and duly authorised will perform labour law activities for the company.

On June 22, 2022, the Ordinary General Meeting of PGE Polska Grupa Energetyczna S.A. appointed the Supervisory Board of the twelfth term of office. Additionally, on July 12, 2022 the Company received a statement of the Minister of State Assets appointing Mr. Zbigniew Gryglas as a member of the Supervisory Board of the Company.

On February 9, 2023, the Company received the resignation of Mr Marcin Kowalczyk from membership in the Supervisory Board of PGE S.A. effective February 9, 2023.

On April 28, 2023, the Ordinary General Meeting of PGE S.A. appointed Mr. Cezary Falkiewicz to the composition of the Supervisory Board.

As at the date of publication of the report, the composition of the Audit Committee was as follows:

• Artur Składanek – Chairman
• Janina Goss – Member
• Anna Kowalik – Member
• Mieczysław Sawaryn – Member
• Radosław Winiarski – Member

The Audit Committee operates on the basis of the Regulations of the Audit Committee of the Supervisory Board of PGE S.A., which meets the requirements of the Act of May 11, 2017 on Statutory Auditors, Audit Firms and Public Supervision (the Act on Statutory Auditors). The Company also has the following documents adopted by the Audit Committee:

• Policy and Procedure for the Selection of the Audit Firm to Conduct the Audit (Auditor Selection Policy).
• Policy on the provision of permitted non-audit services by the audit firm, by affiliates of the audit firm and by a member of the audit firm’s network (Service Provision Policy).

All members of the Audit Committee of the Supervisory Board of the 12th term of office have submitted a declaration for the record that they meet the requirements set out in the Act on Statutory Auditors regarding the Audit Committee.

In 2022 the Supervisory Board Audit Committee had the following members:

• meeting statutory independence criteria: Janina Goss, Grzegorz Kuczyński (until June 22, 2022), Mieczysław Sawaryn and  Artur Składanek,
• having knowledge and skills in accounting or auditing financial statements due to their education and experience: Radosław Winiarski,
• having knowledge and skills in the industry in which the company operates due to their education and professional experience: Anna Kowalik and Artur Składanek.

Curricula vitae of the Members of the Audit Committee of the Supervisory Board containing details of their education and professional experience, confirming that they possess the requirements indicated above, are available above and on the PGE S.A. website.

The main task of the Audit Committee is assessment of the correctness and effectiveness of internal control at PGE S.A. and PGE Group and cooperation with the statutory auditors of the Company. The Audit Committee’s tasks include in particular defining the rules for selecting an audit firm to audit the Company’s financial statements and monitoring the Company’s financial reporting.

The Audit Committee at PGE S.A. held 10 meetings in 2022 with an attendance rate of 92%. At its meetings, the Audit Committee analysed, among other things, reports for 2021 i.e. the Company’s separate financial statements, the consolidated financial statements of the PGE Capital Group, and the Management Board’s report on the activities of the Company and the PGE Capital Group for the year 2021. The Audit Committee held also regular meetings with the representatives of the auditors – the company PKF Consult sp. z o.o. sp.k. in the scope of year 2022.

Furthermore, the Audit Committee analysed the Company’s separate financial statements for the first half of 2022, as well as the consolidated financial statements of the PGE Capital Group for the same period.

In 2022 the Audit Committee approved the compliance programme of PGE Group for the year 2022.

The Audit Committee issued its positive opinion on the audit plan of the PGE Capital Group for the year 2022.

The Audit Committee also analysed:

• the results of audits carried out at the Company and PGE Group,
• information on the consolidation of the internal audit area at PGE Group,
• information on the performance and functioning of the Audit Department of PGE S.A. following the consolidation of the audit are at PGE Group,
• information on the progress of on-going procedures for the selection of external legal and financial advisers
• report on services provided by the Auditor of PGE S.A. and entities related to the Auditor to PGE Group companies for 2021.
• information on the adoption of a recommendation to the Supervisory Board on the evaluation of transactions entered into by PGE S.A. and its subsidiaries with related parties on an arm’s length basis in the ordinary course of business.

Selection of the audit firm to carry out the audit

Pursuant to the Auditor Selection Policy, the selection of the auditing firm to audit the financial statements of the Company and the consolidated financial statements of PGE Group is made in compliance with the mandatory provisions of law and internal regulations, in particular:

• Act on Statutory Auditors, in particular art. 130 sec. 3 point 2 of this Act,
• Public Procurement Law (i.e.: Polish Journal of Laws 2019, item 1 843 as amended),
• PGE Group’s General Procurement Procedure,
• PGE S.A. Procurement Manual,
• Auditor Selection Policy,
• Guidelines for the selection and co-operation with the audit firm auditing the annual financial statements of the State-owned Company of September 2017.

The first audit engagement will be with an audit firm for a period of not less than 2 years, renewable for successive periods of at least 2 years. The maximum duration of uninterrupted audit engagements with the same audit firm or an audit firm affiliated with that audit firm or any Member of a network operating in countries of the European Union to which those audit firms belong will not exceed 10 years, with the proviso that the key Auditor may not audit for more than 5 years and that the key Auditor may re-perform an audit after a period of at least 3 years has elapsed since the completion of the last audit.

The auditor auditing the non-consolidated financial statements of PGE S.A. and the consolidated financial statements of PGE Group for 2022-2024 is PKF Consult sp. z o.o. sp.k. (PKF Consult).  PKF Consult was selected in a procurement procedure in the form of negotiations with an announcement.

In accordance with the Auditor Selection Policy, the following criteria and conditions of participation were taken into account in the tender process:

• Price for carrying out the audit and permitted additional services;
• Knowledge of the energy industry and the specifics of state-owned companies;
• Experience in auditing public entities;
• Composition and experience of the audit team;
• Size and organisational capacity to carry out the audit of PGE Group.

The criteria for selecting the audit firm and the method of evaluation of the bids were determined by the Supervisory Board, on the recommendation of the Audit Committee. The selection of the audit firm to carry out the audit of the financial statements is made by the Supervisory Board, following a recommendation by the Audit Committee. The selection of PKF Consult by the Supervisory Board was in line with the recommendation of the Audit Committee.

In accordance with the Service Provision Policy a statutory auditor or audit firm conducting a statutory audit at PGE S.A. or any of its network members may not provide any prohibited non-audit services directly or indirectly to PGE S.A. and PGE Group companies.

The aforesaid prohibited non-audit services include:

• services indicated in Regulation (EU) No 537/2014 of the European Parliament and of the Council of April 16, 2014 on specific requirements regarding statutory audit of public-interest entities and repealing Commission Decision 2005/909/EC (“Regulation no. 537/2014”) (in 5 section 1 of the Regulation no. 537/2014),
• other non-financial revision services.

Allowed non-audit services.

The Audit Committee approved the provision by the Auditor of the services indicated in the table above.

The provision of these services by an audit firm performing a statutory audit of PGE S.A. and by members of the network for PGE S.A. and PGE Group companies is possible only in as far as this is not linked to tax policy after the Audit Committee at PGE S.A.’s Supervisory Board carries out an assessment of independence threats and precautions as referred to in the Act on statutory auditors. In the case of the aforesaid open training sessions, thematic conferences, industry meetings and other events, the assessment of threats and safeguards for independence referred to in the Act on Statutory Auditors is carried out by the Audit Committee of PGE S.A. only if, in a given financial year, the value of these services, provided jointly by PGE S.A. and the PGE Group Companies to a statutory auditor or audit firm carrying out statutory audits of PGE S.A. or a member of the network to which the statutory auditor or audit firm belongs, reaches the limit set in the Policy.

The Services Provision Policy also specifies how a PGE Group company may request the Audit Committee of PGE S.A. to carry out the aforementioned assessment. The Audit Committee will take a written position within 14 calendar days of receiving a request to perform the assessment.

At the date of publication of the report, the composition of the Corporate Governance Committee was as follows:

• Tomasz Hapunowicz – Chairman
• Zbigniew Gryglas – Member
• Anna Kowalik – Member
• Mieczysław Sawaryn – Member

The tasks of the Corporate Governance Committee include, in particular, evaluating the implementation of corporate governance principles in the Company and evaluating the manner in which the Company fulfils its disclosure obligations with respect to the application of corporate governance principles and submitting recommendations or initiatives for changes in this area to the Supervisory Board, providing opinions on internal acts and other documents of the Company submitted to the Supervisory Board which have a significant impact on corporate governance, as well as initiating and developing proposals for amendments to the Company’s internal acts concerning corporate governance and submitting them to the Supervisory Board.

There were 3 minuted meetings of the Corporate Governance Committee in 2022, with 100% attendance.

The following topics were the subject of the meetings of the Corporate Governance Committee in 2022:

• Discussion of amendments to the Statutes and recommendation to adopt the consolidated text of the Statutes of PGE Polska Grupa Energetyczna S.A. The amendment of the Statutes resulted from the adoption of resolutions by the Extraordinary General Meeting on:
  • reduction of the share capital by PLN 3,178,593,409.30 by reducing the nominal value of each share of the Company from PLN 10.25 to PLN 8.55 and transferring this amount from the reduction of the share capital to the Company’s supplementary capital,
  • increase in share capital by PLN 3,179,291,010.75 to PLN 19,183,746,098.70 through the issue of 373,952,165 series E shares by way of a private placement with exclusion of pre-emptive subscription rights,
• Discussion of amendments to the Articles of Association and recommendation to adopt the consolidated text of the Articles of Association of PGE S.A. The amendment of the Company’s Articles of Association was related to the change of the Company’s registered office, including changes ensuring the possibility of holding the General Meetings both at the Company’s registered office or in a location which is the registered office of the Company operating the regulated market on which the Company’s shares are traded.
• Discussion of amendments to the Rules of Procedure of the Supervisory Board of PGE S.A. adapting the Rules to the Best Practices 2021 of Companies Listed on the WSE and new provisions of the Code of Commercial Companies.

At the date of publication of the report, the composition of the Strategy and Development Committee was as follows:

• Radosław Winiarski – Chairman
• Zbigniew Gryglas – Member
• Tomasz Hapunowicz – Member
• Anna Kowalik – Member
• Mieczysław Sawaryn – Member
• Artur Składanek – Member

The Strategy and Development Committee is responsible for providing opinions and presenting recommendations to the Supervisory Board on issues related to the determination of the strategy and development planning of the Company and PGE Group. In particular, the Strategy and Development Committee’s tasks include providing opinions on strategy and strategic plans as well as on investments having a significant impact on the Company’s assets submitted to the Supervisory Board by the Management Board.

There were 3 minuted meetings of the Strategy and Development Committee in 2022, with 100% attendance.

The following topics were the subject of the Strategy and Development Committee in 2022:

• Reports on the conduct of the Offshore Wind Farm Program (Offshore Program),
• Information of the Management Board of PGE S.A. on key projects and activities currently carried out in the area of research, development and innovation at PGE Group and on activities carried out under the Electricity Storage Program at PGE Group,
• Information on implemented projects in the area of research, development and innovation,
• Company Management Board information on the status of the LTE 450 Program and the status of the NCB Program.

At the date of publication of the report, the composition of the Nomination and Remuneration Committee was as follows:

• Mieczysław Sawaryn – Chairman
• Janina Goss – Member
• Anna Kowalik – Member

The Appointment and Remuneration Committee’s task is facilitating achievement of strategic goals of the Company by presenting the Supervisory Board with opinions and motions on the development of the management structure, including remuneration system and selection of properly qualified personel. In particular, the tasks of the Nomination and Remuneration Committee include:

• initiating and giving an opinion on the arrangements for the appointment of Management Board members,
• giving its opinion on the solutions proposed by the Management Board regarding the Company’s management system in order to ensure that the Company’s management is efficient, consistent and secure and compliance with the law and internal regulations,
• periodically reviewing and recommending principles for determining the incentive remuneration of members of the Management Board and senior executives, in accordance with the interests of the Company,
• periodically reviewing the remuneration system for members of the Management Board and executives reporting directly to the members of the Management Board, including management contracts and incentive schemes and submitting to the Supervisory Board proposals for their design in the context of achieving the Company’s strategic objectives,
• providing opinions to the Supervisory Board on the justification for the award of performance-related remuneration in the context of assessing the extent to which the Company’s specific tasks and objectives have been achieved,
• evaluating the Company’s human resources management system.

There were 3 meetings of the Nomination and Remuneration Committee in 2022, with one absence of a Committee member.

The subject matter of the meetings of the Nomination and Remuneration Committee in 2022 included:

• Discussion of the proposal of Management Objectives for the PGE S.A. Management Board for 2022.
• Discussion of the Report on the implementation of the Management Objectives by the PGE S.A. Management Board for 2021.

Mr. Wojciech Dąbrowski has been working as a manager in the energy sector for ten years. From November 2017 to February 2020, he was the President of the Management Board of the PGE Energia Ciepła S.A., where he completed the process of Polish heat industry asset integration, acquired by PGE Polska Grupa Energetyczna S.A. from the French company EDF. He created a strong business line within the PGE S.A. Capital Group. In 2019, he completed the process of heat assets integration, which was a part of a broader business initiative by the PGE Capital Group. From January 2016 to November 2017, he was President of the Management Board of the PGNiG Termika S.A., where he completed the process of acquisition in PEC Jastrzębie and SEJ Jastrzębie, strengthening the market position of PGNiG Termika. Between 2011 and 2016, he was Vice-President of the Municipal Heat Energy Company in Wołomin Ltd.

He graduated from the Faculty of Law and Administration at the University of Warsaw, where he was awarded a Master of Law degree. He later completed postgraduate studies at the Warsaw University of Technology, in the Faculty of Power and Aeronautical Engineering, in the area of steam exploitation, gas and steam-gas power plants, combined heat and power plants. Moreover, he is a graduate of the Leon Kozminski Academy of Entrepreneurship and Management, and he can boast a further degree from the University of Warsaw, in Management in Public Administration.

Mr. Wojciech Dąbrowski has many years of experience in management, both in central and local governments. His main area of focus was investment and legal consultation in the area of obtaining funds from the EU. He also led expert teams in the realization of investments. He supervised modernization and investment projects in the M&A area, as well as restructuring and development schemes in companies striving to improve their operations and profitability.

In 2019, he was appointed President of the PTEZ (Polish Association of Professional Heat and Power Plants) by the National Assembly of PTEZ Members. He is a member of the Management Board of the Polish Electricity Association (PKEE) and Regulating Committee (Komitet Sterujący) for scientific research and development in the sphere of security and national defense at the National Center for Research and Development.

He participates in public debates which are chiefly concerned with development within the energy sector, environment protection, waste management and energy security. He has advocated active cooperation with local governments and local heating distributors, which has contributed to the development of the local heat markets and consequently improved the cleanliness of the natural environment and quality of life in local communities. He has supported and promoted cogeneration technology as the most effective and environmentally-friendly means of producing electricity and heat. He has also taken part in a program for the development of support scheme for cogeneration.

Mr. Lechosław Rojewski is a graduate of Gdynia Maritime University, AGH University of Science and Technology in Kraków and doctoral studies at the Institute of Economics at the Polish Academy of Sciences in Warsaw.He completed numerous training and courses in accounting, taxes, controlling, IAS, IFRS and finances. Entitled to provide services consisting in maintenance of accounting ledgers. Was a member of Controlling and Management Accounting Academy. Certified European Fund advisor. Worked as an assistant professor in Kotarbiński University of Information Technology and Management in Olsztyn. He collaborated with WSB University (Wyższa Szkoła Bankowa) in Gdańsk and Gdynia as well as with the University of Business and Administration in Gdynia.

In the years 2019-2021 he was the Vice-President of the Management Board for finance at Węglokoks S.A. From 2016 to 2019, he was associated with Port Gdański Eksploatacja S.A., where he first served as the Vice-President of the Management Board for finance, and then the President of the Management Board. Moreover, he gained experience while working in production, service and commercial companies and on the positions of an expert, coordinator and moderator of EU projects concerning the implementation of strategic planning in a company and the introduction of innovative technical and organisational solutions ensuring effective competitiveness in the national and foreign markets. He has broad experience in restructuring of companies, optimisation of financial and accounting processes, planning and budgeting, management of financial flows and mitigation of foreign exchange risk. He also implemented integrated IT systems (ERPs).

Mr. Paweł Śliwa graduated from Law and Administration Faculty at the Maria Curie-Skłodowska University in Lublin, branch in Rzeszów. He completed PhD studies on the Cardinal Stefan Wyszyński University in Warsaw. Completed attorney apprenticeship in Regional Bar Council in Rzeszów.

Mr. Paweł Śliwa has held the position of the Vice-President of the Management Board of PGE since March 2016. From March 1, 2016 till March 22, 2016 he held a position of the Supervisory Board member of PGE. From 2002 till March 2016 Mr. Paweł Śliwa ran a Law Firm in Gorlice. Since October 2010 a councilor in the legislative assembly of Małopolskie voivodship. In years 2005-2012 ran a Solicitor’s Partnership in Gorlice. In years 2006-2007 he held the position of the Vice-Chairman of the Supervisory Board of Ruch S.A.

Ms. Wanda Buk holds the title of attorney, she graduated from the Faculty of Law and Administration at the University of Łódź, as well as the Faculty of French Business Law at the Université de Poitiers in France. She also graduated International Military Relations at the War Studies Academy, European Academy of Diplomacy, postgraduate studies at the Warsaw School of Economics and the prestigious Leadership Academy for Poland programme organised by the Center for Leadership in cooperation with Harvard University. She started doctoral studies at the War Studies Academy.

Ms. Wanda Buk has held position of the Undersecretary of State at the Ministry of Digital Affairs since July 2018. She has been managing Telecommunications Department, Legal Department, International Policy Department and Office of the Minister (in the scope of matters resulting from the reporting relationship of the Digital Poland Projects Centre with the Minister). At the same time she has been a member of the Committee for European Union, the Standing Committee of the Council of Ministers and the Joint Central Government and Local Government Committee.

From January 2016, Wanda Buk was the director of the Digital Poland Project Centre. She managed the institution responsible for implementation of European funds earmarked for the digitisation of the country. She was responsible for the implementation of EU-funded projects with a total value of PLN 10 billion, including: building IT and telecommunications infrastructure providing access to fast broadband, development of high availability and quality electronic services, digitisation in public administration and culture, building digital skills on a national scale with particular emphasis on coding, as well as promoting basic computer science knowledge in various social groups.

Mr. Przemysław Kołodziejak has been involved in the power sector for over 25 years, and his experience is mainly focused on gas-fired cogeneration.

He actively participated in the process of construction and then operation of two CHP plants equipped with gas turbines. From 1997 to 2018, he held managerial positions at Przedsiębiorstwo Energetyczne (Energy enterprise) in Siedlce. As the Technical Director he was responsible for all issues related to the operational management of the company’s plants. Previously, he was a member of the management board of company Energia Siedlce. From March 2018 he was the Vice-President of the Management Board of PGE Energia Ciepła S.A. responsible for the generation. From February 2020 to April 2023 he was the President of the Management Board of PGE Energia Ciepła.

A graduate of the Faculty of Electrical Engineering at the Lublin University of Technology and postgraduate studies in management and finance in the energy sector at the Warsaw School of Economics. He holds a doctoral degree in technical sciences in the discipline of environmental engineering, mining and power sector, obtained at the Faculty of Mechanical and Power Engineering of Wrocław University of Science and Technology. He is co-author of the patent “Liquefied natural gas storage system with energy recovery facility”.

He was an associate of the Institute of Heat Engineering at the Faculty of Mechanical, Power and Aeronautical Engineering of the Warsaw University of Technology and the Institute of Applied Research at the Warsaw University of Technology, as well as a lecturer at postgraduate studies. Founding member (2005) of the Association of Independent Cogeneration Producers, later a member of the Board and its President. He is the Chairman of the Council of the Polish District Heating Industry Chamber of Commerce. He has also served in numerous industry organisations and conference programme boards, was an expert of the Polish District Heating Industry Chamber of Commerce and a member of the Council of its South-Eastern Branch.

Rafał Włodarski is a legal counsel with over 10 years of experience in corporate and regulatory legal services for companies in the energy sector, which involves supporting companies both in their day-to-day activities and in transactions, as well as implementing innovative solutions and representing companies in precedent-setting proceedings.

He gained extensive transactional experience in share deal and asset deal transactions, in establishing rules of cooperation between shareholders (joint ventures) and in comprehensive due diligence analyses involving the identification of legal risks associated with companies’ activities.

His area of expertise also includes legal advice to energy sector companies and electricity consumers on current and planned legislation, in particular on renewable/CHP self-generation, Corporate PPAs and RES auctions.

Until January 2023 Mr. Rafał Włodarski served as Deputy Director of the Supervision Department I at the Ministry of State Assets, and prior to joining the Ministry of State Assets he worked with leading law firms in Poland, where as a member of the Energy & Natural Resources, Corporate/M&A and Banking&Finance practices he participated in a number of key transactions in the Polish market, with an aggregate value in excess of PLN 10 billion. Moreover, between September 2020 and January 2023 he was the Supervisory Board member of ENEA S.A.

A graduate of the Faculty of Law and Administration of the University of Warsaw. In 2013, after completing his legal counsel training conducted by the Warsaw Bar Association, he was admitted to the bar.

On November 17, 2022 the Supervisory Board adopted resolution on dismissal of Mr Paweł Cioch, Vice-President for Corporate Affairs,.

On January 4, 2023, as a result of the qualification procedure, the Supervisory Board adopted Resolution No. 107/XII/2023 on the appointment of Mr. Rafał Włodarski to the Management Board of PGE S.A., entrusting the function of Vice President of the Management Board for Support and Development with effect from January 9, 2023.

On 28 March 2023, Mr Ryszard Wasiłek resigned from the position of Vice-President of the Management Board for Operations as of April 30, 2023.

On 19 April 2023, as a result of the qualification procedure, the Supervisory Board adopted a Resolution on the appointment of Mr Przemysław Kołodziejak to the Management Board of PGE S.A. entrusting him with the function of Vice-President of the Management Board for Operations as of May 1, 2023.