Dividend policy

The Management Board of Benefit Systems S.A. 20 March 2026 adopted Dividend Policy of Benefit Systems S.A. for years 2026 – 2028 with following wording: 
a)    In each year that the Dividend Policy is in effect, the Company's Management Board will recommend to the General Meeting that a dividend of at least 60% of the adjusted consolidated net income of the Company's group for the preceding financial year be paid, defined as consolidated net income after adjustments for positive or negative unrealized foreign exchange differences and effect of hyperinflation arising from implementation of IAS 29. 
b)    The recommendation of the dividend by the Management Board will take into account:
(i)    the current and expected financial situation of the Company's group;
(ii)    amount of dividends the Company receives from subsidiaries;
(iii)    amount of actual and planned capital expenditures, particularly in the year when dividend is paid;
(iv)    indebtedness level and commitments arising from terms of financing agreements.

The Dividend Policy shall apply starting from the distribution of profit for the financial year ending on 31 December 2025. The Management Board of the Company further announces that the Dividend Policy has received a positive opinion from the Company’s Supervisory Board.

The Dividend Policy constitutes a statement of the Management Board’s intention with respect to recommending the payment of dividends and does not constitute an obligation of the Company to recommend or to pay a dividend in any given financial year. The final decision regarding the allocation of the Company’s profit, including the decision on whether to pay a dividend and its amount, is made in each case by the General Meeting of the Company.

Previously biding Dividend Policy for years 2023-2025

On 15 December 2022, the Management Board adopted dividend policy for years 2023 - 2025 (hereinafter, the "Dividend Policy"), which was approved by the Company's Supervisory Board, with the following wording:

In each year that the Dividend Policy is in effect, the Company's management board will recommend to the general meeting that a dividend of at least 60% of the consolidated net income of the Company's group for the preceding fiscal year be paid, excluding positive or negative unrealized foreign exchange differences recognized during the period. The recommendation of the management board referred to above will take into account the financial and liquidity situation, development prospects and investment needs of the Company and the Company's capital group.

The Dividend Policy will be subject to periodic review and is effective and applicable starting from the distribution of profit for the fiscal year ending on 31 December 2022.

In 2025, the Management Board of Benefit Systems resolved to submit to the Annual General Meeting a proposal to allocate the profit of PLN 394,551,952.42, as reported in the Company’s standalone financial statements for 2024, in full to the Company’s reserve capital. This proposal constitutes a departure from the Dividend Policy of Benefit Systems S.A. for the years 2023–2025, announced in Current Report No. 52/2022 on 15 December 2022 (the “Dividend Policy”). The departure from the Dividend Policy is of a one‑off nature and is connected with the completed acquisition of 100% of the shares in Mars Spor Kulübü ve Tesisleri İşletmeciliği A.Ş., headquartered in Istanbul, Turkey, and – indirectly – its subsidiaries, the operator of the Mac Fitness network in Turkey.

Previously biding Dividend Policy for years 2020-2023

In each year of the Dividend Policy, the Management Board will recommend it to the General Meeting to pay out a dividend with the value representing at least 50% of the consolidated net profit of the capital group of the Company for the preceding financial year. The Management Board’s recommendation will take into account the financial and liquidity situation, the development prospects and investment needs of the Company and of the capital group of the Company.

The history of Benefit Systems dividends

The dividend from the profit for the year Consolidated net profit (thousands of zloty) Profit allocated on the payment of a dividend (thousands of zloty) Share profit allocated on the payment of a dividend (%) Dividend value per share (PLN) Date of granting the dividend right Dividend payment date
2011 37,302 14,429 39% 6,0 2012-06-20 2012-08-24
2012 29,115 18,036 62% 6,7 2013-07-18 2013-09-25
2013 25,734 19,889 77% 8,0 2014-08-29 2014-09-18
2014 38,547 22,994 60% 9,0 2015-07-24 2015-08-14
2015 48,659 27,500* 57%    *      *      *
2016 75,593 42,420* 56%    *      *      *
2017 86,708 51,000* 59%    *      *      *
2018 116,190 57,000* 49%    *      *      *
2019 107,022 0 - - - -
2020 -98,692 0 - - - -
2021 -23,855 0 - - - -
2022 139,077 120,275 86% 41,0 2023-09-15 2023-09-29
2023 444,873 399,369 90% 135,0 2024-09-16 2024-09-27/2024-11-25**

* Purchase of own shares at a premium in accordance with the aforementioned Dividend Policy

** Paid in two installments of PLN 67.5 per share each