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Current report No.: 22/2009

Title: Information on an infringement of the rules of Good Practice
Date: 2009.17.03
Report no.:  Current report No.: 22/2009

Current report No.: 22/2009

Date prepared: 17 March 2009

Short name of issuer: ENEA S.A.

Subject: Information on an infringement of the rules of Good Practice

Legal basis: other regulations

Content of the report:

The Management Board of ENEA S.A. (the Company) announces that the factual state existing within the Company as at the date of issue of this report causes an infringement of the rules of Good Practice of Companies Listed on the Stock Exchange:

Rule No. 6 part III:

"At least two members of the supervisory board should meet the criteria of independence from the company and other entities with significant connections to the company. Concerning the criteria of independence of members of a supervisory board, Schedule II to Recommendations of the European Commission on the role of directors in non-executive capacities or who are members of the supervisory board of public companies and supervisory commissions of 15 February 2005 should be applied. Independent of the provisions of pt. b) in the Schedule referred to above, a person who is an employee of a company, its subsidiary or affiliated entity cannot be considered as fulfilling the criteria of independence mentioned in the Schedule. Moreover, a connection with a shareholder which excludes a member of the supervisory board from being considered independent within the meaning of this rule is a real and significant connection with a shareholder having the right to exercise 5 per cent or more of the total number of votes at the general meeting of shareholders."

The intention of the Management Board of the Company was to adhere to all the rules of corporate order and, in that connection, it recommended that the Shareholders appoint two independent members of the Supervisory Board. The Extraordinary General Meeting of Shareholders of 25 February 2009, whose agenda included an item concerning the appointment of new members of the Supervisory Board, appointed as a member of the Supervisory Board only persons meeting the criteria of independence indicated in the content of the above-mentioned rules of corporate order and, at the present time, only one member of the Supervisory Board meets the criteria of independence.

A return to the application of the rules of part III pt. 6 of Good Practice depends on a decision being taken by the Shareholders acting as the General Meeting of Shareholders.

The legal basis for transmitting the report: Clause 29 par. 3 of the Rules of the Stock Exchange

Having in mind the diverse and international nature of Enea SA's shareholding, and also the provisions of the Best Practices of WSE Listed Companies, Enea SA guarantees the availability of its website also in English. In case of any interpretation doubts and discrepancies between the Polish and English versions, the Polish version shall prevail.