2. Composition of the TAURON Group and joint ventures

¹ The share in WIND T1 Sp. z o.o. and AVAL-1 Sp. z o.o. is held by TAURON Polska Energia S.A. indirectly through its subsidiary TAURON Ekoenergia Sp. z o.o.
² The share in TAURON Dystrybucja Pomiary Sp. z o.o. and Wsparcie Grupa TAURON Sp. z o.o. is held by TAURON Polska Energia S.A. indirectly
through its subsidiary, TAURON Dystrybucja S.A. TAURON Polska Energia S.A. is the user of shares in TAURON Dystrybucja Pomiary Sp. z o.o.
³ On 1 June 2020, the name of the company was changed from former TAURON Dystrybucja Serwis S.A. to TAURON Nowe Technologie S.A.
⁴ As at the balance sheet date, TAURON Ciepło Sp. z o.o. which operates in the Generation business was presented as discontinued operations in connection with its classification as a disposal group.

¹ TAURON holds an indirect share in Elektrociepłownia Stalowa Wola S.A. through its subsidiary, TAURON Wytwarzanie S.A.
² TAURON Polska Energia S.A. holds a direct share in the issued capital and in the governing body of TAMEH HOLDING Sp. z o.o., which holds 100% interest in the issued capital and in the governing body of TAMEH POLSKA Sp. z o.o. and TAMEH Czech s.r.o.

Changes in the composition of the TAURON Group

• Merger of the company TAURON Dystrybucja Serwis S.A. (currently TAURON Nowe Technologie S.A.) with Magenta Grupa TAURON Sp. z o.o.

On 29 October 2019 the Extraordinary General Meeting of Shareholders of TAURON Dystrybucja Serwis S.A. (currently: TAURON Nowe Technologie S.A.) with its registered office in Wrocław, and the Extraordinary General Meeting of Shareholders of Magenta Grupa TAURON Sp. z o.o. with its registered office in Katowice adopted resolutions on the merger of TAURON Dystrybucja Serwis S.A. (currently: TAURON Nowe Technologie S.A., the acquiring company) with Magenta Grupa TAURON Sp. z o.o. (the acquired company). On 2 January 2020, the merger of the companies was registered in the National Court Register kept by the District Court in Wrocław.

• Increase of share capital of Nowe Jaworzno TAURON sp. z o.o. company.

On 2 March 2020, the Extraordinary Meeting of Shareholders of Nowe Jaworzno Grupa TAURON sp. z o.o. company adopted the resolution on increasing the share capital of the company by the amount of PLN 4,551 thousand. All shares were acquired by the Company for the total amount of PLN 455,100 thousand. On 5 March 2020, the Company transferred the funds for the capital increase. As a result of this transaction, the Company shareholding in the capital and the governing body increased from 84.76% to 85.88%. On 18 May 2020, the capital increase was registered.

On 3 December 2020, the Extraordinary Meeting of Shareholders of Nowe Jaworzno Grupa TAURON sp. z o.o. company adopted the resolution on increasing the share capital of the company by the amount of PLN 1,900 thousand. All shares were acquired by the Company for the total amount of PLN 190,000 thousand. On 7 December 2020, the Company transferred the funds for the capital increase. As a result of this transaction, the Company shareholding in the capital and in the governing body will increase from 85.88% to 86.29%, after the registration in the National Court Register. After the balance sheet date, on 13 January 2021, the capital increase was registered.

• Surcharges to the capitals of the company Polska Energia Pierwsza Kompania Handlowa Sp. z o.o.

In the year ended 31 December 2020 Extraordinary Meeting of Shareholders of Polska Energia – Pierwsza Kompania Handlowa Sp. z o.o adopted the resolution on contribution of surcharges to the capitals of the company:

– on 8 January 2020 in the amount PLN 8,016 thousand;

– on 16 June 2020 in the amount PLN 9,600 thousand.

• Acquisition of AVAL-1 Sp. z o.o. and WIND T-1 Sp. z o.o. companies

In the year ended 31 December 2020, the subsidiary – TAURON Ekoenergia Sp. z o.o. acquired 100% shares in two companies which carry out investment tasks in the area of renewable energy sources: AVAL-1 Sp. z o.o. and WIND T-1 Sp. z o.o. Consequently, TAURON Polska Energia S.A. holds an indirect interest of 100% in both of these companies. In the Group’s opinion, AVAL-1 Sp. z o.o. and WIND T1 Sp. z o.o. companies do not constitute a business within the meaning of IFRS 3 Business Combinations, therefore the transaction of acquisition of the companies was accounted for as an acquisition of assets other than assets constituting a business.

As at 31 December 2020, the share of TAURON Polska Energia S.A. in the capital and in the governing body of the remaining key subsidiaries and jointly-controlled entities has not changed since 31 December 2019.