Supervisory Board

Supervisory Board

The Supervisory Board of Comarch S.A. consists of: Elżbieta Filipiak as the Chairman of the Supervisory Board, Andrzej Ryszard Pach as Vice Chairman of the Supervisory Board, Danuta Drobniak as a Member of the Supervisory Board, Łukasz Kalinowski as a Member of the Supervisory Board, Joanna Krasodomska as a Member of the Supervisory Board, Anna Pruska as a Member of the Supervisory Board and Tadeusz Włudyka as a Member of the Supervisory Board Board. Łukasz Kalinowski, Joanna Krasodomska, Andrzej Ryszard Pach and Tadeusz Włudyka meet the independence criteria set out in the detailed rule II.Z.4. Good Practices of Companies Listed on the WSE 2016. The Audit Committee Comarch S.A. (equivalent to the Audit Commission within the meaning of Annex I to the Recommendation of the European Commission of 15 February 2005 on the role of non-executive directors (...)), Joanna Krasodomska as the Chairman of the Audit Committee, Andrzej Ryszard Pach as a Member of the Audit Committee and Danuta Drobniak as a Member of the Audit Committee.

Information regarding those appointed as members of the Supervisory Board of Comarch SA on 26 June 2019 at the General Meeting:

Elżbieta Filipiak - graduated from the AGH University of Science and Technology in Kraków in the field of Metallurgy specializing in Metal Physics and Metallurgy. Then she completed post-graduate studies at the Warsaw School of Economics in the field of financial management in the company and gained the accounting officer's rights. Elżbieta Filipiak has been the President of the Management Board since 2001 in Grupa EFI S.A. Elżbieta Filipiak also performs functions in several companies of the Comarch Group, is a member of the Business Chapter of the Jagiellonian University and a member of the Council of Polnische Kulturstiftung LIBERTAS in Switzerland. In the years 1988-1989 she completed an internship at the Faculty of Chemical Engineering at the University of Adelaide in Australia. In 1990 she started working on her own account. She is a co-founder of Comarch S.A. and a significant shareholder of the company. From the beginning of Comarch operations, she has been a member of the company's governing bodies.

Elżbieta Filipiak does not conduct any activity competitive to the activities of Comarch SA. She does not perform supervisory or management functions in entities which were in bankruptcy during her tenure. She does not participate in a competitive company as a partner in a civil law partnership, partnership or capital company, nor does she participate in a competitive legal person as a member of its body. She is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

Danuta Drobniak - graduated from the AGH University of Science and Technology in Krakow in the field of Organization and Management of Industry with the specialty of the Industry Organizer. Since 2001, she has been the President of the Management Board of A.M. Jesiołowscy - Finanse Sp. z o.o., is an Expert Auditor, number in the register 9578. Since 2003, she has been the inspector of the National Supervisory Commission of the National Chamber of Statutory Auditors and is a member of the National Council of Statutory Auditors. In the years 1982 - 1998 she worked as the Head of the Economic Department at Krakowska Fabryka Kabli, then until 2000 she was the Chief Accountant in the Accounting Department of the Association of Accountants in Poland "Interfin" Sp. z o.o. (auditing company). In the years 2004-2006, Danuta Drobniak supervised the accounting and HR and payroll services for capital companies in the PAGED S.A. Capital Group, in branches in Jasienica, Włocławek and Sędziszów Małopolski according to International Accounting Standards and International Financial Reporting Standards. In the company A.M. Jesiołowscy - Finanse Sp. z o.o. Danuta Drobniak performs audits of financial statements of companies, conducts numerous audits of EU projects, oversees legal, organizational, financial and accounting works related to mergers, separation and transformation of companies, draws up written opinions on the implementation of investment commitments and oversees comprehensive accounting services for companies together with the provision of legal and tax consultancy for them.

Danuta Drobniak does not run a competitive activity in relation to the activities of Comarch SA. She does not perform supervisory or management functions in entities which were in bankruptcy during her tenure. She does not participate in a competitive company as a partner in a civil law partnership, partnership or capital company, nor does she participate in a competitive legal person as a member of its body. She is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

Łukasz Kalinowski - doctor of physical sciences, graduated from the Faculty of Physics at the University of Warsaw. In 2009-2018 he was the President of the Management Board, General Director of Towarzystwo Ubezpieczeń na Życie i Reasekuracji MetLife S.A. In the years 2004-2009 he was the President of the Management Board of AIG Powszechne Towarzystwo Emerytalne S.A. In the First American-Polish Society for Life Insurance and Reinsurance Amplico Life S.A. in the years 2000-2004 he was the Director for Operational Matters in Poland and on the New Markets, in the years 1997-2000 Marketing Director, 1993-1997 Director for Operations, in 1992-1993 Director of the Customer Service Department. He served on the supervisory boards of AIG Towarzystwo Funduszy Inwestycyjnych S.A. (2003-2004), AIG Asset Management (Poland) S.A. (2002-2004), AIG Credit S.A. (1999-2004), AIG Bank Polska S.A. (1998-2004).
In the years 2010-2018, Vice President of the Confederation Lewiatan, in 2001-2004 Chairman of the Life Insurance Committee in the Polish Insurance Association, Member of the Audit Committee in the years 1999-2004 in the Polish Insurance Association, and in the years 1996-2002 in the Polish Association of Actuaries.

In 2001 he received Odznaka Zasłużonego dla Ubezpieczeń (the Badge of Merit for Insurance) granted by the Polish Insurance Association. In 2010 he was awarded Złoty Krzyż Zasługi (the Gold Cross of Merit) awarded by the President of the Republic of Poland.
Łukasz Kalinowski does not run a competitive activity in relation to the activities of Comarch SA. He does not perform supervisory or management functions in entities which were in bankruptcy during his tenure. He does not participate in a competitive company as a partner in a civil law partnership, partnership or capital company, nor does he participate in a competitive legal person as a member of its body. He is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

Joanna Krasodomska - habilitated doctor in the field of Economic Sciences, graduated from the Faculty of Economics, majoring in Finance and Banking, Specialization: Corporate Finance at the University of Economics in Krakow. He is a registered accountant, an academic teacher. Since 2016, as an Associate Professor at the Faculty of Finance and Law at the Department of Financial Accounting at the University of Economics in Krakow, she conducts research, teaching, supervising and reviewing master's and doctoral dissertations, organizational activity for the University and the Department. In the years 2002-2006, as Assistant at the Faculty of Finance at the Department of Financial Accountancy at the University of Economics in Krakow, she conducted research, didactic and organizational activities for the Department. In the years 2006-2016, as Assistant Professor at the Faculty of Finance and Law at the Department of Financial Accounting at the University of Economics in Krakow, she conducted research, didactic activities, supervising and reviewing BA theses, organizational activity for the Department. In 2009-2010, as Adjunct at the Department of Management and Tourism at the Department of Finance and Accountancy of the Małopolska School of Economics in Tarnów, she conducted didactic activities and research.

Joanna Krasodomska does not run a competitive activity in relation to Comarch SA's operations. She does not perform supervisory or management functions in entities which were in bankruptcy during her tenure. She does not participate in a competitive company as a partner in a civil law partnership, partnership or capital company, nor does she participate in a competitive legal person as a member of its body. She is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

Andrzej Ryszard Pach - professor of technical sciences, graduated from the Faculty of Electrical Engineering, Automatics and Electronics of the AGH University of Science and Technology in Krakow, PhD in AGH in the discipline of telecommunications, and postdoctoral degree at the Faculty of Electronics of the Warsaw University of Technology. He is a professor at the Department of Telecommunications AGH, whose head was in the years 1998 - 2016. Currently he is the Vice-Rector for Science of the AGH University of Science and Technology.

He is the author of over 250 scientific publications (including 6 books) in the field of modeling and analysis of computer networks and radio networks. He was on traineeships at CNET (France) and at the University of Catania (Italy). He actively participated, among others in the implementation of European projects of the 4th, 5th, 6th and 7th Framework Program. He managed many research projects. He was the technical editor of IEEE Communications Magazine (USA). A consultant in the field of modern telecommunications. He worked as an expert of the European Commission in the field of ICT in the evaluation of projects of framework programs. He was a member of the Evaluation Committee of Scientific Units in the years 2011-2014. Currently, he is a member of the Committee of Electronics and Telecommunications of the Polish Academy of Sciences. He was the chairman of the Senate AGH Science Committee.

Andrzej Ryszard Pach does not run a competitive activity in relation to the activity of Comarch SA. He does not perform supervisory or management functions in entities which were in bankruptcy during his tenure. He does not participate in a competitive company as a partner in a civil law partnership, partnership or capital company, nor does he participate in a competitive legal person as a member of its body. He is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

Anna Pruska - doctor of humanities in the field of International Relations, completed her Master's studies in Finance and Banking at the Warsaw School of Economics, she defended her PhD at the Jagiellonian University. She completed post-graduate studies in Geneva, Switzerland. In 2004, she started working for Comarch in Brussels. As the president of the board of directors of the company, she was involved in creating the structures of a German daughter company in Western Europe, opening branches in Belgium (Brussels), Germany (Dresden, Frankfurt am Main) and France (Paris, Lille), and in the next stage creating procedures corporate, corresponding to local legal and customary relations and management of these branches. Her tasks included building the brand awareness of Comarch in Western Europe, lobbying and business development as well as acquiring new clients in the telecommunications, ERP, finance and insurance sectors. In 2009, she started running her own business in the service sector. From 2013, she has been the president of the supervisory board of Comarch Swiss AG.

Anna Pruska does not run a competitive activity in relation to Comarch SA's operations. She does not perform supervisory or management functions in entities which were in bankruptcy during her tenure. She does not participate in a competitive company as a partner in a civil law partnership, partnership or capital company, nor does she participate in a competitive legal person as a member of its body. She is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

Tadeusz Włudyka - professor of legal sciences, he graduated in law at the Jagiellonian University, where he obtained a doctoral degree and habilitation in political sciences. He completed scholarships in the Federal Republic of Germany (Heidelberg, Kassel) and Austria (Vienna, Salzburg). He was an advisor to the Minister of the Treasury in 1997-2001, a member of supervisory boards of listed companies (including Telekomunikacja Polska SA), including a member of the Audit Committee. Supervisor of doctoral dissertations, postdoctoral dissertation, vice-dean of the Faculty of Law and Administration of the Jagiellonian University in 1999-2005, dean of the Faculty of Law and Administration of the Jagiellonian University in 2005-2008, professor and head of the Department of Economic Policy at the Faculty of Law and Administration of the Jagiellonian University in Krakow.

Tadeusz Włudyka does not run a competitive activity in relation to the activities of Comarch S.A. He does not perform supervisory or management functions in entities which were in bankruptcy during his tenure. He does not participate in a competitive company as a partner in a civil law partnership, partnership or capital company, nor does he participate in a competitive legal person as a member of its body. He is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

*The independence criteria of supervisory board members are defined as in the detailed principle II.Z.4 of the „Best Practice of GPW Listed Companies 2016