INTEGRATED ESG
REPORT 2020

  • GRI 102-18
  • GRI 102-22
  • GOV-1/C1
  • GOV-1/A1

Paweł Majewski

President of the PGNiG Management Board

Paweł Majewski is a graduate of the Faculty of Law and Administration of the Jagiellonian University. He completed a postgraduate Executive Master of Business Administration (MBA) programme at Warsaw Management University. A manager with many years’ experience in managing corporations, including state-owned companies. He has served as President of the Management Board of Grupa LOTOS S.A., Vice President of the Management Board of Huta Stalowa Wola S.A., Member of the Management Board of DO & CO Poland Sp. z o.o. and President of the Management Board of Airport Cleaning Service Sp. z o.o. He has many years of professional experience in leadership roles, for instance at PETROLOT Sp. z o.o. (currently ORLEN Aviation Sp. z o.o.), and as Director of the Variable Margin and Production Management Division at PGNiG TERMIKA S.A.

A member of the Supervisory Board of Polski Holding Nieruchomości S.A. He has served on the supervisory boards of ZEM Łabędy Sp. z o.o., Jelcz Sp. z o.o., Lotniczy Catering Service Sp. z o.o., and other companies.

  1. HR strategies, pay schemes and working time;
  2. employment and payroll policies;
  3. protection of classified information;
  4. protection of personal data;
  5. defence, protection of the Company’s facilities;
  6. management of the PGNiG Group, including exercise of the owner’s supervision within the PGNiG Group;
  7. formation of new companies within the PGNiG Group to pursue new projects undertaken as part of the PGNiG Group’s strategy;
  8. optimisation of the PGNiG Group’s structure;
  9. internal control and audit functions, in accordance with generally accepted standards of internal audit;
  10. comprehensive legal support to protecting PGNiG’s legal interests;
  11. issuance of official orders and circulars for the Company;
  12. organisational and technical support of the Company’s governing bodies;
  13. corporate social responsibility (CSR);
  14. development and implementation of the sponsorship policy and the policy of building the Company’s image in Poland and abroad;
  15. the Company’s information policy and corporate communication;
  16. planning and implementation of the Company’s trade policy, particularly in respect of natural gas and electricity sales, execution and settlement of contracts for the sale of natural gas and electricity;
  17. sales policy for gas, electricity and other products;
  18. guiding the development of the natural gas market;
  19. development of the natural gas import policy, also with respect to supply diversification;
  20. monitoring and analysis of foreign markets and establishing relationships with foreign companies, international organisations and foreign government authorities with respect to trade relations;
  21. cooperation with third parties with respect to trading in liquefied natural gas;
  22. preparation of periodic gas fuel balance reports, consistent with gas sale contracts and plans;
  23. periodic settlements of gas deliveries;
  24. information services, including the receipt of information on events and crises in all areas of the Company’s business;
  25. operations of the Wholesale Trading Branch.

Artur Cieślik

Vice President of the Management Board, Chief Strategy and Regulation Officer

A graduate of the Faculty of Law, Canon Law and Administration at the Catholic University of Lublin, and the Faculty of Law and Administration of the University of Warsaw in partnership with the University of Florida Fredric G. Levin College of Law, Center for American Law Studies). Participant of Executive Master of Business Administration postgraduate studies organised by the University of Gdańsk in cooperation with the Gdańsk Foundation for Management Development and Porto Business School.

Lawyer and manager with over 20 years of professional experience gained working for capital market institutions, public companies and an international law firm.

He began his professional career in 1997 at the Legal Department of the Warsaw Stock Exchange, where he was employed until 2004. Lecturer at the Faculty of Law and Administration of the Lazarski University from 2000 to 2005. In 2004–2006, he held a post at SYGNITY S.A. Between 2006 and 2018, he worked with DENTONS Europe Dąbrowski i Wspólnicy sp.k., an international law firm, as Senior Associate and then Counsel. From 2018, he was involved with PKN ORLEN S.A., serving as Adviser to the Management Board and Executive Director for Strategy. From August 24th 2020 to March 15th 2021, he was Vice President of the Management Board, Chief Strategy and Development Officer of Grupa LOTOS S.A.

  1. development and monitoring of implementation of the PGNiG Group’s Strategy;
  2. execution of projects and acquisitions of the PGNiG Group,
  3. developing a regulatory policy in consultation with government authorities, EU authorities and industry organisations;
  4. liaising with the Energy Regulatory Office (URE) in respect of preparing draft tariffs and prices of PGNiG S.A.’s products and services, and licences;
  5. operation of the Company’s foreign representative offices in Brussels, Moscow, Kiev and St. Petersburg;
  6. management of the Company’s underground gas storage assets;
  7. building relations with the distribution system operator;
  8. building relations with the storage system operator;
  9. design and development of risk management principles at the Company;
  10. process management.

Robert Perkowski

Vice President, Operations

Robert Perkowski is an economist (PhD in Economics) and member of the local government. He completed a post-graduate course in Management Analytics at Instytut Organizacji i Zarządzania w Przemyśle ORGMASZ (ORGMASZ Institute of Industry Organisation and Management), where he also completed International Doctoral Studies. His PhD programme was opened and conducted at the Institute of Economics of the Polish Academy of Sciences. He also completed a full-time MA programme at Independent University of Business and Public Administration in Warsaw, majoring in Marketing and Management, and in Finance and Banking. He authored more than a dozen research articles.

Mr Perkowski started his professional career in 2001 as an intern at the financial department of Dacon Corp. LTD at Queen’s University in Canada. In 2002, he started working at the Ministry of Justice, where he was responsible for preparing draft financial plans for the Prison Service’ wages. In 2006–2018, he was Mayor of the town of Ząbki. He also served as President of the Polish Local Governments Association (Związek Samorządów Polskich), provided training services and was a member of municipality and county councils.

  1. the procurement strategy of the Company and of the Group;
  2. policy, objectives and programmes related to hydrocarbon exploration and production;
  3. overseeing all licensing processes related to hydrocarbon exploration, appraisal and production, as well as storage of waste matter in rock mass and non-reservoir storage of substances in accordance with the geological and mining law;
  4. development of technical assumptions, rules, norms and standards applicable in the area of oil drilling;
  5. operation and safety of production systems;
  6. standardisation of uniform quality systems at the Company;
  7. implementation of the PGNiG Group’s strategy objectives at PGNiG S.A. and the Group companies with respect to foreign upstream acquisition processes,
  8. operations of the Geology and Hydrocarbon Production Branch, excluding management of underground gas storage assets;
  9. power generation;
  10. natural gas and crude oil production;
  11.  underground waste disposal;
  12. CO2 storage;
  13. underground storage of substances;
  14. natural gas denitrification;
  15. production of helium, liquefied natural gas (LNG), propane-butane gas mixture, hydrocarbon condensate and liquid foam;
  16. management, control and operation of gas pipelines, mixing plants, reduction stations, metering and billing points;
  17. direct off-grid sales of natural gas and other products and services of the PGNiG Branches in Odolanów, Sanok, Zielona Góra, and support for PGNiG’s trade in the branches’ products;
  18. well workover, decommissioning, stimulation, measurement and testing;
  19. operations of PGNIG S.A. Branches in Odolanów, Sanok and Zielona Góra, and of the Well Mining Rescue Station in Kraków;
  20. operation of Foreign Branches.

Arkadiusz Sekściński

Vice President, Development

Arkadiusz Sekściński holds a PhD in social sciences (political science) from the University of Warsaw. He was the organiser of the Internal Security study programme focusing on Energy Security, and a lecturer in such subjects as “Poland’s Energy Policy”, “Energy Policies of Contemporary Countries”, “Renewable Energy Sources” and “Planning and Financing Investment Projects in the Energy Sector”. Author of research articles published in Polish and English. He holds a Master of Business Administration (MBA) degree from Łazarski University obtained as part of the Energy MBA Program.

He held a scholarship from the Foundation for the Development of the Education System (University of Bergen, Norway), the Leonardo da Vinci Programme (the Białystok Province Regional Office, Brussels, Belgium), the Socrates – Erasmus Programme (Kapodistrian University of Athens, Greece).

Mr Sekściński started his professional career in the energy sector in 2007, working as a consultant in companies providing advisory services to businesses operating in the heat and power sector. From 2011, he served as director and member of the Management Board of the Polish Wind Energy Association. In 2016, he joined PGE Energia Odnawialna S.A. where, as Vice President and acting President of the Management Board, he supervised investment projects, innovation, operation of generation assets, communication, human resources and security. He served as president of special purpose vehicles responsible for the construction of onshore wind farms and development of wind farm projects in the Baltic Sea. He was also Head of the Photovoltaic Development Programme at the PGE Group.

  1. research, innovation and growth projects involving PGNiG S.A.,
  2. analysing and monitoring opportunities to obtain EU funding for the Company’s operations;
  3. standardisation activities at the Company,
  4. development of technical assumptions, rules, norms and standards for the gas area;
  5. operations of the PGNiG Central Measurement and Testing Laboratory;
  6. implementation of the objectives of the PGNiG Group’s strategy at the PGNiG Group companies in the area of research, innovation and development projects and cooperation with start-ups,
  7. development of retail products and services within the PGNiG Group,
  8. energy efficiency and renewable energy at the PGNiG Group

Przemysław Wacławski

Vice President, Finance

Przemysław Wacławski is a graduate of the Faculty of Management of the AGH University of Science and Technology in Kraków. Currently, he is taking the international FLEX Executive MBA course at MIP Politecnico di Milano in Italy, specialising in Digital Transformation.

In 2002–2006, he worked for Ernst & Young Audit, where he was engaged in such areas as financial auditing and due diligence processes. Between June 2006 and September 2010, he served as Head of Controlling Department and Head of Investment and Sales for the Balkan Market at Tele-Fonika Kable S.A. From October 2010, he was Member of the Management Board for Finance, and from February 2011 to May 2013 – President of the Management Board of TF Kable Fabrika Kablova Zajecar d.o.o. of Serbia. Between February 2013 and September 2018, Mr Wacławski served as Head of the Controlling Department at Tele-Fonika Kable S.A. During that period, he also served on the management boards of the Tele-Fonika Kable Group’s foreign companies.

In October 2018, he was appointed Member of the Management Board for Finance at Unipetrol a.s., where he was in charge of the finance, supply chain management and IT divisions. He also supervised the Unipetrol Group’s finance division.

  1. implementation of the Company’s strategic economic and financial objectives;
  2. preparation and implementation of the Company’s Business Plan;
  3. economic and financial evaluations and analyses of expansion and investment projects;
  4. planning and overseeing financial aspects of the investment policy;
  5. monitoring the use of financial resources allocated to production, investment and repair work;
  6. Company’s internal settlement procedures;
  7. PGNIG S.A.’s financing operations;
  8. cash flows within the PGNiG Group;
  9. budgeting and control of the Company’s costs and revenue;
  10. Company’s credit policy;
  11. Company’s tax policy and tax liabilities;
  12. financial risk management;
  13. economic and financial analyses of new capital projects;
  14. implementation and development of accounting procedures;
  15. defining the rules of and overseeing the preparation of financial statements;
  16. investor relations;
  17. planning, development and operation of the Company’s IT systems;
  18. implementation of the PGNiG Group’s strategic objectives at the Group companies in the areas of IT development;
  19. IT management.

Magdalena Zegarska

Vice President of the Management Board

Magdalena Zegarska graduated from the University of Environmental Sciences in Radom. She completed an MBA oil and gas course and holds a certificate of completion of studies in Management of Large Enterprises from the School of Management and Marketing of the Business Initiatives Association in Warsaw. She took numerous training programmes and courses in psychology of team management, as well as a course for supervisory board members, completed with a passed exam before the State Treasury Commission. From 2011 to 2014, she was Secretary of the Employee Council of the second term of office, and from 2010 to 2014 – Secretary of the Coordination Committee of the NSZZ Solidarność trade union at PGNiG S.A. In 2014−2017, she served as Member of the PGNiG Supervisory Board, the Supervisory Board Secretary and Deputy Chair of the Audit Committee.

She joined PGNiG in 1998 as an employee of Mazowiecka Spółka Gazownictwa and then worked at the Mazovian Trading Division. From 2013, she held various positions at the Retail Trading Department, Infrastructure Department and Asset and Administration Department of the PGNiG Head Office. At the Asset and Administration Department she was Deputy Director. Since January 2016, she has been Representative of the PGNiG Management Board for the Quality, Health, Safety and Environment (QHSE) Management System. From April 2016 to March 2017, she served as Deputy Director of the QHSE Department, delegated to direct the work of the Department.

She has received honorary awards for outstanding service to the Oil Mining and Gas Sector and the Mazovian Trading Division. She holds the title of Grade III Mining Director.

  1. occupational health and safety, fire protection;
  2. cooperation with trade unions, the Employee Council and other employee organisations where their operations relate to the Company and the PGNiG Group;
  3. issue of shares to eligible Company employees;
  4. management of the Company’s assets, excluding network assets, extraction assets and underground gas storage facilities;
  5. management of the Company’s non-production assets, including property;
  6. environmental protection;
  7. development of social policy.

Changes in Management Board composition in 2020

Composition of the Management Board as at January 1st 2020:

  • Piotr Woźniak − President,
  • Maciej Woźniak – Vice President, Trade,
  • Łukasz Kroplewski – Vice President, Development,
  • Michał Pietrzyk – Vice President, Finance,
  • Robert Perkowski – Vice President, Operations,
  • Magdalena Zegarska – Vice President.

Following the expiry of the three-year joint term of office, on January 9th 2020 the Supervisory Board removed the following persons from the Management Board:

  • Piotr Woźniak,
  • Maciej Woźniak,
  • Robert Perkowski
  • Łukasz Kroplewski,
  • Michał Pietrzyk.

On January 9th 2020, the Supervisory Board appointed the following persons to the Management Board:

  • as of January 10th 2020 – Jerzy Kwieciński, as President,
  • as of January 10th 2020 – Jarosław Wróbel, as Vice President, Trade,
  • as of January 10th 2020 – Robert Perkowski, as Vice President, Operations,
  • as of January 15th 2020 – Przemysław Wacławski, as Vice President, Finance,
  • as of January 15th 2020 – Arkadiusz Sekściński, as Vice President, Development,

for a joint term of office ending on January 10th 2023.

On January 23rd 2020, the Supervisory Board reappointed Jarosław Wróbel from the position of Vice President, Trade, to the position of Vice President of the Management Board.

Following the expiry of the three-year joint term of office, on February 27th 2020 the Supervisory Board removed Magdalena Zegarska from the Management Board and reappointed her as Vice President of the Management Board, following re-election by PGNiG employees, for a joint term of office ending on January 10th 2023.

Pursuant to the Articles of Association, individual members of the Management Board or the entire Management Board are appointed and removed by the Supervisory Board. A member of the Management Board is appointed following a recruitment and selection procedure carried out pursuant to applicable provisions of the Articles of Association and in compliance with the requirements for candidates laid down in Art. 22 of the Act on State Property Management of December 16th 2016 (Dz.U. of 2016, item 2259, as amended). The procedure does not apply to Management Board members elected by employees.

As long as the State Treasury holds Company shares and the Company’s annual average headcount exceeds 500, the Supervisory Board appoints to the Management Board one person elected by the employees, to serve for the Management Board’s term of office. A person is considered a candidate to the Management Board elected by the employees if, during the election, 50% of valid votes plus one were cast in favour of that person, with the reservation that the election results are binding on the Supervisory Board if at least 50% of the Company’s employees participated in the election.

Management Board members are appointed for a joint term of three years.

A member of the Management Board may resign from their position by delivering a notice to that effect to the Company, represented by another Management Board member or commercial proxy, with copies to the Chairman of the Supervisory Board and the minister competent for matters pertaining state assets. The resignation must be submitted in writing, or will otherwise be ineffective towards the Company.

The Management Board member elected by the employees may also be removed upon a written request submitted by at least 15% of the Company’s employees. The Supervisory Board orders the voting and its results are binding on the Supervisory Board if at least 50% of the Company’s employees participate in the ballot, and if the percentage of votes cast in favour of the removal is not lower than the majority required for the election of a member of the Management Board by the employees.

Pursuant to the Articles of Association, decisions on the issuance or buy-back of shares are adopted by the Company’s General Meeting.

The Management Board manages the Company’s affairs and represents the Company in and out of court. The powers and responsibilities of the Management Board involve management of all of the Company’s affairs, other than those which the law or the Company’s Articles of Association reserve for the General Meeting or the Supervisory Board. In particular, the Management Board is responsible for preparing business plans, including investment plans, the strategy for the Company and the PGNiG Group, as well as long-term strategic plans, and submitting them to the Supervisory Board for approval.

The operation of the Management Board is defined in its Rules of Procedure, adopted by the Management Board and approved by the Supervisory Board. The Rules of Procedure for the Management Board are available on the Company’s website at www.pgnig.pl/lad-korporacyjny/zarzad/regulamin

In 2020, the Management Board held 52 meetings and passed 728 resolutions.

As at December 31, 2020, none of the members of the PGNiG Management Board held any PGNiG shares.

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