The Supervisory Board operates in accordance with the Polish Corporate Law and the Company Articles of Association. The responsibilities of the Board include overseeing the activities of Company. The Supervisory Board performs its duties inter alia by issuing recommendations and adopting resolutions.
The Supervisory Board of CD PROJEKT S.A. is made up of the following five persons:
Katarzyna Szwarc – chairwoman of the supervisory board, member of the audit committee, independent board member*
Graduated summa cum laude from the Warsaw University Faculty of Law and Administration. Solicitor’s license issued by the Warsaw District Chamber of Solicitors. Began her professional career at the Mennica Polska S.A. Capital Group acting as a shareholder supervisor of subsidiary companies and performing administrative duties for Mennica Polska S.A. and its subsidiaries. Current appointments: Director of the Legal Department of Mennica Polska S.A., Chairwoman of the Supervisory Board of Energopol Warszawa S.A., Chairwoman of the Supervisory Board of ZNLE S.A., Chairwoman of the Supervisory Board of CD Projekt S.A., Secretary of the Supervisory Board of Energopol-Południe S.A., Secretary of the Supervisory Board of Mennica Metale Szlachetne S.A., Secretary of the Supervisory Board of NEWAG S.A.
Piotr Pągowski – deputy chairman of the supervisory board, member of the audit committee, independent board member*
Graduated from the Warsaw Technical University, majoring in Electronics. Piotr Pągowski has worked for the IT industry since 1993. He began his career at Baza Sp. z o.o. and Westwood. In 1995 he joined Intel, assuming responsibility, among others, for the company’s development strategy in Central and Eastern Europe. Between 2006 and 2011 he worked for Microsoft and was charged with overseeing activities on the Polish consumer market, including the launch of the Xbox 360 gaming console and development of online services. In the 2011-2015 period, as Board Member of HP Poland he directed the company’s personal computers division, which – following a reorganization – became the personal computers and printing devices division. He currently heads Actionmed sp. z o.o. a medical device vendor, and is also affiliated with the Black Pearls VC investment fund as a Venture Partner. He engages in mentoring activities related to technical innovation, and supports innovative projects as an early-stage investor.
Michał Bień – independent board member*, chairman of the audit committee
Graduated from the Faculty of Law and Administration at the University of Warsaw in 1996. Legal advisor (radca prawny), member of the Chamber of Legal Advisors in Warsaw since 2001. Professional activity, conducted within international law firms in Poland, involved in particular providing legal advice in mergers and acquisitions, joint ventures, initial public offerings (IPOs), regulatory, corporate and contract matters to Polish and international businesses, including listed companies, in energy, oil and gas, telecommunications, media, private equity, banking and finance sectors.
Krzysztof Kilian – independent board member*, member of the audit committee
Graduate of the Gdańsk University of Technology Faculty of Mechanical Engineering and Technology. Began his professional career at the “Wisła” shipyard in Gdańsk in 1983. After 1989 he took an active part in the Polish political transformation, first as a Department Head in Jan Krzysztof Bielecki’s government, and then (in 1992-1993) as Communications Minister. Employed at Bank Handlowy between 1994 and 1997. Acted as advisor on matters concerning Poland at the Morgan Stanley Dean Witter investment bank (1997-1998), and at ING Barings (1999-2000), providing advice on mergers and takeovers. Until 2008 he also ran his own company which implemented telecommunications projects for PZU, PKO BP, BZWBK S.A., Siemens, Asseco, Prokom, Nokia and others. Between 2008 and 2011 he was Vice Chairman of the Board of Polkomtel S.A. in charge of marketing and customer relations. His duties included preparing and coordinating the sale of Polkomtel S.A. Between 2012 and 2013 he headed PGE Polska Grupa Energetyczna S.A. as Chairman of the Board. Possesses extensive experience in matters of corporate oversight, having served on the supervisory boards of PKO BP, TFI PZU, KGHM, BPH, PGF S.A. and Poczta Polska.
Maciej Nielubowicz – supervisory board member, member of the audit committee
Graduated from the Warsaw University Faculty of Management, majoring in Accounting and Finance. Recipient of a SAIPEKS scholarship facilitating his employment in South Korea at AIG General Insurance and Ajin Extek, as well as studies at Kyungpook National University in Daegu. Between 2009 and 2015 he worked at Deloitte in the Financial Audit Department – Financial Services Industry team, where his tasks included reviews and audits of financial statement under Polish Accounting Standards and International Accounting Standards, as well as assessing compliance with the SarbanesOxley Act and due diligence requirements. Currently employed at Grupa Generali Polska, in the Internal Audit Department.
*independence criteria as described in the European Commission Recommendation of 15 February 2005 on the role of non-executive or supervisory directors of listed companies and on the committees of the (supervisory) board
CD PROJEKT S.A. Supervisory Board reports on activities: