BUDIMEX S.A. with its registered office in Warsaw 01-204, Siedmiogrodzka 9, entered in the Register of Entrepreneurs kept by the District Court for the Capital City of of Warsaw in Warsaw, 13th Division of the National Court Register under number 1764, with the share capital of PLN 127,650,490, fully paid-up, Tax Identification Number (NIP) 526 10 03 187, to convene the Annual General Meeting (hereinafter referred to as the AGM) on 29 May 2025 at 10.00 a.m. at the Company’s registered office in Warsaw Siedmiogrodzka 9 (3rd floor, room 3.01, part of the building to the left of the reception area). The agenda is the following:

1. Opening of the Annual General Meeting.
2. Election of the Chairperson of the Annual General Meeting
3. Confirmation that the Annual General Meeting has been duly convened and has the capacity to adopt resolutions.
4. Election of the Ballot Counting Committee.
5. Adoption of the agenda.
6. Presentation and consideration of the report on the activities of the Budimex Group and Budimex S.A. for the year 2024 together with sustainability report, financial statements of Budimex S.A. for the year ended 31 December 2024, together with the report on the audit of
the annual financial statements of Budimex S.A. for the year ended 31 December 2024 and the consolidated financial statements of the Budimex Group for the year ended 31 December 2024, together with the report on the audit of the annual consolidated financial statements for the year ended 31 December 2024.
7. Presentation of the report of the Supervisory Board on the remuneration of the members of the Management Board and the Supervisory Board for 2024.
8. Presentation and consideration of the report of the Supervisory Board of Budimex S.A., including the results of the assessment of the Management Board’s reports on the activities and financial statements for the financial year 2024 and the Management Board’s proposal on the distribution of profit, as well as the assessment of the Company’s situation.
9. Presentation of the assumptions of the long-term incentive program for key employees of the Budimex Group.
10. Presentation of the draft remuneration policy for members of the Management and Supervisory Boards of Budimex S.A., together with the recommendation of the Company’s Supervisory Board as regards its adoption by the Annual General Meeting.
11. Adopting resolutions on the following issues:
11.1. consideration and approval of the report on the activities of the Budimex Group and Budimex S.A. for the year 2024 together with the sustainability report,
11.2. consideration and approval of the financial statements of Budimex S.A. for the year ended 31 December 2024,
11.3. consideration and approval of the consolidated financial statements of Budimex Group for the year ended 31 December 2024,
11.4. distribution of profit for 2024,
11.5. granting the members of the Management Board of Budimex S.A. a vote of approval for the performance of their duties in 2024,
11.6. consideration and approval of the report on the activities of the Supervisory Board of Budimex S.A. for 2024,
11.7. assessment of the report of the Supervisory Board of Budimex S.A. on remuneration of the members of the Management Board and the Supervisory Board of the Company.
11.8. granting a vote of a vote of approval for the performance of their duties in 2024 to the members of the Supervisory Board, 11.9. adoption of the remuneration policy for members of the Management Board and Supervisory Board of Budimex S.A.
11.10. to establish a long-term incentive programme for key employees of the Group and to determine the rules for its implementation, and to authorise the Company’s Management Board to take measures to create a reserve capital for the acquisition of shares under the
incentive program,
11.11. appointment of a member of the Supervisory Board of Budimex S.A,
11.12. amendments to par. 6 (1) of the Articles of Association of Budimex S.A. in connection with the introduction of the Polish Classification of Activities 2025 (PCA 2025).
11. Closure of the meeting.

Acting on the basis of Article 402 [2] of the Code of Commercial Partnerships and Companies, the Management Board of Budimex S.A. hereby informs the shareholders of the procedures to be followed in connection with the AGM with regard to participation in the AGM and the exercise of voting rights:

1. Shareholder’s right to request the inclusion of specific items on the agenda of the AGM:

A shareholder or shareholders representing at least one-twentieth of the share capital may request the inclusion of certain matters on the agenda of the AGM. The request should be submitted to the Management Board no later than twenty-one days before the scheduled date of the AGM. The request should include a justification or a draft resolution concerning the proposed agenda item. The request may be submitted in writing at the registered office of the Company (address: Budimex S.A., ul. Siedmiogrodzka 9, 01-204 Warsaw) or in electronic form to the e-mail address
walnezgromadzenie@budimex.pl.

The request must be accompanied by documents proving entitlement to make the request, which means that the shareholder(s) referred to in the first paragraph of this section should demonstrate ownership of the relevant number of shares as of the date of the request by attaching, for example, a registered deposit certificate or a certificate issued by the entity that maintains the securities account. In the case of natural persons, a copy of the shareholder’s identification document (copy of identity card, passport or other document allowing the shareholder to be identified) should be attached. In the case of entities other than natural persons, an extract from the relevant register must be attached.

The Management Board will promptly, but no later than eighteen days prior to the scheduled date of the AGM, announce on its website and in the form of a current report, the changes to the agenda introduced at the shareholders’ request.

Pursuant to rule 4.6, second sentence, of the Code of Best Practice for WSE Listed Companies 2021 (‘DPSN 2021’), the Management Board will request the shareholder(s) to provide a justification for the proposed resolution, insofar as this has not been previously provided by them. In accordance with Rule 4.8 of the DPSN 2021, the draft resolution and the justification should be presented by the shareholder(s) no later than 3 days prior to the date of the AGM in order to make it easier for shareholders attending the AGM to vote on the resolutions with due discernment.

2. Shareholder’s right to submit draft resolutions concerning issues included in the agenda of the AGM or issues to be introduced to the agenda before the date of the AGM:

A shareholder or shareholders representing at least one-twentieth of the share capital may, prior to the date of the AGM, submit to the Company in writing to its registered office (address: Budimex S.A., ul. Siedmiogrodzka 9, 01-204 Warsaw) or by means of electronic communication (the aforementioned e-mail address walnezgromadzenie@budimex.pl) draft resolutions concerning the issues on the agenda of the AGM or the issues to be put on the agenda. The Company will promptly publish the draft resolutions on its website.

The draft resolutions must be accompanied by documents proving entitlement of the shareholder or shareholders to make the request, which means that the shareholder(s) referred to in the first paragraph of this section should demonstrate ownership of the relevant number of shares as of the date of the request by attaching, for example, a registered deposit certificate or a certificate issued by the entity that maintains the securities account. In the case of natural persons, a copy of the shareholder’s identification document (copy of identity card, passport or other document allowing the shareholder to be identified) should be attached. In the case of entities other than natural persons, an extract from the relevant register must be attached.

Pursuant to Rule 4.6. and 4.8. of the DPSN 2021, the draft resolution and the reasons for it should be presented by the shareholder(s) at least 3 days prior to the AGM in order to facilitate voting on the resolutions with due deliberation to the shareholders attending the AGM.

3. Shareholder’s right to propose draft resolutions concerning the matters placed on the agenda during the AGM:

Each shareholder may propose draft resolutions concerning the matters placed on the agenda at the AGM.

4. The manner of exercising voting rights by proxy, including in particular the forms to be used when voting by proxy and the manner of notifying the Company by means of electronic communication of the appointment of a proxy:

A shareholder will be able to attend the AGM and exercise the voting right in person (in this case, natural persons should present documents confirming their identity, e.g. identity card, passport; representatives of shareholders other than natural persons should present current copies from the relevant registers listing the persons authorised to represent these entities who will appear at the AGM as representatives of these shareholders) or by proxy.

A proxy at the EGM may be in particular a member of the Management Board, a member of the Supervisory Board, an employee of Budimex S.A. or a member of the bodies or an employee of a subsidiary company of Budimex S.A. In such a case, the proxy may authorise representation only at one General Meeting and the granting of further proxies is excluded. The proxy is obliged to disclose to the shareholder the circumstances indicating the existence or possibility of a conflict of interest. Such proxy shall vote in accordance with the instructions given by the shareholder.

A shareholder may not vote, either in person or by proxy, on resolutions concerning his/her liability to the Company for any reason, including a vote of approval for the performance of his/her duties, release from liability to the Company and a dispute between him/her and the Company.
A shareholder may vote as a proxy on the adoption of the resolutions relating to him/her or her referred to in the preceding sentence. In this case, the rules described in the preceding paragraph shall apply accordingly.

A proxy shall exercise all the rights of a shareholder at the AGM unless otherwise stated in the proxy.

A proxy may grant a further proxy if this results from the content of the proxy, which – as indicated above – does not apply if the proxy is a member of the Management Board, a member of the Supervisory Board, an employee of Budimex S.A. or a member of the bodies or an employee of a subsidiary company of Budimex S.A.

A proxy may represent more than one shareholder and vote the shares of each shareholder differently.

A shareholder with shares registered in an omnibus account may appoint separate proxies to exercise the rights attached to the shares registered in that account.

A shareholder with shares registered in more than one securities account may appoint separate proxies to exercise the rights of the shares credited to each of the accounts.

A proxy to attend the AGM and exercise voting rights must be given in writing or in electronic form by sending a proxy to the e-mail address
walnezgromadzenie@budimex.pl.

If a power of proxy is granted in writing, the proxy should present, prior to the commencement of the AGM, the original power of proxy together with documents confirming the authority of the persons signing the power of proxy to grant it and – in the case of a sequence of powers of proxy – together with documents confirming the authority of the persons signing the powers of proxy to grant subsequent powers of proxy (e.g. extracts from relevant registers, identity documents, subsequent powers of proxy).

The granting of a power of proxy in electronic form does not require a qualified electronic signature.

The electronic power of proxy should be formulated in a separate document signed by the shareholder or a person authorised to represent the shareholder, sent as a PDF attachment not protected by a password to the e-mail address walnezgromadzenie@budimex.pl. Obligatory together with the electronic power of proxy should be sent documents confirming the right of a given shareholder to participate in the Annual General Meeting, as well as relevant documents (identity card, passport, current excerpt from the relevant register, a sequence of powers of attorney – as in the case of a power of proxy granted in writing – principles described above) confirming the right of the person signing the power of proxy to represent the shareholder. The notice of granting the power of proxy should include the shareholder’s telephone number and e-mail address, as well as the telephone number and e-mail address of the proxy, through which Budimex S.A. will be able to communicate with the shareholder and the proxy.

Pursuant to Article 412[1] § 5 of the Code of Commercial Partnerships and Companies Budimex S.A. will take appropriate measures to identify the shareholder and the proxy in order to verify the validity of the proxy granted in electronic form. Consequently, before sending the power of attorney in electronic form to the address indicated above, shareholders of Budimex S.A. should take action in accordance with point 14 below, and, in addition, a proxy sent in electronic form must be delivered to the above-mentioned e-mail address no later than by 3 p.m. on 28 May 2025 (i.e. be in Budimex S.A.’s inbox).

The above rules concerning the granting of a power of attorney in writing or in electronic form shall apply accordingly in the event of revocation of the power of attorney.

Sending the aforementioned documents to the aforementioned e-mail address does not release the proxy from the obligation to present, when preparing the attendance list of shareholders entitled to participate in the AGM, documents for his/her identification.

Budimex S.A. stipulates that in case of any doubts, it may request before the beginning of the Annual General Meeting of Shareholders to present the originals of the said documents or their copies certified by a notary public or any other entity authorized to certify their conformity with the originals. If they are not produced, the proxy may not be allowed to participate in the AGM.

The forms referred to in Article 402 [2](2)(d) of the Code of Commercial Partnerships and Companies are available on the Company’s website in the Corporate Governance under the General Meeting 2025 tab from the date of convening the AGM. Budimex S.A. is not obliged to control whether proxies exercise their voting rights in accordance with the instructions they have received from their principals who are shareholders, including those contained in the above forms.

5. Pursuant to 402[2].2(e) – (g) of the Code of Commercial Partnerships and Companies, in conjunction with Art. 406[5] § 1 of the Code of Commercial Partnerships and Companies and Art. 411[1] § 1 of the Code of Commercial Partnerships and Companies, The Management Board of Budimex S.A. informs that it will not be possible to: (i) participate in the AGM using electronic means of communication, in particular it will not be possible to have real-time bilateral communication whereby it would be possible to speak in the course of the General Meeting while being in a
different location than the venue of the AGM, and it will not be possible to exercise the right to vote personally or by proxy before or during the General Meeting using electronic means of communication, (ii) exercise the right to vote by correspondence (the Rules of Procedure of the General Meeting of Budimex S. A. does not provide for the possibility to cast votes at the General Meeting by mail).

6. Shareholder’s right to ask questions regarding the matters on the agenda of the AGM:

A shareholder has the right to ask questions regarding matters on the agenda of the AGM.

A shareholder’s question including a request for information concerning the Company may be presented during the AGM if such request is justified for the evaluation of a matter on the agenda. The Management Board of the Company may provide information in writing outside the AGM if there are good reasons for doing so, but the information shall be provided no later than within two weeks of the request being made during the AGM.

An answer shall be deemed to have been given if the relevant information is available on the Company’s website in the space set aside for shareholders’ questions and answers.

The Management Board shall refuse to provide information if this could cause damage to the Company, a sister company or a subsidiary, in particular by revealing technical, commercial or organisational secrets of the company.
A member of the Management Board may refuse to provide information if the provision of such information could constitute grounds for his criminal, civil or administrative liability.

7. Voting on resolutions adopted at the AGM shall be by wireless remote control. Persons entitled to participate in the AGM are requested to to register and collect their voting remotes directly in front of the meeting room one hour before the start of the meeting.

8. The date of 13 May 2025 is the record date for participation in the AGM (the ‘Record Date’). Only persons who are shareholders of Budimex S.A. on the Record Date have the right to participate in the AGM (Article 406 [1] para. 1 of the Code of Commercial Partnerships and Companies). The Record Date is uniform for those entitled from bearer shares and registered shares. Pledgees and users with voting rights have the right to participate in the AGM if the establishment of a limited right in rem in their favour is registered in the securities account on the Record Date.

9. At the request of a person entitled from Budimex S.A.’s shares and a pledgee or user with voting rights, submitted not earlier than after the announcement of convening the AGM and not later than on the first weekday after the Record Date, the entity maintaining the securities account shall issue a registered certificate of the right to participate in the AGM. At the request of a shareholder, pledgee or user, part of or all
the shares registered in the securities account should be indicated in the certificate.
The certificate shall contain:
1) the corporate name (name), registered office, address and stamp of the issuer and the certificate number;
2) the number of shares;
3) a separate share designation (code) as referred to in Article 55 of the Act on Trading in Financial Instruments of 29 July 2005;
4) the corporate name (name), registered office and address of the Company Budimex S.A;
5) the nominal value of the shares;
6) first and last name or corporate name (name) of the share beneficiary, pledgee or user;
7) registered office (place of residence) and address of the shareholder, pledgee or user;
8) the purpose for which the certificate was issued
9) a reference to who has the right to vote attached to the shares;
10) date and place of issue of the certificate;
11) the signature of the person authorised to issue the certificate.

10. The list of shareholders entitled to participate in the AGM will be displayed for shareholders’ inspection three business days before the AGM at the registered office of Budimex S.A. in Warsaw at Siedmiogrodzka 9, floor 8, room 8.08 (Monday – Wednesday from 9.00 am to 4.00 pm). A shareholder may request that the list of shareholders be sent to him/her free of charge to the electronic mail address or by e- mail, stating the address to which the list should be sent. Shareholders are advised to collect the issued certificate of the right to participate in the AGM and to check
whether the shareholder is included in the list of shareholders entitled to participate in the AGM.

11. The full text of the documentation to be presented at the AGM and draft resolutions are available to persons entitled to participate in the AGM from the date of the announcement of the convocation of the AGM at the registered office of Budimex S.A. in Warsaw at Siedmiogrodzka 9, floor 8, room 8.08, from Monday to Thursday from 9.00 am to 4.00 pm, on Friday from 9.00 am to 2.00 pm, as well as on the Company’s website (www.budimex.pl in particular in Corporate Governance under the tab General Meeting of Budimex S.A. 2025).

Documents corresponding in content to the report of the Management Board on the Company’s activities, the financial statements, the report of the Supervisory Board and the audit report will be issued to the shareholder upon his/her request, which may be made counting from the date of convening the AGM. The Company shall make the aforementioned documents available immediately, no later than within two business days of the date of the request. At the shareholder’s request, the documents will be made available in electronic form, including by means of electronic communication.

12. The address of the website where information concerning the AGM is made available is www.budimex.pl.

13. The proceedings of the AGM will be broadcasted using the Internet at the special address indicated on the Budimex S.A. website. (www.budimex.pl).

14. In all the aforementioned cases, before a shareholder uses the e-mail address in connection with the AGM

walnezgromadzenie@budimex.pl

the shareholder shall deliver to the Company at its registered office in Warsaw, Siedmiogrodzka 9, a statement bearing his/her own signature or the signature of a person authorised to represent the shareholder, indicating the e-mail address from which messages will be sent to the above-mentioned Company e-mail address. It is obligatory to deliver documents confirming that one is in fact a shareholder of the Company, as well as relevant documents (current excerpt from the appropriate register) confirming the right of the person signing the statement to represent the shareholder. In the event of a breach of the obligation referred to in this item 14, messages and statements sent to the aforementioned e-mail address of Budimex S.A. will not be taken into account.

Documents sent to the aforementioned e-mail address should be sent in pdf format in Polish or with a sworn translation into Polish. The risk of using the above-mentioned electronic form of communication lies with the shareholder.

15. Information on the processing of personal data is available on the Budimex S.A.
website at
https://budimex.pl/kontrahenci/bezpieczenstwo-informacji-i-ochrona-danych- osobowych/rodo/obowiazek-informacyjny-dla-uczestnikow-walnego-zgromadzenia/
or in the form of a pdf file on the website www.budimex.pl under the tab About us, Corporate governance in the section General Meeting 2025 point Information obligation of Budimex S.A.

Management Board of
Budimex S.A.: