Report on activities of ES-SYSTEM S.A. Supervisory Board in the year 2008 Kraków , May 22 , 2009

1. Report on activities of ES-SYSTEM S.A. Supervisory Board in the year 2008Kraków, May 22, 2009

2. 1. Makeup of the Supervisory Board • 1. Bożena Ciupińska - the President • 2. Jerzy Burdzy - independent member • 3. Arkadiusz Chojnacki - independent member • 4. Julian Pilszczek - member • 5. Radosław Wojciechowski - independent member • In the works of the Board participate three independent members, due to that the Board satisfies requirement included in item III.6 of “Best Practices 2008” regarding satisfying independency criterion by at least two members. • In compliance with item II.1.11 and III.2 of „Best Practices 2008” members of the Board filed to the Management Board a statement regarding connections (lack of connection) with a shareholder holding shares representing not less than 5% total voting rights at the general assembly.

3. 2. Range of the Supervisory Board operations • During the reporting period the Supervisory Board had 8 sessions and held 2 votes by the means of long distance communication and adopted 13 resolutions. • The Management Board’s report on the realization of the plan was a regular point of each session. • The Financial Vice-president presented current results and answered to questions of the Supervisory Board members. The President of the Management Board informed members of the Board about all decisions and important events which occurred between the Supervisory Board sessions. The Supervisory Board considered motions made by the Management Board which came between sessions. • All members of the Management Board participated in the Supervisory Board sessions, gave answers and explained matters which were of interest to the members of the Supervisory Board. • The Supervisory Board had direct and constant supervision on realization of the Company’s plans and assignments. It allowed for proper reacting to the possible delays and risks of plan realization. The Supervisory Board carried into effect all assignments. • The Supervisory Board selected auditing company for ES-SYSTEM S.A. and entities of the Capital Group.

4. 3. The Supervisory Board during its sessions in 2008 considered among others: • 1-st session – January 10, 2008 • Main Objectives of the Company and the Capital Group for the year 2008 • Plan for the year 2008 for the Company and the Capital Group • Estimation of the Company’s financial results for 1Q 2007 • 2-nd session– March 19, 2008 • The Company’s financial results for the 4QW of 2007 (after publication of the report) • Analysis of realization on the Main Objectives in the year 2007 • Agreement with trade unions from ES-SYSTEM Wilkasy • Motion on changing the Incentive Scheme’s criteria • The Management Board’s report on the status of realization of the Logistic Centre in Wilkasy • 3-rd session – May 16, 2008 • Summary and analysis of the results for the 1Q 2008 • Analysis of increase in wages in the subsidiary companies • Reorganization of the production process at ES-SYSTEM Wilkasy • Consideration of offers to examine Financial Statements and selection of a chartered auditor • Adopting changes in the Statute of the Supervisory Board in relation to the document „Best Practices 2008”

5. 3. The Supervisory Board during its sessions in 2008 considered among others: • 4-th session – June 10, 2008 • Report on present situation in the lawsuit with Beghelli and consideration of the proposition to reach a settlement • Consideration of the Financial Statement for 2007, the report of the Management Board and the opinion of the chartered auditor • Consideration of the report of the Supervisory Board on activities in the year 2007 • Consideration of the Management Board’s motionon issuing subscription warrantsfor the year2007 • Consideration of the Management Board’s motionon allocation of profitfor the year 2007 • 5-th session – June 20, 2008 • Consideration and adopting of List of Names and allotment of warrants to entitled persons according to the regulations of the Incentive Scheme • 6-th session – September 5, 2008 – meeting took place at ES-SYSTEM Wilkasy sp z o.o. in Wilkasy • Financial results after two quarters of 2008 • Visit to the factory – introduction of the investment’s realization • Participation in opening of the logistic centre in Wilkasy

6. 3. The Supervisory Board during its sessions in 2008 considered among others • 7-th session– November 5, 2008 • Consideration of offers from consulting companies to carry out audit in the subsidiary companies • Economic crisis and anticipated variants of further developments • Anti-crisis plan implemented in the Spółka Akcyjna and in the subsidiary companies • Financial parameters for the Plan for the Year 2009 • Schedule of working out the 2009 Plan • 8-th session – December 17, 2008 • Plan for the Year 2009 • Changes in the structure of the Capital Group of ES-SYSTEM S.A. • Discussion on conclusions from audit carried out by the external company in the factories • Results of the Fair in Frankfurt – presentation done by the Export Department Director • Consideration of a project to call into being an audit committee in a context of planned changes in KSH (Commercial Companies Code)

7. 4. The Supervisory Board performed the role of the Audit Committee by: 1. Annual selection of the chartered auditor to examine Financial Statement and by supervising implementation of recommendations and comments made by the external auditor. 2. Supervising activities of the Management Board in relation to: • financing of the Company, • managing the internal systems of risk management and control, • supervising the process of implementing proper rules and regulations, abiding by codes of conduct, • selection of accounting principles, • the Company’s policy in reference to tax planning, • application of information and communication technology (ICT), • preparation for the needs of the Supervisory Board to examine yearly financial statement, yearly budget and main investments made by the Company, • yearly evaluation of its own work and correctness of the operational principles.

8. 4. The Supervisory Board performed the role of the Audit Committee by: 3. Allowing for acquisition, disposal, burdening of the real estate or burdening of share in the joint ownership by the Company also acquisition, disposal or burdening of the perpetual usufructuary right or share in this right by the Company. 4. Analyzing the Management Board’s report on the Company’s activities and the Management Board’s motions on allocation of profit or covering of loss.

9. 5. Evaluation of the Supervisory Board’s performance in 2008 • The Supervisory Board was composed of persons with wide professional experience, proper knowledge and representing various fields (lighting engineering, law, finances, management & administration) guaranteeing versatile analysis of information gained from the Company and accuracy of decisions made. • Works of the Supervisory Board were of a team character, based on the open discussion, sharing of the knowledge and constructive exchange of opinions. • Board. The Supervisory Board had direct and permanent supervision over the realization of plans and assignments of the Company. It allowed for reacting without delay to possible delays or danger in plan’s realization. • The Supervisory Board selected auditing company for ES-SYSTEM S.A. and for the units of the Capital Group. • The Supervisory Board performed in the year 2008 all assignments, operating in a productive and effective way.

10. 6. Evaluation of the internal control system and system of managing risk essential to the Company • The Management Board of the Company is responsible for the internal control system and its effectiveness in the process of drawing up financial statements and periodic reports prepared and published in accordance with principles from the Regulation of the Finance Minister of February 19, 2009 on current and periodic information conveyed by the issuers of securities. • All matters connected with functioning of ES-SYSTEM on the market as public company listed on the Warsaw Stock Exchange is included in two Regulations binding on the strength of the Resolution of the Management Board from 30.08.2007: * Regulation on circulation and protection of confidential information with attachments * Regulation on closed periods and notification • Basic document regulating the whole process of preparing periodic reports is the “Procedure on preparing and conveying periodic reports to the public” being the attachment to the Regulation on circulation and protection of confidential information. • Procedure describes in detail requirements regarding periodic reports, procedure, liability of persons and units preparing and verifying contents of reports and time limits for carrying out. Applying of the procedure assures that complete and reliable financial data is conveyed for publishing and assures accordance with requirements of the Regulation on trade of financial instruments.

11. 6. Evaluation of the internal control system and system of managing risk essential to the Company • In the process of preparing financial statements of the Company one of the basic control elements is verification of a financial statement by an independent chartered auditor. Assignments of a chartered auditor include in particular: review of the semi-annual financial statement and examination of the annual statement. • Selection of the chartered auditor was done by the Supervisory Board in a way of viewing offers from a group of renowned audit companies, guaranteeing high standards of services and required independence. • The ES-SYSTEM Group applies coherent accounting principles described in the Group’s Accounting Policy, presenting financial data in financial statements, periodic stock exchange reports and other information conveyed to investors. • In the opinion of the Supervisory Board of ES-SYSTEM S.A. the internal control system and managing risk actual to the Company is at a satisfactory level.

12. 7. Evaluation of the Management Board’s report on the Company’s activities in 2008, financial statement and motion of the Management Board on the division of profits. • In accordance with art. 382 § 3 KSH (Commercial Companies Code), the Supervisory Board evaluated: 1. Financial statement of the Company for the year 2008 2. Statement of the Management Board on the Company’s activities in the year 2008 3. The Management Board’s motion on the division of profits for the year 2008 • After analyzing documents and acquainting with the opinion of the chartered auditor of April 27, 2009 evaluates that the Financial Statement of the Company for the year 2008 and Report of the Management Board on the Company’s activities in the year 2008 are in accordance with the books and known to the Board actual condition and are reliable and were prepared correctly. • The Supervisory Board supports the motion made by the Management Board on allocating the profit for the year 2008 amounting to PLN 11.463.191,67 to reserve capital.

13. The Supervisory Board thanks the Management Board, employees and Clients for the cooperation in building the Company’s value, strengthening its positive image and position on the market.