EXECUTION OF THE REFERENCE AGREEMENT

Polish Energy Partners S.A. (“PEP”) hereby informs that on December 14th 2011, it executed a series of agreements with Beta Sp. z o.o. (a subsidiary of the Elektrownia Połaniec S.A. – GDF Suez Energia Polska Group) and with Alfa Sp. z o.o. (“SPV”) , as a result of which: (i) SPV acquired from PEP rights to implement the Project concerning construction of the Klukowo/Samborsko Wind Farm (“the Project”), and (ii) Beta acquired 100% of shares in SPV (hereinafter referred to as “Agreements”). Designed power generation potential for the Klukowo/Samborsko Wind Farm is 105 MW. SPV’s and Beta’s contractual obligations set out in the Agreement shall be guaranteed by Elektrownia Połaniec S.A. – GDF Suez Energia Polska Group (“GDF”). According to the Agreement, GDF’s guarantee shall be submitted to PEP not later than on January 31st 2012. PEP’s remuneration for the sale of the Project will be payable in two installments: the 1st installment in the amount of 90% of the remuneration will be due after SPV’s receives all documents specified in the Agreement (including, without limitations, permits necessary for construction of power lines transferring electricity generated by the Wind Farm), but not earlier than on March 31st 2013, while the 2nd installment equal to 10% of the remuneration will be payable after SPV obtains the right to operate the Wind Firm. At the time of payment of the 1st installment, SPV shall also repay any loans that it may have received from PEP. The Agreements do not provide for any liquidated damages. PEP’s revenues for performance of the Agreement shall amount to PLN 81.8 million in total. The transaction will be recognized by PEP in the results for 4th quarter of 2011. The transaction will generate PEP’s individual and consolidated net profit in the amount of PLN 35.8 million.