Report No. 34/2016

Legal basis:

§ 38.2 of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities and the conditions for concerning information required by the law of a non-member state as equivalent

The report:

The Management Board of PKO Bank Polski S.A. (“Bank”) hereby announces that on 30 June 2016, the Annual General Meeting of the Bank, adopted the that net profit of the Bank of the period from 1 January 2015 till 31 December 2015 in an amount of PLN 2 571 142k and unappropriated profit of previous years in an amount of PLN 1 250 000k, in the total amount of PLN 3 821 142k will be appropriated in the following way:

1)   dividends for the shareholders PLN                                                    1 250 000k,

2)   supplementary capital in the amount of PLN                                       2 500 000k,

3)   reserve capital in an amount of PLN                                                        71 142k.

The distribution of profit in the manner specified above is subject to the following conditions being fulfilled not later than on 8 December 2016 (inclusive) the following conditions will be jointly fulfilled:

1)     the Bank shall not take over control of a bank or other entity of the financial sector by a direct or indirect acquisition of a block of shares and shall not acquire a right or incur an obligation to take over control in the manner specified above, and

2)     There shall not occur any regulatory changes or changes of the supervisory recommendations affecting the requirements for own funds of the Bank shall not occur, that – according to the level of capital adequacy ratios recognised in the financial statements of the Bank for Q3 2016 – would cause a lack of possibility to pay dividend in accordance with the regulatory requirements and supervisory recommendations (the fulfilment of both conditions is hereinafter jointly referred to as the ”Fulfilment of the Dividend Conditions”).

If there is no Fulfilment of the  Dividend Conditions, net profit of the Bank of the period from 1 January 2015 till 31 December 2015 in an amount of PLN 2 571 142k and unappropriated profit of previous years in an amount of PLN 1 250 000k, in the total amount of PLN 3 821 142k will be appropriated in the following way:

1)     for supplementary capital in an amount of PLN                                            3 750 000k,

2)     for reserve capital in an amount of PLN                                                            71 142k.

The Management Board of the Bank is obliged to adopt a resolution on the establishment of the Fulfilment of the Dividend Conditions or the lack of the Fulfilment the Dividend Conditions not later than 9 December 2016 (inclusive). Information on the resolution of the Management Board, referred to, shall be announced by the Bank to public in the form of a current report.

In the case of Dividend Conditions are Fulfilled:

1)     The dividend record date is set for 30 September 2016.

2)     The Bank in 2016 shall pay dividend of net profit for 2015 in an amount of PLN gross 1.00 per one share;

3)     The dividend shall be paid on 20 December 2016;

4)     The dividend may be paid in the form of:

a)     transfer to the cash account used for the handling of securities account – if the shares are recorded on the securities account (investment account), or

b)     transfer to the bank account indicated by the shareholder or in cash – if the shareholder does not hold a cash account used for the handling of securities account.

All of the shares of the Bank, i.e. 1,250,000,000 are covered by the dividend.