Report No. 57/2016

Legal basis – Article 17(1) of MAR

The Management Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna (“PKO Bank Polski” or the “Bank”), further to the Bank’s report No. 53/2016 dated 2 November 2016 on entering by the Bank, and PKO Leasing S.A. (“PKO Leasing”) and Raiffeisen Bank International AG (“RBI”) into a share purchase agreement related to the acquisition of 100% in Raiffeisen-Leasing Polska S.A. (“RLPL”) by PKO Leasing from RBI (the “Agreement” and the “Transaction” respectively), hereby announces that on 1 December 2016, after fulfillment of the conditions precedent provided for in the Agreement, the closing of the Transaction occurred, comprising the acquisition of 100% of shares in RLPL by PKO Leasing as well as the replacement by PKO Bank Polski group of the funding provided to RLPL by RBI and/or other members of RBI’s group.

Moreover, pursuant to § 3 of the resolution No. 7/2016 of the Annual General Meeting of the Bank of 30 June 2016 on distribution of the profit earned by PKO Bank Polski in 2015 and unappropriated profit of previous years that was announced by the Bank in current reports No. 34/2016 and 37/2016 (the “Resolution on Profit Distribution”), the Management Board of the Bank hereby announces that in connection with the closing of the Transaction on 1 December 2016 the Management Board passed a resolution in which it established the lack of Fulfillment of the Dividend Conditions (as defined in the Resolution on Profit Distribution). Accordingly, the profit earned by the Bank in 2015 and the unappropriated profit of previous years will be distributed in the manner specified in § 2 of the Resolution on Profit Distribution, which assumes the allocation of the entire profit to the supplementary capital and reserve capital, without providing for payment of dividend.