Legal basis:
§ 19.1.1 and § 19.1.2 of the Ordinance of the Minister of Finance on 29 March 2018 on the current and periodic information published by issuers of securities and on the conditions for recognising such information as being equivalent to information required by the provisions of law of a non-member state
the Report:
Acting pursuant to Article 399 § 1 in connection with Article 395 § 1 of the Commercial Companies Code, the Management Board of PKO Bank Polski S.A. (“Bank”) convenes the Annual General Meeting of the Bank (“Annual General Meeting”) that will be held at St. Puławska 15 in Warsaw on 21 June 2023 at 10:00 am with the following agenda:
- opening the Annual General Meeting,
- electing the Chairman of the Annual General Meeting,
- acknowledging that the Annual General Meeting has been correctly convened and has the authority to adopt binding resolutions,
- adopting an agenda,
- consideration of the Financial Statements of PKO Bank Polski S.A. for the year ended 31 December 2022 and the proposals of the Management Board to retain the undistributed profit of PKO Bank Polski S.A. from previous years as undistributed profit and to distribute the profit of PKO Bank Polski S.A. for 2022;
- consideration of the Directors’ Report of the PKO Bank Polski S.A. Group for 2022, prepared jointly with the Directors’ Report of PKO Bank Polski S.A., together with the Directors’ report on representation expenses, as well as expenses for legal, marketing, public relations and social communication services and management consulting services for 2022, as well as the Consolidated Financial Statements of the PKO Bank Polski S.A. Group for the year ended 31 December 2022;
- consideration of the Report of the Supervisory Board of PKO Bank Polski S.A. for 2022;
- the Supervisory Board’s presentation of: the assessment of the functioning of the remuneration policy in PKO Bank Polski S.A., opinion on PKO Bank Polski S.A.’s application of the “Corporate governance rules for supervised institutions”;
- adopting resolutions on: a) approving the Financial Statements of PKO Bank Polski S.A. for the year ended 31 December 2022; b) approving the Directors’ Report of the PKO Bank Polski S.A. Group for 2022, prepared jointly with the Directors’ Report of PKO Bank Polski S.A., together with the Directors’ report on representation expenses, as well as expenses for legal, marketing, public relations and social communication services and management consulting services for 2022; c) approving the Consolidated Financial Statements of the PKO Bank Polski S.A. Group for the year ended 31 December 2022; d)approving the Report of the Supervisory Board of PKO Bank Polski S.A. for the year 2022; e) retaining the undistributed profit of PKO Bank Polski S.A. from previous years, as undistributed profit; f) distributing the profit earned by PKO Bank Polski S.A. in 2022;
- adopting resolutions on expressing an opinion regarding the “Report on the remuneration of the members of the Management Board and the Supervisory Board of PKO Bank Polski S.A. for the year 2022";
- adopting resolutions on acknowledgement of the fulfilment of duties by the members of the Management Board for 2022;
- adopting resolutions on acknowledgement of the fulfilment of duties by the members of the Supervisory Board for 2022;
- adopting the resolution on the assessment of the adequacy of the internal regulations concerning the functioning of the Supervisory Board of PKO Bank Polski S.A. and the effectiveness of its operations;
- adopting the resolution on the amendments to the Articles of the Association of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna;
- adopting the resolution on the approval of the Rules and Regulations of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna;
- adopting the resolution on the adoption of the Rules of Procedure of the General Meeting of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna;
- adopting the resolutions on the periodic assessment of the individual suitability of members of the Supervisory Board of PKO Bank Polski S.A.;
- adopting the resolution on the assessment of the collective suitability of the Supervisory Board of PKO Bank Polski S.A.;
- closing the meeting.
The content of the announcement for convening the Annual General Meeting and the content of the draft resolutions with their justifications and unpublished attachments to these projects are attached to this report.