2021-05-10

Legal basis: 

§ 19.1.1, § 19.1.2 and § 19.1.4 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

 

Content of the report:

Acting pursuant to Article 399 § 1 and Article 395 of the Commercial Companies Code, at the same time taking into account the aspects resulting from the request submitted under Article 400 § 1 of the Commercial Companies Code by the shareholder holding at least one twentieth of the share capital (State Treasury – Minister of State Assets) to convene an Extraordinary General Meeting, the Management Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna (“Bank”) convenes the Annual General Meeting of the Bank (“Annual General Meeting”) that will be held at St. Puławska 15 in Warsaw on 7 June 2021 at 10:00 am with the following agenda:

  1. opening the Annual General Meeting,
  2. electing the Chairman of the Annual General Meeting,
  3. acknowledging that the Annual General Meeting has been correctly convened and has the authority to adopt binding resolutions,
  4. adopting an agenda,
  5. consideration of the Financial Statements of PKO Bank Polski SA for the year ended 31 December 2020 and the proposals of the Management Board to cover the loss of PKO Bank Polski SA for 2020 and to retain the undistributed profit of PKO Bank Polski SA from previous years as undistributed profit;
  6. consideration of the Directors’ Report of the PKO Bank Polski S.A. Group for 2020, 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 2020, as well as the Consolidated Financial Statements of the PKO Bank Polski S.A. Group for the year ended 31 December 2020;
  7. consideration of the Report of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna for 2020;
  8. 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”, assessment of the manner in which PKO Bank Polski S.A. fulfils its information obligations concerning the corporate governance rules laid down in the Warsaw Stock Exchange Rules and in the regulations concerning current and periodical information provided by issuers of securities, assessment of the rationality of the sponsorship and charity policy or other similar policy pursued by PKO Bank Polski S.A.;
  9. adopting resolutions on:

a) approval of the Financial Statements of PKO Bank Polski S.A. for the year ended 31 December 2020;

b) approval of the Directors’ Report of the PKO Bank Polski S.A. Group for 2020, 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 2020;

c) approval of the Consolidated Financial Statements of the PKO Bank Polski S.A. Group for the year ended 31 December 2020;

d) approval of the Report of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna for 2020;

e) covering the loss of PKO Bank Polski S.A. for 2020;

f) retain the undistributed profit of PKO Bank Polski S.A. from previous years as undistributed profit;

g) expressing an opinion regarding the “Report on the remuneration of the members of the Management Board and the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski S.A. for the years 2019-2020" prepared by the Supervisory Board;

h) acknowledgement of the fulfilment of duties by the members of the Management Board for 2020;

i) acknowledgement of the fulfilment of duties by the members of the Supervisory Board for 2020;

j) adopting “Best Practice for WSE Listed Companies 2021”;

k) amending the Resolution No. 50/2015 of the Annual General Meeting of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna of 25 June 2015 on “Corporate governance rules for supervised institutions”;

l) amending the Resolution No. 34/2020 of Annual General Meeting of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna of 26 August 2020 on approving the Policy concerning the assessment of the suitability of candidates for members and the members of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski S.A.;

10. changes in the composition of the Supervisory Board;

11. adopting the resolutions on the periodic assessment of the individual suitability of members of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski S.A.;

12. adopting the Resolution on the assessment of the collective suitability of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski S.A.;

13. 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.