On August 31, 2009 the Extraordinary General Meeting of PKO Bank Polski adopted, among others, a resolution setting the record date for pre-emptive rights in the new issue of shares at 6 October 2009. Below please find a description of pre-emptive rights mechanism 6 October 2009 - record date for pre-emptive rights in new issue of shares PKO Bank Polski plans to conduct a new issue of shares in order to support its leading market position and increase its capital. It will include up to a maximum of 300 million new shares. The new issue of shares will be offered to shareholders who hold shares in PKO Bank Polski as of the end of the day on the record date for pre-emptive rights, in proportion to their current stake in the share capital. Pursuant to today’s resolution of the shareholders meeting, the record date will be 6 October 2009. The plan to conduct the new issue of shares with pre-emptive rights means that the existing shareholders will be able to participate, assuming they meet all legal requirements. If they fully exercise their pre-emptive rights, they will be able to maintain their current stake in the bank’s share capital at the same level. The price at which new shares will be offered will be announced before the subscription for the new issue of shares begins. Pursuant to the resolution, anyone who owns shares in PKO Bank Polski as of 6 October will acquire pre-emptive rights. One “old” share will entitle to one pre-emptive right in the new issue. It should be stressed that pre-emptive rights are a mechanism allowing existing shareholders to maintain at least the same stake in the share capital of PKO Bank Polski after the new issue. The number of new shares that will be allocated to one pre-emptive right will depend on the final number of the newly issued shares. This information will be stated in the Prospectus and announced on the day of its publication. It may be the case, however, that one pre-emptive right will entitle to a fraction of a new share. A pre-emptive right is a separate security which may be traded on the Warsaw Stock Exchange. At the present time the Bank cannot be sure that pre-emptive rights will be sufficiently liquid to provide an unlimited ability to sell the pre-emptive rights. If the holder of pre-emptive rights does not intend to acquire newly issued shares, he will be able to sell all or part of the pre-emptive rights on the WSE. Terms related to subscriptions for new shares and trading of pre-emptive rights will also be defined in the Prospectus. If pre-emptive rights are sold on the WSE, the acquirer of the pre-emptive rights will have the right to participate in the issue of new shares, even if the acquirer was not a shareholder on 6 October 2009. Importantly, a pre-emptive right is a financial instrument which has a value only for a certain time. If the rights thereunder are not exercised within the precisely defined time, that is, no later than the date when subscriptions for the newly issued shares close, the validity of the pre-emptive right will expire, meaning that it will lose all of its value. This means that holders of PKO Bank Polski shares as of the record date for pre-emptive rights, 6 October 2009, will be able to: 1. exercise all or part of their pre-emptive rights by acquiring newly issued shares, and/or 2. sell all or part of their pre-emptive rights, once the pre-emptive rights are listed on the Warsaw Stock Exchange (the dates of trading will be stated in the Bank’s Prospectus). Failure to take either of these actions within the stated time will result in expiration of the pre-emptive rights. Holders will not be entitled to any benefits in exchange for expired pre-emptive rights. These materials are for information purposes only and under no circumstances shall constitute the basis for a decision to invest in the shares of Powszechna Kasa Oszczędności Bank Polski S.A. (the “Company”). These materials are not an offer to sell, or a solicitation of an offer to buy, any securities. The prospectus (the “Prospectus”) prepared in connection with the public offering and admission and introduction of the Company’s securities to trading on the Warsaw Stock Exchange (“WSE”) will be the sole legally binding document containing information on the offering of the Company’s securities in Poland and their admission and introduction to trading on the WSE (the “Offering”). The Company will be authorized to carry out the Offering to the public in Poland once the Prospectus has been approved by Komisja Nadzoru Finansowego, the Polish capital markets authority, and published. For the purposes of the Offering in Poland and admission and introduction of the Company’s securities to trading on the WSE, the Company will make the Prospectus available on the Company’s website (www.pkobp.pl), on the WSE’s website (www.gpw.pl), on the website of Dom Maklerski PKO BP (www.dm.pkobp.pl), as well as in the headquarters of the Company, at Puławska Street 15, in Warsaw. These materials are not for distribution, directly or indirectly, in or into the United States, or in other countries where the public dissemination of the information contained herein may be restricted or prohibited by law. They do not constitute an offer of securities for sale or an invitation to subscribe for or purchase securities. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act of 1933. Statements contained herein may constitute "forward-looking statements". Forward-looking statements are generally identifiable by the use of the words "may", "will", "should", "plan", "expect", "anticipate", "estimate", "believe", "intend", "project", "goal" or "target" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause the Company's or its industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. The Company does not undertake publicly to update or revise any forward-looking statement that may be made herein, whether as a result of new information, future events or otherwise.
