Bank Polska Kasa Opieki Spółka Akcyjna ("Bank") informs that as a result of the analysis of the application, in 2024, of the Best Practices 2021 and as a result of personal changes in the composition of the Bank's Management Board and Bank’s Supervisory Board, the content of the Bank's information on the current status of compliance with the Best Practices 2021 has changed. In the Bank's opinion, the updated wording of the comment on the non-application of rule 2.4. adequately reflects the actual state of the Bank's compliance with the rule in question.

The changes consist of:
1)    update of the comment on non-application of rule 2.1. by deleting the sentence "The total share of representatives of the underrepresented gender in the composition of the Bank's Supervisory Board and the Management Board is in line with the target set out in the Policy implemented in the Bank and exceeds 30%.”
2)    update of the comment on non-application of rule 2.2. by deleting the sentence " The total share of representatives of the underrepresented gender in the composition of the Bank's Supervisory Board and the Management Board is in line with the target set out in the Policy implemented in the Bank and exceeds 30%.”
3)    update of the comment on non-application of rule 2.4. by deleting its current wording and giving it the following wording:
Bank Pekao S.A. ("Bank”) shares the WSE Corporate Governance Committee’s view that all resolutions, regardless of the voting procedure, are adopted by the Bank's Management Board and the Supervisory Board in a fair and transparent manner, i.e. after they have been duly discussed and after all members of the body have expressed their opinion, which is reflected in the minutes of the meetings of the statutory bodies.  Therefore, both the Regulations of the Supervisory Board and the Regulations of the Bank's Management Board generally provide for open vote, only containing a few exceptions which allow the secret vote in cases provided for by law and in other indicated cases:

1.    The Regulations of the Supervisory Board stipulate that the Chairman shall order a secret vote only in one case, namely at the request of at least one member of the Supervisory Board, as an exception to the principle of open vote (§ 11 section 8 of the Regulations). Other provisions of the Regulations relating to secret vote have already been repealed or amended by the Supervisory Board
2.     The Regulations of the Bank's Management Board stipulate that resolutions are adopted in an open vote. As an exception to this rule, the Regulations indicate that only in situations specified by law or in other justified cases, the President of the Management Board may order a secret vote (§ 8 section 12 of the Regulations). In the Bank’s view, due to the specific nature of the banking sector, it is not possible to exhaustively define all situations in which secret vote would be the optimal solution for the Bank's corporate governance. For this reason, the Bank does not completely exclude the ability to order a secret vote in cases other than those provided for by law. The Bank limited such ability to the abovementioned cases, considering such a solution to be the optimal compromise between the postulate of full transparency of the decision-making process in the Bank and the need to provide the members of the Bank's Management Board and Supervisory Board with the ability to adjust the manner of operation to unique circumstances.