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Report 20/2023

23.08.2023 17:22

Amendments to the Statute of Bank Polska Kasa Opieki Spółka Akcyjna

Bank Polska Kasa Opieki Spółka Akcyjna (the “Bank") informs that on 23 August 2023 it received a decision of The District Court for The Capital City of Warsaw in Warsaw XIII Commercial Division of The National Court Register (the “Court”) dated 23 August 2023, in which the Court decided:

enter in the National Court Register the amendments to the Statute of Bank Polska Kasa Opieki Spółka Akcyjna (the "Statute") adopted by Resolutions No. 39, 40, 41, 42, 43, 44, 45 and 46 of the Bank's Annual General Meeting of 6 June 2023, pursuant to which:

  1. § 6 (1) point 35) of the Statute reads:

„35) The performance, pursuant to Article 70 paragraph 2 of the Act on Trading in Financial Instruments of activities which do not constitute brokerage activities, involving:

  1. approval and transfer of orders of purchase or disposal of financial instruments,
  2. execution of orders referred to in point a) on the account of the ordering party,
  3. purchase or disposal of financial instruments on their own account,
  4. offering financial instruments,
  5. investment consultancy,
  6. providing services relating to performing concluded underwriting guarantee agreements or concluding and performing other similar agreements, if they involve financial instruments,",

 

  1. § 13 point 3) of the Statute reads:

„3) Consideration and approval of the Supervisory Board's report,",

  1. § 13 point 17) of the Statute has been deleted:

„17) Appointment of an audit firm to audit financial statements,”,

 

  1. § 16 (2) of the Statute reads:

 

„ 2. Meetings of the Supervisory Board are convened and chaired by the Chairperson of the Supervisory Board, and in the event of his/her absence, successively by the Vice-Chairperson of the Supervisory Board appointed by the Chairperson of the Supervisory Board, another Vice-Chairperson of the Supervisory Board, the Secretary of the Supervisory Board, on his/her own initiative and at the request of the Management Board or a member of the Supervisory Board.",

 

  1. (2a) was added to § 17 of the Statute reads:

“2a. During the meeting, the Supervisory Board may adopt resolutions on matters not included in the agenda if all members of the Supervisory Board are present and all members of the Supervisory Board agree to it.”,

  1. § 18 point 4) of the Statute reads:

“4) Submission to the General Meeting of the annual written report of the Supervisory Board for the previous financial year, taking into account, in particular, the results of the assessment referred to in points 1-3,”,

  1. § 18 point 5) of the Statute has been deleted:

 

“5) Preparation of the report on activities of the Supervisory Board for the previous reporting year.”,

 

  1. § 18 point 13) of the Statute reads:

“13) Approving long-term development programmes of the Bank and the Bank's capital group issuing opinions on the annual financial plans of the Bank and the Bank's capital group,”,

  1. § 18 point 26) of the Statute reads:

“26) supervising compliance with the Bank's policies and, when required by law, recommendations of supervisory authorities, approving the policies adopted by the Management Board of the Bank,”,

  1. point 28) was added to § 18 of the Statute reads:

“28) selecting an audit firm to audit the financial statements.”.

  1. (5) was added to § 27 of the Statute reads:

“5. The redemption of shares requires the consent of the Polish Financial Supervision Authority.”

Enclosed to this current report, the Bank provides the consolidated text of the Statute as determined by the resolution of the Supervisory Board of Bank Polska Kasa Opieki Spółka Akcyjna of 11 August 2023 on the determination of the consolidated text of the Statute of Bank Polska Kasa Opieki Spółka Akcyjna.

 

Legal basis: § 5 point 1 in connection with § 6 of the Regulation of the Minister of Finance of 29 March 2018 regarding current and periodic information provided by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state (Journal of Laws of 2018, item 757).