Alior Bank S.A. (ALR) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. Jan Zimowicz is my name. I am the Vice Chairman of Superior Board of Alior Bank, and I would like to welcome all of you to this Extraordinary General Meeting of Shareholders of Alior Bank, and I have begun to open this meeting. And I would like also to inform you that the conduct of this meeting is recorded and also transmitted in Internet. And the vote will be held with the use of the specialized devices. And I would like to ask the representative of Unicom Company to explain to us how to exercise the vote. So I will run the electronic voting system. You received the tablets, and you have 2 keys, your data. You can verify who you represent and how many shares you represent and how many votes you have at this meeting. And then there is another document so you can review the documents that were disclosed by the company for the meeting. And you vote when you have the title of the vote and you have the free decision keys and you have to choose a decision. And when you choose your decision, then you are transferred to the next screen. And on the next screen, you will see what decision you have taken, and you will have the green button confirmed. So this is very important because you have to press this button to confirm your vote. On the second screen, if you think that you've taken a wrong decision, so then there is a button of return, you can come to the first screen and the correct your decision. And then again, you are transferred to the second screen. Is everything clear for the shareholders? So thank you very much and I would like also to inform you if there are any motions will be considered after the appointment of the Chairman. So we move to the appointment of the Chairman of General Meeting of Shareholders of the bank. And I hear what the candidates are for chairing this meeting. Yes. [ Ivan Levynskyi ] and representative of the insurance company, and I would like Professor [indiscernible] to be the chairperson of this meeting. Are there any other candidates? No I can't see any. Mr. Professor, do you agree to be nominated.

Yes, I agree to chair today's meeting.

Thank you very much for this declaration. So I added a secret vote on the resolution regarding the appointment of Mr. Professor [indiscernible] to chair today's meeting. So this is resolution #1 of the extraordinary general meeting of shareholders dated 17th of July, so the draft resolution was in the current report on the 19th of June. Could you proceed with your vote? I open the secret vote now. [Voting]

Has everyone voted? So I can't see any comments. So I close the vote. So in the secret vote on this resolution, the shareholders representing in total 95,080,064 valid votes, which represent 73.44% of the share capital, the same number of shares. And the votes for yes, 95,880,054, there were no votes against and abstentions 10. So I would like to confirm that this resolution has been adopted in a secret vote. Mr. Professor, do you accept your nomination?

Yes, I do.

Thank you. And I give the floor to Mr. Chairman for the further conduct of this meeting.

Thank you very much for this nomination. Ladies and gentlemen, I am signing the attendance for today. And in this General Meeting of Shareholders of Alior Bank S.A. we have the representation of 95,880,064 shares voted on the same number of shares. So it should represent 73.43% of the share capital. I would like to confirm that the announcement of calling this meeting was displayed on the Internet website of the company on the 19th of June 2024, and also was announced in the form of the current report 26/2024 in the tab Investors Relations. So I would like to confirm that this meeting was convened by the Management Board upon the request of the shareholders by the shareholder insurance company, and this motion was submitted the basis of the commercial companies call and also Paragraph #12, Section 9 of the banks statute. And in accordance with Article 408, Paragraph 1 of the commercial companies called the General Meeting of Shareholders is valid, no matter what number of shares are represented at this meeting and the bank statute states the same. Therefore, today's general -- extraordinary general meeting of shareholders was convened formally under 490 Article of Commercial Companies Code and Article 1 and 2 of the Commercial Companies Code, and therefore, it is properly convened and capable of adopting binding resolutions. And as the Chairman for today's meeting, I would like also to declare that the draft resolutions, which are put on the agenda for today's meeting, were published on the website of the company at the address of the bank and also as the attachment to the current report number 26/2024, which was passed to the public opinion in June 2024. And the draft resolutions, which are the subject matter of today's meeting are available on the tablets, which you are given and which you use for voting. And the tablets were given to the shareholders and also the shareholders' proxies when -- at the moment of registering for today's meeting. And due to the fact that the participants of this Extraordinary General Meeting of Shareholders were given the full wording of the resolution. So I propose to vote on resolutions without reading the content of the resolutions. Are there any objection to my proposal? No, I can't see any objection. So therefore we will vote without reading the wording of the resolutions. I would like also to emphasize that the votes on personal matters are secret that me, as a shareholder of Alior Bank, I order that all votes will be a secret that will be taken today. Also, I would like to inform you the participants of this Extraordinary General Meeting that in accordance with Article 411 of the Commercial Companies with Paragraph 15, Section 2 of the statute of the bank, the shareholder may vote differently from each share held. Therefore, it is possible to cast votes, exercise voting rights, not in unanimous manner. Now we move to the adoption of the agenda. This is resolution #2. So I open the vote on the approval of the agenda for today's meeting. [Voting]

This is a secret vote, which is on. I will look at the audience. So if someone is still voting. So could you please signal it to me? So then I will prolong the vote. Can I close the vote? No, I can't see any objections. So I close the vote, and I will read the result of the vote. So the result of the vote is as follows. So the votes for yes 95,880,054, and no one was against, and 10 votes abstained. So the resolution has been adopted. Now we move to the next point on the agenda. This is a resolution #3 regarding the changes in the composition of the Supervisory Board. Are there any comments? I can't see any. Therefore, we proceed with the vote on the changes. So this is the vote on personal matters. All votes from this moment are secret votes. I open the vote. [Voting]