Alior Bank S.A. ($ALR)

Good morning, ladies and gentlemen. My name is Piotr Zabski. I am the CEO of Alior Bank S.A. I would like to welcome you at this General Meeting of Shareholders of Alior Bank and we open today's meeting. I would like to inform you that this meeting is recorded by the appropriate devices and also it is transmitted online in Internet. The vote will be conducted with the means of the specialized equipment. And now I would like to ask the representative of Unicomp-WZA company to explain how you can exercise your voting rights.

Good morning. Each of you received a tablet. And in the tab your data, you can know who you represent and how many votes. The voting is simple. When the vote is ordered, you will see the title on the tablet and 3 decision keys. Then you will be transferred to the next screen and then you will see the decision that you have taken in the first step. And then on the second screen, you confirm it. If it happens that you've chosen the wrong decision in the first step, so then you have to use the tab return and then you are transferred back to the first screen and then you choose the right decision and then you are transferred to the next screen and you confirm. Of course, we are at your service. If there are any questions, so please ask them.

I can't see any questions. Thank you very much. Now we move to point number two, Election of the Chairperson of the Annual General Meeting. And please put forward your candidate on the Chairperson of this Annual General Meeting.

[ Monica ], the representative of PZU. So I would like to propose Mr. Sebastian Rudnicki to be the Chairperson for the meeting.

Are there any other candidates? So Mr. Counsel, I am addressing you. Do you agree to chair today's meeting?

Yes, I do. I do agree.

Ladies and gentlemen, I order the secret vote on the resolution regarding the appointment of Mr. Sebastian Rudnicki to be the Chairperson of this Annual General Meeting. This is resolution #2/2026 of the Annual General Meeting of Alior Bank Spółka Akcyjna dated 29 April 2026 on the appointment of the Chairperson of the Annual General Meeting of the Bank. Pursuant to Article 409 Paragraph 1 of the Code of Commercial Partnerships and Companies and Paragraph 16(1) of the Articles of Association of Alior Bank S.A., the Annual General Meeting of the Bank elects Sebastian Rudnicki to act as the Chairperson of the Annual General Meeting. The resolution shall enter into effect upon its adoption. I open the secret vote on this resolution. So I can see the result, but I would like to ask you whether everyone voted. And I can see that everyone voted. And so under the secret vote, there were the following votes cast and the total number of valid votes, 96,530,336 from 96,530,336 shares, representing 73.93% of the share capital. For yes, the number of votes is 96,530,336. There were no votes against and there were no abstentions. Ladies and gentlemen, I would like to confirm that this resolution has been adopted under the secret vote. Mr. Counsel to accept the nomination. Thank you very much for giving me the floor. And now I will give the floor to Mr. Chairman to continue the conduct of today's meeting.

Ladies and gentlemen, I would like to welcome you cordially at this Annual General Meeting. I would like to welcome the shareholders and their proxies and also the members of the Supervisory Board and the Management Board. Also, I welcome the technical crew and also Madam Notary, who is with us and is taking the minutes of the meeting. And I would like to welcome also the representatives of the media. Thank you very much for my nomination and it is an honor for me to be -- to chair today's meeting. First of all, I order the drafting of the attendance list, which has already been drafted. So for me, it is just to sign it. This attendance list is on my desk for you to check it or to see it. And I would like to confirm that at today's General Meeting of Shareholders, there are 96,533,336 votes from the same number of shares, which represents 73.4% of the share capital of the company. On the 24th of March 2026, the announcement was placed on the company's website and also in the form of the current report 6/2026. This announcement regarding the calling of the meeting with the following agenda. Point number one, Opening of the Annual General Meeting. Point number two, Election of the Chairperson of the Annual General Meeting. Three, Verification whether the Annual General Meeting has been convened correctly and is capable of adopting binding resolutions. Four, Adoption of the agenda of the Annual General Meeting. Five, presentation and review of the following. The separate financial statements of Alior Bank Spółka Akcyjna for the year ended 31st of December 2025, the consolidated financial statements of the Alior Bank Spółka Akcyjna Group for the year ended 31st of December 2025, the report of the Management Board on the activities of the Capital Group of Alior Bank S.A. in 2025, including the report of the Management Board on the activities of Alior Bank S.A., as well as the sustainability statement. Six, presentation and review of the Report on the activities of the Supervisory Board of Alior Bank S.A. in 2025. Seven, presentation to the Annual General Meeting of the Report on the assessment of the application by Alior Bank Spółka Akcyjna of the Corporate Governance Principles for Supervised Institutions in the year 2025. Eight, adoption of resolutions on: review and approval of the report on the activities of the Supervisory Board of Alior Bank S.A. in 2025, review and approval of the separate financial statements of Alior Bank Spółka Akcyjna for the year ended 31st of December 2025, review and approval of the consolidated financial statements of the Alior Bank Spółka Akcyjna Group for the year ended 31st of December 2025, review and approval of the report of the Management Board on the activities of the Capital Group of Alior Bank S.A. in 2025, including the report of the Management Board on the activities of Alior Bank S.A. as well as the sustainability statement. Point number nine, adoption of a resolution on the distribution of the profits of the Bank for the financial year 2025. Point number 10, adoption of resolutions on granting discharge to members of the Management Board of the bank for the performance of their duties in the financial year 2025. Point 11, adoption of resolutions on granting discharge to members of the Supervisory Board of the bank for the performance of their duties in the financial year 2025. Point number 12, adoption of a resolution on the assessment of the remuneration policy applicable at the bank. Point number 13, adoption of a resolution on the assessment of the collective suitability of the Supervisory Board of Alior Bank S.A. Point number 14, adoption of resolution on expressing an opinion on the report on the remuneration of members of the Management Board and the Supervisory Board of Alior Bank S.A. for the year 2025 submitted by the Supervisory Board of the bank adoption. Point number 15, adoption of resolution on the adoption of the updated Remuneration Policy for Members of the Management Board and the Supervisory Board of Alior Bank S.A. Point number 16, adoption of a resolution on the assessment of the adequacy of internal regulations concerning the functioning of the Supervisory Board of Alior Bank S.A. and its effectiveness. 17, adoption of a resolution amending the Articles of Association of Alior Bank S.A. Point 18, Closure of the Annual General Meeting. And on the 1st of April 2026, the Management Board of Alior Bank in connection with receiving the motion from the shareholder of Alior Bank, it means from PZU dated the 1st of April 2026 on the basis of Article 401 Paragraph 1 of the Commercial Companies Code extended the agenda for the General Meeting of Shareholders convened for the 29th of April 2026 by adding point 18, adoption of resolutions on changes in the composition of Supervisory Board of Alior Bank Spółka Akcyjna. So then the numbering has changed. So now the Closure of the Annual General Meeting is now point number 19. And the amended agenda was also published on the company's website and also as an attachment to the current report #9/2026 submitted for public opinion. And in line with Article 108 of the Commercial Companies Code, this General Meeting of Shareholders is valid no matter how many votes are represented and the statute of the bank does not stipulate any other regulations. And therefore, today's General Meeting of Shareholders convened properly and formally in line of Article 403, Paragraph 1 and 396 of Paragraph 101 and Paragraph 402(1) of the Commercial Companies Code, this meeting is properly convened and capable of adopting binding resolutions. And also I would like to inform you that the draft resolutions that are on the agenda were published on the company's website at www.aliorbank.pl and also as an attachment to the current report #6/2026 as submitted for the public opinion on 24th of March 2026. The draft resolutions which will be voted on, including also the draft resolutions resulting from the extension of the agenda by the Management Board of the Alior Bank are also available on the tablets, which are used for exercising the votes. And these tablets were given to the shareholders and the proxies at the moment of registering for the meeting. And since all the draft resolutions were made available to the shareholders, so I would propose not to read the resolutions -- the content of the resolutions only to refer to the number and also the title of the resolution. If there are any objections, of course, I would change this, but I can't see any objections. So I will not read the content of the resolution, I will refer to the number and also to the title of this resolution. I would like to inform you that in line with Article 111(3) of the Commercial Companies Code, the shareholder may vote differently from each share held. So it is possible to do the split voting. For example, with part of the votes for yes and with the other part of the votes against. Now we move to point number four on the agenda, namely the adoption of the agenda of the Annual General Meeting. And this agenda was published and made available on tablets and also includes the extension proposed by PZU company. Are there any motions regarding this point? If not, I would like to order the vote on the resolution regarding the adoption of the agenda of the Annual General Meeting of the bank. I open the vote. Has everyone voted? I can see that yes, and I close the vote and I read the results. So there were 96,530,336 valid votes on the same number of shares. For yes, 96,530,336 votes, against 0, abstentions, 0. Therefore, I would like to confirm that this resolution has been adopted unanimously under open vote. Now we move to point number five on the agenda. And point number five, this is the presentation review of the following: the separate financial statements of Alior Bank Spółka Akcyjna for the year ended 31st of December 2025, the consolidated financial statements of Alior Bank Spółka Akcyjna Group for the year ended 31st of December 2025, and the report of the Management Board on the activities of the Capital Group of Alior Bank S.A. in 2025, including the report of the Management Board on the activities of Alior Bank S.A., as well as the sustainability statement. Are there any comments regarding this point? If not, so I close the discussion on this point. Point number six, presentation and review the report on the activities of the Supervisory Board of Alior Bank S.A. in 2025. Are there any other comments? I close the discussion on point number six. Point number seven, presentation of the Annual General Meeting -- to the Annual General Meeting on the report on the assessment of the application by Alior Bank Spółka Akcyjna of the corporate governance principles of supervisory institutions in the year 2025. Are there any comments? If not, I close the discussion on this point number seven, and we move to point number 8. This is adoption on resolutions on review and approval of the report on the activities of the Supervisory Board of Alior Bank S.A. in 2025 and also of the separate financial statements and consolidated financial statements as well as the report of the Management Board. Now we have point 8a, so we move to the adoption of the resolution on review and approval of the report on the activities of the Supervisory Board of Alior Bank S.A. in 2025. Are there any motions to this point? So now I order the vote on resolution #3 regarding the review and approval of the report on the activities of the Supervisory Board of Alior Bank S.A. in 2025. I can see that everyone has voted and I will read the result of the vote. So the total number of votes cast 96,530,336 valid votes from the same number of shares. For yes, 96,251,243, objections against 0; abstentions, 279,093 votes. Therefore, I would like to confirm that the resolution under the open vote has been adopted. We move to point 8b, review and approval of the separate financial statements of Alior Bank Spółka Akcyjna for the year ended 31st December 2025. Are there any motions regarding this point? If not, now I order the vote on this point. Resolution #4 regarding the review and approval of the separate financial statements of Alior Bank Spółka Akcyjna for the year ended 31st of December 2025. Is there anyone who still is voting? I can't see. I close the vote and the total number of votes cast 96,530,336 from the same number of shares. For yes, 95,538,962, against, 712,281 and abstentions 279,093. I would like to confirm that this resolution has been adopted under the open vote. Then we have point 8c, review and approval of the consolidated financial statements of the Alior Bank Spółka Akcyjna Group for the year ended 31st of December 2025. Are there any motions regarding this point? If not, I order the vote on the resolution #5 regarding the review and approval of the consolidated financial statements of the Alior Bank Spółka Akcyjna Group for the year ended 31st of December 2025. Has everyone voted? So I close the vote, and please I will read now the results. So the total number of votes cast 96,530,336 from the same number of shares. For yes, 95,538,962, against, 712,281, and abstentions, 279,093. I would like to confirm that this resolution has been adopted under the open vote. Now we have point 8d, adoption of resolution regarding the review and approval of the report of the Management Board on the activities of the Capital Group of Alior Bank S.A. in 2025, including the report of the Management Board on the activities of Alior Bank S.A., as well as the sustainability statement. Are there any motions under this point? If not, I order the vote on this resolution #6 regarding this review and approval of the report of the Management Board on the activities of the Capital Group of Alior Bank S.A. Has everyone voted? I can't see. Any person still voting -- the voting is in progress. So the total number of votes cast 96,530,336 valid votes from the same number of shares. For yes, 96,251,243, 0 against and abstentions, 279,093. I would like to confirm that this resolution has been adopted under the open vote. We move to Item 9 on the agenda, that is to adopt the resolution on the allocation of profit of the financial year 2025. And the content of the resolution was published by the Management Board, it is also on your tablets. Are there any motions concerning this point? If not, I order a vote on resolution #7 on the allocation of the profit for the financial year 2026. It's an open ballot. Is there anyone that would like to vote? No. So I close the vote. 96,530,336 valid votes representing the same number of shares. 96,530,336 for, none against and no abstentions. So in light of this, the resolution has been adopted unanimously in an open vote. Now we move to Item 10 to adopt resolution on granting discharge to the members of the Management Board of the bank for the performance of their duties in the financial year 2025. And at this point, this will be an open -- sorry, a secret ballot. Any motions concerning this item? If not, I order a vote on resolution #8 on granting discharge to a member of the Management Board of the bank for the performance of duties in the financial year 2025 to Mr. Piotr Zabski. Has everyone voted? So I close the vote. Please give me the results. So 96,530,336 votes were cast, representing the same number of shares and for 96,189,561, against, 15,721 votes and abstentions, 325,054 abstentions. So in light of this, I declare that the resolution has been adopted. So I order a vote on resolution #9 to grant discharge for the performance of duties in the financial year 2025 to Mr. Marcin Ciszewski. So I order a vote, a secret ballot. Has everyone voted? Yes. So I close the vote and please give me the results. 96,530,336 valid votes were cast, representing the same number of shares. For, 96,189,561, against, 15,721 votes and abstentions, 325,054 votes. So in light of this, the resolution has been adopted. I order a vote on resolution #10 to discharge for the performance of duties in a financial year 2025 to Mr. Jacek Michal Iljin. Has everyone voted? Yes, so I close the vote and 96,530,336 valid votes were cast, representing the same number of shares. For, 96,189,561 votes, against, 15,721 votes and there were 325,054 abstentions. In light of this, the resolution has been adopted. So I order a vote on resolution #11, to grant discharge for the performance of duties in the financial year 2025 to Mr. Wojciech Przybyl. Has everyone voted? Yes. So I close the vote. So 96,530,336 valid votes were cast, representing the same number of shares. Out of this 96,189,561 for, against, 15,721 and abstentions, 325,054. In light of this the resolution has been adopted. So I now order vote on resolution #12, to grant discharge for the performance of duties in financial year 2025 to Ms. Beata Stawiarska. Has everyone voted? So I close the vote. 96,530,336 valid votes were cast, representing the same number of shares. For, 96,189,561, against, 15,721 and abstentions, 325,054. In light of this, I state that the resolution has been adopted. So now I order vote on resolution #14, to grant discharge to performance of duties in the financial year 2025 to Mr. Zdzisław Wojtera. Has everyone voted? Yes. So I close the vote. 96,530,336 valid votes were cast, representing the same number of shares. For, 96,189,561 votes, against, 15,721 votes and there were 325,054 abstentions. In light of this, I state that the resolution been adopted. Now I order a vote on resolution #14 to grant discharge to a member of Supervisory Board to temporarily perform the duties of Vice President of Management Board for the performance of duties in the financial year 2026 and it concerns Mr. Artur Cholody. So I order a vote. Has everyone voted? Yes. So please give me the results. 96,530,336 valid votes cast, representing the same number of shares. For, 96,514,020 votes, against, none and abstentions 16,316. So in light of this, I state that the resolution has been adopted. Now we move to resolution #11 to adopt resolution to grant discharge to members of the Supervisory Board for the financial year 2025. Here also, we have secret ballot. Any motions or comments on this item? If not, I order a vote on resolution #15 to grant discharge to the performance of duties in the financial year 2025 to Mr. Wojciech Julian Kostrzewa. Has everyone voted? Yes. So I close the vote. 96,530,336 valid votes were cast and 95,632,125 for, against, 523,157 votes and there re were 325,054 abstentions. In light of this I state that the resolution has been adopted. So I order vote on resolution #16 to grant discharge for the performance of duties in the financial year 2026 to Mr. Jan Paweł Zimowicz. Has everyone voted? Yes. I close the vote. 96,530,336 valid votes were cast, representing the same number of shares. For, 92,113,303 votes, against, 4,091,979 votes and there were 325,054 abstentions. In light of this, I state that the resolution has been adopted. So I order a vote on resolution #17 to grant discharge for the performance of duties in the financial year 2025 to Mr. Artur Kucharski. Has everyone voted? Yes. So I close the vote. 96,530,336 valid votes were cast, representing the same number of shares. For, 92,531,167, against, 3,674,115 and there were 325,054 abstentions. In light of this, I state that the resolution has been adopted. So I order a vote on resolution #18 to grant discharge for the performance of duties in the financial year 2025 to Mr. Maciej Gutowski. Has everyone voted? Yes. So I close the vote. 96,530,336 valid votes were cast, representing the same number of shares. For, 95,682,125 votes, against, 523,157 votes and there were 325,054 abstentions. In light of this, the resolution has been adopted. I order a vote on resolution #19 to grant discharge for the performance of duties in the financial year 2025 to Mr. Radosław Grabowski. Has everyone voted? Yes. So I close the vote. And 96,530,336 valid votes were cast, representing the same number of shares. 92,620,039 votes for, against, 3,584,533 votes and there were 325,054 abstentions. In light of this, I state the resolution has been adopted. And I order a vote on resolution #20 to grant discharge for the performance of duties in the financial year to Mr. Robert Pusz. Has everyone voted? Yes. So I close the vote. 96,530,336 valid votes were cast, representing the same number of shares. For, 96,183,519 and against, 21,763 votes and there were 325,054 abstentions. So the resolution has been adopted. Now I order the vote on resolution #21 on granting discharge member of Supervisory Board of the bank, Mr. Waldemar Maj. Has everyone voted? I can see that, yes, the total number of votes cast, 96,530,336 valid votes on the same number of shares. For yes, 96,015,305, against 189,977, abstentions, 325,054. I would like to confirm that this resolution has been adopted. I order the vote on resolution #22 on granting discharge to the member of Supervisory Board of the bank in the financial year 2025 to Madam Agata Paulina Mazurowska-Rozdeiczer. Has everyone voted? I close the vote. So the total number of votes cast, 96,530,336 valid votes from the same number of shares. For yes, 96,030,853, against 174,529 and abstentions, 32,054. I would like to confirm that this resolution has been adopted. Now I order the vote on resolution #23 regarding the granting of discharge to member of the Supervisory Board of the bank for the performance of duties in financial year 2025 to Mr. [indiscernible]. Has everyone voted? I close the vote. So the total number of votes cast is 96,530,336 valid votes on the same number of shares. For yes, 95,105,663, against, [ 1,099,619 ], abstentions, 335,054. I would like to confirm that this resolution has been adopted. I order vote on resolution #24 on granting discharge the member of the Supervisory Board of the bank for the performance of duties in the financial year 2025 to Mr. [indiscernible]. Has everyone voted? I can see that yes. I close the vote and I will read the results. So the total number of votes, 96,530,336 on the same number of shares. For yes, 96,189,561, against, 15,721, abstentions, 325,054. I would like to confirm that this resolution has been adopted. I order the vote on resolution #25 regarding the granting of discharge to member of the Supervisory Board of the bank for the performance of duties in the financial year 2025 to Mr. Tomasz Kulik. Has everyone voted? I can't see that anyone is still in progress with his or her vote. So I close the vote. And I would like to say that the total number of votes cast is 96,530,336 valid votes on the same number of shares. For yes, 96,189,561, against 15,721, abstentions, 325,054. Therefore, I would like to confirm that this resolution has been adopted. Now we move to point number 12, adoption of resolution on the assessment of the remuneration policy applicable at the bank. Are there any motions regarding this point? If not, I order the vote on resolution #26 regarding the assessment of the remuneration policy applicable at the bank. The vote is in progress. So has everyone voted? I can see that yes and the total number of votes cast, 96,530,336 valid votes from the same number of shares, 96,251,243, against, 0, abstentions, 279,093. Therefore, I would like to confirm that this resolution has been adopted. Now we move to point number 13, adoption of a resolution on the assessment of the collective suitability of the Supervisory Board of Alior Bank S.A. Are there any motions regarding this point? Now I order the vote on resolution #27 on the assessment of the collective suitability of the Supervisory Board of Alior Bank S.A. The vote is in progress. Has everyone voted? I can see that, yes, I close the vote. The total number of votes cast, 96,530,336 valid votes from the same number of shares. For yes, 96,530,336 votes for yes, against 0, abstentions, 0. I would like to confirm that this resolution has been adopted. Now we move to point number 14, adoption of a resolution on expressing an opinion on the report of the remuneration of members of the Management Board and Supervisory Board of Alior Bank S.A. for the year 2025 as submitted by the Supervisory Board of the bank. Are there any motions regarding this point? If not, I order the vote on resolution #28 on expressing the opinion on the report on the remuneration of members of the Management Board and the Supervisory Board of Bank S.A. for the year 2025. The vote is in progress. Has everyone voted? I can see that yes, I close the vote. The total number of votes cast, 96,530,336 valid votes from the same number of shares. For yes, 81,092,253, against, 15,438,083 and 0 abstentions. I would like to confirm that this resolution has been adopted. Now we move to point number 15 of the agenda, adoption of a resolution on the adoption of the updated remuneration policy for members of the Management Board and the Supervisory Board of Alior Bank S.A. Are there any motions regarding this point? I can't see any. So I order the vote on resolution #29 on adoption of the updated remuneration policy for members of the Management Board and the Supervisory Board of Alior Bank S.A. The vote is in progress. Has everyone voted? I can see that. Yes, I close the vote. The total number of votes cast, 96,530,336 valid votes from the same number of shares. For yes, 81,963,598, against, 14,566,738 and abstentions, 0. So I would like to confirm that this resolution has been adopted. Now we move to point number 16 on the agenda, adoption of the resolution on the assessment of the adequacy of internal regulations concerning the functioning of the Supervisory Board of Alior Bank S.A. and its effectiveness. Are there any motions to this point? I can't see any. So I order the vote on resolution #30 on the assessment of the adequacy and internal regulations concerning the functioning of the Supervisory Board of Alior Bank S.A. and its effectiveness. Has everyone voted? I can see that yes. And now I will read the results. So the total number of votes cast, 96,530,336 valid votes. For yes, 96,530,336, against 0, abstentions, 0. So the resolution has been adopted. Now we move to point number 17, adoption of a resolution amending the Articles of Association of Alior Bank S.A. So the changes were proposed by the Management Board and published and also are available on your tablets. Are there any comments on this point number 17. If not, I order the open vote on resolution #31 regarding the amendments to the Articles of Association of Alior Bank S.A. Has everyone voted? I can see that yes, and now I will read the result of the vote. The total number of votes cast, 96,530,336 valid votes from the same number of shares. For yes, 82,299,812, against, 14,230,524, 0 abstentions. I would like to confirm that this resolution has been adopted. Now we move to point number 18 on the agenda, adoption of resolutions on changes in the compensation of the Supervisory Board of Alior Bank. Are there any motions to this point? I can't see any. We move to point number 19, closure of the Annual General Meeting. And therefore, thank you very much for your participation and I declare this meeting closed. Thank you. [Statements in English on this transcript were spoken by an interpreter present on the live call.]