Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna (PKO) Earnings Call Transcript & Summary

August 26, 2020

Warsaw Stock Exchange PL Financials Banks shareholder_meeting 179 min

Earnings Call Speaker Segments

Piotr Sadownik

executive
#1

I understand that this has been a 3-time call that has resulted in the fact that all the shareholders are in the room that always closed. So all those interested in participation in the meeting are already in the room. Hello, and welcome. And my name is Piotr Sadownik. I'm the Head of the Supervisory Board of PKO BP. According to the announcement that was published on the website of the bank on the 1st of June 2020, we have resolved to convene for the Annual General Meeting of PKO BP shareholders. Owing to the fact that the Board decided to expand the agenda of the General Meeting, the bank on the 29th of July announced the altered agenda of the meeting. I would like to say hello to all the shareholders and representatives of the shareholders, Board members and Supervisory Board members. At the same time, I wish to inform you that today's meeting has got [ Andrzej Szidowa ] as the one to hold the minutes of the meeting. It has been the formal opening of the Annual General Meeting, so we proceed with a consecutive point on the agenda, election of the Chairman of the Annual General Meeting. Ladies and gentlemen, would you please put forward the candidates to be the Chairman of the Meeting.

Unknown Attendee

attendee
#2

[ Yerfor Stefanik ] on behalf of [ Pekao Parasowfu ], I'd like to appoint Mr. Koziorowski to be the Chairperson.

Piotr Sadownik

executive
#3

Are there any other candidates? I cannot see any. Therefore, before we have a formal vote, this is in camera, regarding personal matters, the representative of [ Unicom ] is requested to inform us about the proceedings, how to use the tablet, which is the device used for casting votes.

Unknown Attendee

attendee
#4

Good morning, ladies and gentlemen, let me remind you how to use the tablet. When we have a vote, you can see decision buttons on your screens: Yes, No, Abstention. And below that, we have Divide button if you would like to vote from each share in a separate way. If you decide unanimously, you first select Decision button. Once it has been pressed, in the following screen, you will see the information, what the decision was made by you. And then you will find the Confirmation button. If this is the right decision, you want to cast your vote this way, use the Confirm button. Should you make a mistake in the first Decision screen and you pressed the wrong button, not the decision you want to really make, you can take a step back from the second screen. There's a return button in the lower side of the screen, on the right-hand side. Choose the right voting option and press Confirm. Technology is no problem. Should you have any technical problems, I am here for the whole duration of the meeting, available and ready to help you. Thank you very much.

Piotr Sadownik

executive
#5

The use of tablets and principles and voting procedures. Do you have any questions? This is to the shareholders and representatives of the shareholders. I cannot see any. Therefore, you are requested to cast a vote and elect the Chairman of the Annual Meeting. This is the time to cast your votes. This is a secretive vote. Cast your vote now. [Voting]

Piotr Sadownik

executive
#6

Have you all been able to cast your votes. I can see no objections. I close the voting. Can I have the results, please? Thank you very much. I would like to inform you that the secret ballot had 864,163,753 votes out of 864,163,753 shares, which account for [ 69.1331004% ] of the share capital. For Leszek Koziorowski, 864,163,753 votes; against, 1; abstention, 1. Therefore, I hereby announce that as the result of the secretive vote, the General Shareholders' Meeting of PKO Bank Polski has appointed Mr. Leszek Koziorowski to be the Chairman of the meeting. Congratulations. And we have elected the Chairman of the Meeting. So the floor is yours. So you will be responsible for carrying on the proceedings. [ The speaker is currently requested to switch on the microphone. ]

Leszek Koziorowski

executive
#7

Can I have the printout of the attendees of the meeting? Here is the attendance list and the number of participants at today's General Shareholders' Meeting, ladies and gentlemen. Ladies and gentlemen, I understand that you can hear me very well. Point 3 of the agenda is what we are proceeding at the moment, acknowledging the correct convention of the Annual General Meeting and its authority to adopt binding resolutions. I'm obliged to take a number of activities, first and foremost, checking and signing the attendance list, which I have done at the moment. The shareholders, 479, are being represented. They have the total 864,163,755 shares and votes, which accounts for 69.13% of the share capital. The attendance list is the proof. I have signed it, as I said, a moment ago. For the whole duration of the meeting, you have at your disposal, and after the meeting, a copy can be forwarded to you. This will be an attachment to the minutes of the notary deed after the Annual General Meeting. So it is given to the notary public so that the notary public can attach it to the minutes of the meeting. Speaking about the second indication, second statement, Annual General Meeting convened at 10 today, has been duly convened according to Article 402.1. And the following -- the announcements were published on the website of the company and running reports: the first of which, #24/2020 of 1st June 2020, so more than 26 days before convening the meeting as requested by the company's code; and running report 26, which expands the agenda for today's meeting. According to the running report 26/2020 and the agenda, this is what we are going to proceed for the time being. The agenda will be discussed in a minute. Having considered the above remarks, I would like to say that the Annual General Shareholders' Meeting has convened duly, and it has got the authority to adopt binding resolutions as published in the running report 26/2020. So we have extended point 3 of the agenda, and we can proceed with adopting the agenda according to the rules and regulation of the General Shareholders' Meeting and company's code. So my question is, are there any remarks to what has been published in the running report 26/2020 and the agenda composed of 11 points? I cannot see any. I understand there is nobody sitting behind the pillar so that I cannot see. If there is anybody sitting there, would you please inform me if I cannot see this person? Otherwise, we won't be able to communicate. I cannot see any remarks. Therefore, I would like to pronounce that the General Meeting has adopted the agenda as proposed in the running report 26/2020, and we can proceed with what is on the agenda. The first substantial point is #5, considering first the financial statement of PKO Bank Polski S.A. for the year ended 31st December 2019 and the motion of the Management Board regarding the distribution of the profit achieved by PKO Bank Polski in 2019 and covering the loss from previous years and reminding the undistributed profit of PKO Bank Polski from the previous years as undistributed profit. Let me add, ladies and gentlemen, that we'll have point 6, considering the PKO Bank Polski Group Directors' Report for the year 2019 and the Supervisory Board of PKO Bank Polski for 2019, points 6 and 7. Before the floor goes to the President of the Board, I would like to propose that if there is any kind of discussion, let's have this discussion as a collective discussion post these points. Mr. President, the floor is yours, would you please give the information for the general...

Zbigniew Jagiello

executive
#8

Mr. Chairman, ladies and gentlemen, shareholders, this is my pleasure to present the results of PKO BP and PKO BP Group for 2019. It was another very good year for the clients, shareholders, the employees of PKO BP and other stakeholders as the result of our operations in Poland in 2019. Let me start by saying that it was an exceptional year because we were celebrating the centenary of our institution, 7th February 1919, by the decree of the captain of the country, Józef Pilsudski, that PKO the post bank was created. It was the predecessor of our bank. Therefore, we organized 16 meetings with the clients of our bank in 16 voivodeship capitals in 2019. We had the pleasure of sharing our information, our observations and keep very good relations with our clients, the clients who on numerous occasions use the opportunity to say that they've been the clients of the bank so long that they cannot even remember if this has been the: 50, 60, or the more years period. In 2019, PKO BP not only delivered a record-breaking result. I'm going to present them in a minute. But also, it was carrying out its business activities in accordance with the objectives: the protection of interest of the clients, support of the local society's development, good relations with our employees as well as making every possible effort to develop strategic goals of PKO BP in 2019 we had the chance to present in November 2019. When we presented the new PKO BP strategy, PKO, The Bank of the Future strategy, Banking Platform was the English name coined for that. We paid a very special attention to the fact that the future of the bank, the future of our relations with the clients is based on faster technological development related with mobile banking, digitalization as well as automation of a number of processes. Therefore, we improved the clients' comfort to use cutting-edge financial solutions, delivered and offered by today's technology. By developing the 2019 strategy, we entered 2020. I do apologize for speaking about 2020, but the onset of the year was very important. The fact that we wear face masks at the meeting is one of the elements that came as a surprise to all of us as clients, shareholders and the world in its entirety. PKO BP 2018, 2019 and its forecast on economic downturn in Poland, a slowdown. We have acknowledged that 2018 and 2019 were very good years for Polish economy. GDP, economic development and growth was at 4% or 5%. We knew that we would be in economic slowdown in 2020 or 2021. Of course, we didn't expect that this slowdown would be so abrupt and surprising, this element that triggered a slowdown or recession in the second quarter of 2020. This will translate into a GDP decline in 2020 in total. Therefore, when getting ready for the slowdown, we took a proper care for the elements associated with credit risk costs, better selection of the clients, but security of the comfort to give new credits. This attitude of ours was pretty cautious in 2018, 2019. It has brought good results in 2020. I hope that next year, when we convene for the General Shareholders' Meeting discussing 2020, we will have had the opportunity to boast 2020 achievements. In 2019, let me remind you, we delivered a record-breaking net profit for PKO BP, more than PLN 4 billion. As a consequence, the growth of the balance sheet's both sides, financing provision for clients' deposits in all segments, retail corporate in both -- most important segments of our bank, stable and consequent increase of the relations with the clients demonstrated through credits and deposits. At the same time, I'd like to return to the net profit for 2019. It's worth noting that we are not working to fight. PKO BP, luckily enough for all of us, I believe this is very important, has got very good competitors. And it is good to win, and it's very good competition, if I use this sports language. Let me point out to the fact that our net profit is not slightly better than the competitor #2 or #3. This is the economy of scales. The net profit for 2019, PLN 4 billion; second bank, PLN 2.2 billion; third bank, PLN 2.6 billion. We are speaking about this because we are an unquestionable leader of the Polish banking system. One of the indices shown here shows it clearly. Not only is this a momentary result. This is how we have been developing for all the time. Looking at the future that has been outlined in 2019, presenting the Banking Platform of the future of PKO BP, I'd like to mention the 4 pillars we based on. We want to be accessible, personal and mobile bank. Accessible. What does it mean? Anytime, anywhere, any place, you can get in touch and do banking. You may visit one of the numerous banking outlets, 1,500 banking outlets, where you can have a physical contact with the bank expert -- employees. Mobile bank. Because for many years, we have been developing the Internet-based banking for computers and laptops, for many years, it's been obvious that mobile banking is the most important trend. Now speaking about the number of users, speaking about the number of transactions, it is much greater than the Internet banking. And it is going to catch up with the physical way of banking soon, speaking about the number of clients and the number of transactions that are carried out with the use of a handset smartphone. Personal. It means that client should have individual -- highly individualized relations with each of us. Mobile banking makes it possible to customize it heavily for every client. So every client may set up their own preferences in bank using. Open and innovative. We want to keep developing. We want to be the leader of the development in new technology sector in the financial sector available for Poland. Digital and agile. So this is the element I have mentioned. It's always been the challenge to have stable technological development. Every new element we add on to mobile banking is managed in a stable way. It is safe. It operates very much to the liking of the clients. Speaking about the employees of the bank, we are developing the mobile banking question, yet we pay a great attention to the fact that future requires flexibility. Future requires work to develop once qualifications replenish knowledge and focus on self-development. 2019 November, we allowed ourselves to show you the strategy of the bank's development, and we indicated strategic goals for 2022. At the end of 2019, bearing in mind that we would have ROE at the level of 10%; cost to income relation, 42%, credit risk cost, 0.46; net profit, PLN 4 billion; capital requirements, high indices, we wanted 2020 to make this efficiency and financial parameters even better. Speaking about tough financial goals of the strategy for the years stretching until 2022, these will have to be altered. It's clear. I've had a chance to take part in numerous online meetings with analysts and investors of our bank. It was an obvious thing for them and for us. Today, it is difficult to cast forecast on new indices until the economic situation associated with pandemic is not stabilized. Regardless the hard financial goals, we know that the pandemic speeds up the processes that we have already identified, digitalization services. In pandemic times, it is even more important. The second very important element that was outlined in our strategy is income diversification. Traditional financial services will be pushed out by technological services and technological platforms. Clients of banks will have the access regardless whether banks make it possible or not. We have already been implementing these processes, our mobile banking, IKO, is one of such possibilities. In addition to traditional forms of use of financial services, we'd add on new ones, parking tickets, tickets for city transport, exchange platform. So we've got provision. We are going to increase the income diversification elements. Operational efficiency has always been a very good, a very important element. It has been demonstrated by cost to income index, the lowest in this country. Let me remind you, PKO BP shows that being a big and robust organization is able to manage the efficiency -- operational efficiency in the best possible way in the country. We are going to carry on that. Therefore, for a number of years, we have been developing something that will be a very strong element to translate into financial services success, something that we have called Road to Cloud in our strategy. We want all our systems, ICT systems, migrated from traditional ICT architecture into the cloud computing architecture over a few years and will be cloud-based. 2 years ago, we initiated the solution for country's cloud infrastructure. Together with Poland's Development Fund, we created Polish Cloud Operator. We have established strategic relations with 2 great suppliers, Google and Microsoft. And I believe this has laid the foundation for our operational efficiency to be even greater. We are going to carry on that in the years 2020 and 2021 and the following. The technological solutions, we are very much proud of. We take this pride because we believe that they have the right choices for the development questions. We've got the IKO app that has been pronounced the best in the world by many clients. In this slide, I'm presenting the main elements associated with the app development, being the efficiency, user friendliness and the increase of the number of apps used by our bank's clients -- the number of transactions increase. This indicates that our clients wish to use the application. Juxtaposed with our competitors, we see that PKO BP used to be technologically retarded one. Now we clearly indicated the number of active mobile banking users is the greatest in Poland, and we have been developing it consequently. Ladies and gentlemen, by showing the scale of our bank, in 2019, I would like to point out to one more thing, to the elements, which are very important, the balance sum increase that has been indicated in this slide by the assets in our hand. It's worth looking into the growth of 2019 of the value, PLN 25 billion, PLN 25 billion of absolute value. When you have the ranking of Polish banks, you show that banks that have assets of this type are midsized banks themselves. You can see that in 2019, PLN 25 billion increase corresponds with the total of a bank of a midsize. At the end of the first half year 2020, the balance sum of our bank was PLN 377 billion. So over the first half year, we duplicated the success that we attained in 2019. And I do hope, let me reverberate it, that I'll be able to tell you what was the reason for that. Let me add on that. We have continued this balance sum growth, the assets and liabilities growth, so that we establish better relations with our clients. We generate income for shareholders. We've been consequent in increasing own bank's capital. I'll be speaking about this later, but this own capital increased. We've got a surplus of that compared to the needs related to the regulations of coverage of the assets weighted by risk with own capital. This is pretty cautious committee's attitude, speaking about the dividend and payment. As we can see, it serves the purpose very well. It serves the purpose to increase own capital of the bank. As a consequence, let's look at juxtaposition against the average of the market, very much above the average of the market. At best, among Poland's bank, return on capital, we were ranked second among Poland's biggest banks. As I said, this result has been [ inferiorated ] by the fact that we have too much of our own capital, we are unable to share it with the shareholders. We would like to do it in the future when the Financial Supervisory Board is more liberal in its requirements. Ladies and gentlemen, financing for clients. One of the sides of that balance sum, deposits. The other side of our balance sum, as you can see, we are quite stable in this increasing of the 2 components of the balance sum. It's worth paying attention to one more fact, one more aspect of PKO BP Group activities. We are proud that for many years, we have been ranked first for 6 or 7 years among the investment funds accumulated by natural persons. And we have increased our market share. There was a slight decline in 2019, but it was associated with a total market decline. We need to look at the externalities we are in. It is quite similar in the leasing activity. Over 5 or 6 years, we have doubled our market share by organic growth, takeovers and mergers. It was presented to you, to the shareholders, that broadly defined leasing is where we want to increase our foot mark. 12.8 does not reflect our need related to the footprint among the SMEs, mainly. Therefore, last year, we took over master lease that specializes in short- and long-term lease and car leasing. This is the biggest Poland company of this type. Supported by this bank, it is going to be even better. Based on the 2019 strategy, a few weeks ago, we launched the digital platform for car trading, new ones and secondhand ones. Automarket is the name of the platform. And the drawing on the right-hand side, secondary market, share trading. We've been ranked first among [ matters ] in Poland. It has been awarded recently for the best broker in the market in Poland. We would like to continue the success story. This is also a very important element of PKO BP development. Proceeding with the next slide. The basic -- the 2 basic sources of income for PKO BP, the percentage and commission income. As you can see, we have increased it consequently. 2019 was a very good year, speaking about the first income and a very good year on commission income. We know that 2020 has the result of the history's greatest [ past 81 decline ] of the values, not absolute values but quality values, the change of 1.5% to 0.1% interest rates. Never before have we had this kind of interest rate change. Therefore, it is going to have its impact on the percentage income of the banks in the sector in total in 2020. Competitive externalities will make us want to operate even more robust and even better in 2021. Proceeding with my presentation, I have spoken about this on numerous occasions, something that is a distinguishing factor, consequent control of costs compared to income in PKO BP. It's clear the scale of operation results in higher costs, but it is very important to have higher income than cost increase. We've done it very well. This index cost to income decline demonstrated in 2019, it was lower in Poland. I'd like to stop at this point for a moment and draw your attention to this. When we convene for different conferences and discuss the results of our bank, I've got the feeling that not necessarily do you believe that the risk cost in our bank is as low as it is indicated. Speaking about the future, we've always been pretty conservative. Every year, we were the record breaker. It was lower than forecasted. We want to be conservative as always. Whenever possible, we select clients better, something that we have been able to do over the recent years. We even coined up a term, the most important member of the credit committee of our bank is the institution called Big Data. We make the use of many mathematical models that have been developed based on the relations with our clients. We've got huge data flow. It makes possible to have the best selection. We want to do it even better. Sometimes when I talk to my colleagues from the risk department, we know data, what happens in this company, than the financial director because we can see more data because the company sees the data flow through the company. We can also see the data apart from the company, having had a great contribution in the payment market, mobile associates market, how clients use this company, how clients use other companies. And therefore, we are able to make the best possible selection at this point, whether to give the credit, what kind of collateral should we have to mitigate the credit-associated risks. This has made it possible and still makes it possible to have this kind of competitive advantage. In COVID times, we attached even greater attention to the new data analysis. COVID-related situation has revolutionized the perception of the data associated with economic activities of the entities that apply for credits. Therefore, credit risk costs in 2019 in our bank was the lowest in history. It was also the lowest in the banking market of Poland. I'm about to finish. On the final note, I'd like to say something that comes as an obvious thing, a very strong capital position at the end of 2019, high dividend capability dependent on regulatory issues. But for COVID, we would have decided to divide and recommend something that we have set up numerous occasions to share that 2019's income, in such a way, 50% would be transferred to shareholders' dividend and 50% to be retained to increase the capital position growth in order to increase credit action of the bank. When we think about 2020, that has already started. When we think about 2021 and consecutive years, we have an optimistic outlook despite the fact that externalities have [ inferiorated ] compared to 2019. We can be satisfied by saying there was the externalities. The more clearly you can see that management capabilities that we have built here, the PKO BP and Supervisory Board capabilities and hundreds of managers working in our bank who are capable of making the right decisions in the change and uncertainty period. We have exercised it over the years. We have pulled through that transformation of the bank. And we hope in the consecutive years to be ranked #1 to enjoy your support, support of the shareholders of PKO BP. Thank you very much.

Leszek Koziorowski

executive
#9

Thank you very much Mr. President for this presentation, very valuable presentation. I would like to remind you that this is a completion to the annual report that was published by the company containing the financial statements, unit statements and consolidated statements and also the managerial accounts and the Management Board report. And as I said before, banking points 5, 6 and 7, so I open our discussion. So you can ask questions regarding these financial statements and the summary of 2019.

Leszek Koziorowski

executive
#10

So I will open this discussion. I can see first kind of comment or question.

Unknown Shareholder

shareholder
#11

I'm [ Golasky ], a minority shareholder. On the first slide, we could see the climate. And no matter what we say about pandemic, that then we have to think about the explanation should be [ invaded ] by one segment. So this is the biggest challenge for the world economy, and we have to make all these changes in terms of the financial sector and also in all the segments. So we should cooperate, and that is why this is very important in decisions in the financial sector, which would reduce the emissions. Like it is -- and also the President of the Central Bank, Lagarde, and also many other financial institutions, they are deliberating on this, including also the insurance companies within the banking groups and also the European Commission and the parliament -- and the European Council, they talk about the green transformation. So it should also enter their legal order. So then the decision will be taken on financing the coal mines and the power stations which use more than 30% of the coal. So because prior, the bank financing the work had no criteria, this is not the PKO but [ executives are meeting every week about ] decision on the financing and investments on the coal sector. So the decisions are taken regarding the value of $10 billion. So as for the activities of PKO BP, these policies were published. This is, first of all, the executive sector of high emissions and then chemical and crude oil segment. So we want to comment because yesterday, the institution the same size of PKO BP, the [ Origin Insurance Company ] and its assets managing departments of grants excluded the companies from this coal sector in Korea or in Japan, excluded also the Polish group for coal mining and gas group [indiscernible] and also the world giants, which shows how the national market is changing in terms of its approach to the [indiscernible]. And then the financing policy for the high emission sector, as it was announced in 2019 by PKO BP Group, also the coal mining and lignite and also the complementary activities and reduces its involvement in high emission sector, understood as a drop of revenues against some credits from this segment in the bank's balance totals and also envisages this reduction by 0.52% of the balance total, and it was also of the exclusion of the project -- financing the projects for the coal mines. So that's -- we don't -- why we are excluding the coal mines, but then we don't have the lack of financing for the lignite coal mines. So any other sources of energy generation and having the recent reasons of decent return for the shareholders. Then the high emission sector is not -- in terms of the financing of this high -- financing this high emission sector is not defining. And it can go on actually reducing the credits in this segment. So what is the vision of the Management Board in 2000 -- well, the vision of the Management Board within 2019 in terms of the tenure of reducing the involvement in the coal mining sector? And the third question, the policy of financing the high emission sector does not define whether also the bank includes also the reduction of the absolute values of financing because it was defined as a share in the -- reduction of the share in the balance totals. So I would like to ask for the delivery of the plans for the reduction of this financing for the coal mines in absolute terms. Then the fourth question, the Central Bank talks about the concentration of the assets of the infrastructure companies which are registered in the European Union and also emphasizes the need to carry out the climatic test by the Central Bank. So this is also the question to the bank. Did the bank made this climatic evaluation of this portfolio here? So what was the percentage of the risk of immediate revaluation of the assets of the bank and also of the investment portfolio? The fifth question -- there will be 7 questions. So by how much the financing reduced by the bank in 2019 as compared to the year 2018? So the bank will be reporting the emission aspect of its current portfolio and also investment portfolio and then difference as compared to the previous year to help the shareholders to achieve the success in this climatic approach of the bank. The sixth question, so this is more concrete question. So in the first half of 2019, the bank renewed the credit for PGS. That was the eco-social credit. And then whether the credit was analyzed by the bank or the functioning of the company, which in 2019 was the biggest company employing the biggest number of people, and whether they considered the renewal of this credit and also allocating the funds to the power stations. And what is the financing policy of the high emission sector and how it relates to the investment policy of the bank, whether this policy will be known? And what will be the structure of the financing in terms of the securities as for financing the high emission sector? And if these questions are not now answered during the meeting of this -- of the bank, so I request the answer in writing.

Leszek Koziorowski

executive
#12

Thank you very much for these very detailed questions. And Mr. President, I would like to ask you to deliver your standpoint on these questions.

Zbigniew Jagiello

executive
#13

Ladies and gentlemen, thank you very much for these questions. We share -- as the Management Board of PKO Bank Polski and all the members involved in this institution, we share this care about the environmental issues, the protection of our planet in which we live. And as you requested, all these detailed questions will be answered by us in writing in accordance with one of the binding legal rules. Thank you very much, ladies and gentlemen. I'll give the floor again to you for other questions.

Leszek Koziorowski

executive
#14

I can't see any. There was another question. I cannot hear this question because the gentleman is not speaking to the...

Unknown Shareholder

shareholder
#15

So shareholder with one share. The question is whether you were informed that on the 18th of August, I sent to the management in writing the requests for answering the question. In the note of [ Article 128 ], and as this answer could have an impact on the vote on the discharge of the members of the Management Board. And I understand that today, we will vote on the discharge of the members of the Management Board. I understand that I have this copy on my letter. And also, I understand that this letter was received by the management. And I would like to ask the management whether the management received a copy of that letter.

Leszek Koziorowski

executive
#16

So could you please ask a question regarding the conduct of today's meeting.

Unknown Shareholder

shareholder
#17

So regarding the financial statements, thank you very much because that was the question only about the receipt, 17th of August rules. So this is the letter to the Management Board and the management. So I would like to have the information during general meeting of shareholders on the 26th of August as a shareholder to have the right to participate in the meeting. And this is the copy of the depository. So if you could, sir, I would like to give you the information on the standpoint of the Management Board regarding the settlements [ we saw in the service company ].

Leszek Koziorowski

executive
#18

So as for the Bank Polski gained, acting on behalf of [indiscernible] and then retained groundlessly and did not profit because 2009, 2010 is over PLN 4 million retained groundlessly. So this retention of that and now, it was reduction of the [ 5 service ]. So this amount results from the core judgment of the court in Warsaw dated 15th of December 2015 [indiscernible].

Unknown Shareholder

shareholder
#19

Sorry, it's very difficult to read. So when I ask someone to read this letter -- I have this letter in front of me because I'm sharing the wording of this letter. So that -- I wanted you to ask a question, question related to the content of today's meeting. So I understand that being closed, we are debating points 5, 6, and 7 regarding the financial statements, managerial statements and Supervisory Board reports. So I would say before the meeting that part of this letter -- I would like to make precise standpoint because you talked about the discharges of the duty. So I understand that you would like to discuss these issues, and it will be involving under discharges of the members of the governing bodies of the company.

Leszek Koziorowski

executive
#20

Not at this moment when we the financial statements.

Unknown Shareholder

shareholder
#21

But now before actually approving the financial statements and before debating the discharges, I would like to have this discussion. I understand that within this general discussion, and now I am participating, but I think that I am mistaken, and I think that there will be also a time prior to actually holding discharges just to ask questions. And of course, I am going to wait. No problem. I was not talking about discharges, I talked about the financial statements. So yes, of course, the discharges of the duties of the members of the Management Board of the company will be debated separately. And then you explain what is the relationship between the wording of your letter and the discharges of the duties of the members of the governing bodies. So with your permission, so the relationship is that in my opinion, the Management Board of the company is retaining the funds and its customer groundlessly and committed and upheld. So when we discuss the discharges, so can you comment on this issue? And of course, each shareholder will have full rights to live his or her word.

Leszek Koziorowski

executive
#22

So are there any questions regarding the financial statements of the Management Board or the management -- the Supervisory Board report generally speaking regarding the financial statements? I can't see anything. Thank you very much. And ladies and gentlemen, within these points related to the financial statements, 5, 6 and 7, so I understand the discussion is complete and is exhausted.

Leszek Koziorowski

executive
#23

And then we can move to point #8, and the subject of it is adopting the resolutions and the discussion on each resolutions. Within this point #8, the first subpoint A is approving the financial statements of PKO Bank Polski S.A. for the year ending 31st of December 2019. And within those points, the Management Board published a draft of the resolutions, which I would put on the notes. So with your permission, I will not read each resolution. Or maybe if there are any proposals for the modifications, then I will read the wording of these resolutions. But if there are no modifications, there are such proposals that we put under vote. There was a motion proposed by the Management Board referring to the current report [ 24, 26] because part of the resolutions was printed in one report and part of them in the other report, current report. So then we have Point 8, approving the financial statement. And now I refer to it as draft resolution in this report, 31st March 2020, and approving the financial statements of PKO Bank Polski S.A. for the year ended 31st December 2019. So are there any comments to the wording of this resolution? I can't see any. So I would like the system to be ready. One technical remark. Please do not print the result. But then after all the voting, this will be the one printed out for our notary public. And please flash the results on the screen. I know you also have the results on your tablet. So we could see the result immediately after the vote. And of course, I will read the results. So the system is ready, and I order the vote on the draft resolution published by the Management Board of the company. [Voting]

Leszek Koziorowski

executive
#24

Thanks, everybody. Thank you very much, and I close the vote. And now I would like to ask the presentation of the results. I'd like to confirm that this resolution has been adopted for yes, 861,104,201; against, 1; 3,059,553, abstentions. So of course, [indiscernible] because they are identical in this case. So the resolution has been adopted, and I would like to remind you that these resolutions are passed in accordance of the statute, and they are cast by the absolute majority of the vote. So they have all the results of the resolutions which are passed with the majority of votes.

Unknown Shareholder

shareholder
#25

So ladies and gentlemen, so we passed -- we debated point 8. So I would like to take a note of my objection that I couldn't ask a question prior to the result regarding the financial statement. And I would like my objection to be taken out by the notary.

Leszek Koziorowski

executive
#26

Would you be so kind to introduce yourself to the notary public so that I know.

Unknown Shareholder

shareholder
#27

#160, [ Kayla Gabriel ]. So I would like the notary public to take a note all my objection because of the impossibility of asking a question prior to the vote on the financial statements. So I mean I am explaining to you that you wanted to ask a question regarding the vote on the discharges. So this is what you have said. Now ladies and gentlemen, now we move to point number B -- sub-point B. This is approving the PKO Bank Polski SA Group Directors' report for the year 2019 and [ PKO ] directors' report of PKO Bank Polski S.A. And we have also the draft resolution of the same title, which is contained in the report 24/2020. Do you have any comments on this draft? No, I can't see any. So could you please prepare the system. The system is ready for the vote. So I order the vote. Please cast your votes. [Voting]

Leszek Koziorowski

executive
#28

So I understand that everybody has voted. So I close the vote. And I would like to see the presentation of the results of this vote. So I'd like to confirm that this resolution has been adopted: for yes, 861,104,200; against, no one; abstentions, 3,059,555. And I would like confirm that this resolution was adopted by the General Meeting of Shareholders. And we move to point C. This is approving the consolidated financial statements of the PKO Bank Polski SA Group for the year ended 31st December 2019. And then we have, of course, the resolution of the same title, which is included in the report 24/2020. So do you have any questions on this draft? I can't see any. So please prepare the system. The system is ready for the vote, and I honor the vote on this resolution. [Voting]

Leszek Koziorowski

executive
#29

Thank you very much. And I would like to confirm that I can see that everybody has voted. So I close the vote. And I will read the presentation of the results: for yes, 861,104,201; against, 1; abstentions, 3,059,553. So in this way, this resolution in the proposed wording is adopted by the General Meeting of Shareholders. So then we have again comments from the shareholder [ Gabriel Kayla ]. And this is the request to the notary to take a note of his objection. So we see objection has been taken a note of. Now we move to the approving the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna report for the year 2019. And we have the resolution of the same title published in the current report, 24/2020. Do you have any questions to this resolution? So could you please prepare the system. The system is ready, and I open the vote on this resolution. [Voting]

Leszek Koziorowski

executive
#30

Thank you very much. I close the vote. And now I read the presentation of the results. I want to confirm this resolution has been adopted: for yes, 861,104,200; against, 0; abstentions, 3,059,555. Thank you very. And now, ladies and gentlemen, we move to point E, distributing the profit achieved by PKO Bank Polski S.A. in 2019 and on covering the loss from previous years. So Mr. President, would you be so kind to give a very brief introduction into this topic.

Zbigniew Jagiello

executive
#31

Mr. Chairman, dear shareholders, as I informed during my statement regarding the Management Board's report on the activities in 2019, the financial [ statements made convention has ] recommended to all the financial institutions in Poland, and this is also the practice that was adopted by other banking supervisory boards in the same way. They recommended in the same way to the subordinated companies, so the lack of the [ put out ] on the dividend for 2019 from the profits in 2019. This is why the Management Board of Bank Polski PKO complied with this recommendation and sharing its point, recommend to General Meeting of Shareholders to adjust to this recommendation. And technically speaking, now a resolution is put on the vote. It is in this way that from the profit generated in 2019, unit profit regarding the bank amounting to PLN 3,000,834,000 (sic) [ PLN 3,834,504,089 ]. So that's the amount of PLN 2,145,113 (sic) [ PLN 2,155,113 ] to the reserve capital in accordance with legal that arose, but the remaining amount, PLN 3,832,084 (sic) [ PLN 3,832,348,976 ] is not -- should be undivided so that the shareholders, including the coming years, the possibility of using this undivided profit because as I said in my previous statement, we have big surplus, capital surplus. In the same time, because of the changes of the accounting rules that all the situations should comply with because of this adjustment to the international standard of the financial reporting #16 regarding leasing, so we recommended this balance loss as a result of the change on the rules for the previous year of -- in the amount of PLN 110,822,762 (sic) [ PLN 110,822,746 ] should be covered from the reserve capital.

Leszek Koziorowski

executive
#32

Thank you very much. Before taking a vote on this resolution, I would like to give you a notice. And remind, as the management would like to put forward the result of the different resolution, naming assuming the dividend payout and allocating different amount to the reserve capital. Thank you very much. And would you please submit this draft resolution to us.

Unknown Shareholder

shareholder
#33

Dear shareholders and the Management Board, I would like to pass on my behalf and also my own behalf. [ Roman Melnik ] is my name. So I am deeply disappointed by the fact that you did not allocate in the current year any amount for the shareholders despite what was actually emphasized in bank publications that the profit from the previous year is the biggest in 100 history of the bank. And of course, there are all the conditions for the payout of this dividend. So I reviewed the materials submitted to the General Meeting of Shareholders. I mean one of those materials, it was written, the standpoint that after taking into consideration the corrections of the dividend rate by the criteria of 1 and 2 as of December 2019. So the value fulfills the criteria for the payout of the dividend after the 50% of the net profit for the year 2019. So I would like to say -- to put it in this way and that the persons who gather funds in [ ICA Inc.'s ] funds co-invest in PKO BP, by virtue of decision regarding the payment of dividend by BP disappointed those investors. And most likely, this also caused the drop of the share's value and the stock exchange. And at this point, the minority shareholders, they have a loss of around 30% of their share value and around -- by around PLN 1.35 of the dividend value. So that is why this is a double loss. So that is why I propose the adoption of the resolution, which in paragraph 1 and of course will include the text regarding the loss coverage. I did not put it in my [ chart ] because I don't know the value of the loss. But in point #2, of course, this resolution would envisage that the net profit of the bank generated in 2019 PLN 3,834,580 and 89 (sic) PLN 3,834,504,089 allocated to the dividend to the shareholders, [ PLN 1 billion and 800 -- 168, 7,507 ]. This is the dividend payout and over PLN 2 million allocated in the reserve capital. So I understand that the adoption of this resolution will allow the bank to keep its face towards small investors who, as of today, are disappointed because of the Management Board's policy towards the shareholders. And also they are disappointed with the policy of the Supervisory Board, which accepted the draft resolutions on nondivision on the profit.

Leszek Koziorowski

executive
#34

So 2 questions, I would like to see the draft on those resolutions; and secondly, I understand that you are acting on behalf of someone.

Unknown Shareholder

shareholder
#35

No, no, I'm acting as myself as a shareholder. I am a shareholder. I am on the list of shareholders.

Leszek Koziorowski

executive
#36

So you also act as a representative?

Unknown Shareholder

shareholder
#37

No, no, I am just representing myself.

Leszek Koziorowski

executive
#38

So with your permission, so I received the draft resolution, which I would like to read to you. So this is resolution on the distribution of shares of PKO Bank Polski as dated the 26th of August 2020 regarding the distribution of profit of the bank generated in 2019 and covering the loss in the previous year. I think on the basis of [ 385 ] of the commercial companies called the General Meeting of shareholders results as follows. [ Part of my ], so the net profit of the bank generated in 2019 amounting to [ PLN 3,834,504,000 ], so is allocated to the dividend [ 1,387,000,507 ] and the [ PLN 2.170 billion ] goes to the reserve capital. My first comment and consultation is that this draft should indicate the dividend date and the dividend payout date and the -- and this should be included in this resolution. So with your permission, because in the Management Board's report there is -- this is also missing because the Management Board was stipulating the dividend payout. So there should -- the sort of dividend pay and the dividend -- and the day of the dividend payout is not necessary. So I took as an example the resolutions from 2019 General Meeting of Shareholders where the resolution was -- on the profit distribution was a separate resolution. And the resolution on the dividend date, dividend payout date was another resolution. So if this resolution is passed, I would also propose the next resolution #7. So could you please, at this moment, could you please show me the resolution regarding the dividend payout day because we don't know what is your proposal. So I'm putting this resolution under the debate. We don't know what is the date of achieving the right of the dividend and what is the date of the dividend payout. So could you please put this -- put forward -- could you please put forward also the investor proposal regarding the dividend right acquisition and the dividend payout date? So in the meantime, so another shareholder joined us. So we have more shareholders today. So I would like to say that today, we have [ 580 ] shareholders represented, which have [ 864,063,765 ] and the same number of shares, which represents 67.13 share in the share capital. Do we have any -- do we have this draft that is missing?

Unknown Shareholder

shareholder
#39

Mr. Chairman, the date for the dividend right, 11th November 2020, Poland's historical day; the payout date 20th December 2020, before Christmas. Thank you.

Leszek Koziorowski

executive
#40

Ladies and gentlemen, I want to read this out so that it's clear for the General Shareholders' Meeting. The shareholder proposes the dividend date to be 11th November 2020, dividend payout date 20th December 2020. Not substantial at the moment. I suggest this order of voting. If there are -- the motions that reach further than those proposed by the Board, I shall start with these motions of shareholders. Bearing this in mind, are there no objections or in other proposals? I haven't asked about it before. I cannot see any. So the motion set forward by [ Roman Melnik ], I hope that I pronounced the name right, if this is not adopted, I shall cast -- I shall request casting voting on the resolution proposed by the Board. So let me read out the resolution draft on distribution of the profit. Out of the PKO BP net profit achieved in 2019, PLN 3,834,504,000; the dividend, PLN 1,687,500,000; reserve capital, PLN 2,147,004,089. And this one is voted now. If this is discarded, we should return to the proposition submitted by the Board. So the shareholders' proposal is the first to be voted. Make the voting system ready. Would you please cast your vote now? [Voting]

Leszek Koziorowski

executive
#41

Thank you very much. I close the voting procedure. Can I have the results? I pronounce that this has not been accepted: for, 29,008,663 votes; against, 222,422,981; abstentions, 312,732,121 votes. So the draft of the second resolution is not substantial. Let's return to the motion submitted by the Board, which is in the current [ report 24 -- 12/2020 ] on distribution of the profit of PKO Bank Polski achieved in 2019 and including loss from the previous years. And we'll be voting this one proposed in the current [ report 21 -- 12/2020 ]. The system's already. Cast your votes now. [Voting]

Leszek Koziorowski

executive
#42

Thank you very much. I close the vote. Would you please present the results? Thank you very much. The resolution has been accepted: 864,160,102 votes; against, 3,660; abstentions, 2. So the resolution has been adopted as proposed by the Board. Now F point -- sub-point F. Remaining the undistributed profit of PKO Bank Polski from previous years as undistributed profit. The Board proposed the resolution of the same title to retain the distributed profit of PKO BP from previous years. Are there any questions regarding this one? None. Thank you. Would you please get the system ready for casting votes. Cast your votes now. [Voting]

Leszek Koziorowski

executive
#43

Thank you very much. I'm closing the vote. Could you please present the results? I inform that the resolution is adopted: 864,160,103 votes for; against, 3,660; abstentions, 1. We have realized point F. Now G point. And this is a substantial change. Would you please switch the system into the secret voting. From now on, until further notice, this will be secret voting. Before we do that, I hereby open the discussion on granting the vote of acceptance to the performance of duties by particular members of the Board management and consecutively, Supervisory Board. But my proposal is to have it jointly at the beginning, and this will be voted without discussing them separately. So the question to you, are there any questions to particular Board members, the Board as such? The floor is yours. There you go.

Unknown Shareholder

shareholder
#44

Mr. Chairman, I'd like to address the Board with a question. Will we get the answer to my question that was filed in writing? As we know, it has been presented to the Chairperson and previously in the disposition of the Board. Before it goes to the vote, further information for other members of the General Shareholders' Meeting.

Leszek Koziorowski

executive
#45

The bank has got the letter. It has received it. This is the information about individual case fund service, as you were speaking, calculations, settlement of calculations, fund service calculations, [ Nordea Bank ] posts, the previously bank that got from [indiscernible] working for fund service and retained it. I'm quoting that letter, and they didn't transfer to fund services [ or ] that is entitled to this sum. If you could briefly, I'll give the floor to the Board. If you could explain the relations between the individual case. I'm not assessing it in any way, but this is individual case and charge in the -- regarding the vote of discharge.

Unknown Shareholder

shareholder
#46

Mr. Chairman, it seems to me that the information on the fact that there might have been a fraudulent deed, money retained by the predecessor of the bank may not have been identified in 2017 when it was a binding resolution. In the justification, it was written when the contracting part of Nordea fund service settled the account. And after date, further payments were made in due for fund service with a total amount of PLN 4 million.

Leszek Koziorowski

executive
#47

As I said, if there is this kind of allegation that there must be -- the appropriation of somebody else's money, this information is of importance for the vote to -- of acceptance. Mr. President, would you like to take the floor?

Zbigniew Jagiello

executive
#48

Ladies and gentlemen, sir, thank you very much for filing in this information. This is a particular question related to history. PKO BP attached its great attention to relations with all company and individual clients. Sometimes there might be misunderstandings that are resolved in the legal proceedings should parties be of different opinion. And the bank follows all kinds of Polish court decisions. The case that was presented here was filed in a few days ago and will proceed as all other cases processed at the bank. If the bank does not recognize this claim, you can file in for the court of law, and we'll observe this procedure. I'm very sorry when I hear situations of this kind.

Leszek Koziorowski

executive
#49

Thank you very much. One moment, please. Thank you very much for this answer. Ladies and gentlemen, are there any further questions?

Unknown Shareholder

shareholder
#50

Mr. President was reluctant, so I wanted to add an extra question. The problem was identified last week when I filed in my motion. So the losses, potential losses if you lose the court proceedings against fund service, have you made a reserve for that?

Leszek Koziorowski

executive
#51

Can I have the information, Mr. President?

Zbigniew Jagiello

executive
#52

Ladies and gentlemen, financial reports of PKO BP are verified by auditor, certified auditor. As far as I remember, never ever have they filed in written obligations. So they have been done duly and robustly. So the information was delivered to the bank a few days ago, so it will follow the natural assessment process by particular people who are professionals in this course with due diligence. When the auditor would be verifying the books of PKO BP, we'll delve into all kinds of questions that are filed by our clients, and we'll issue that opinion. Thank you very much, sir.

Leszek Koziorowski

executive
#53

Ladies and gentlemen, are there any other questions? Yes. I'll give you the floor in a moment. My request is do not change this General Shareholders' Meeting into a particular complaints discussion. I'm sorry to say this. At some point, we are not allowed to discuss individual cases. We discuss the matter related to this shareholders' meeting. In relation to individual case, I understand that you want labor the point.

Unknown Shareholder

shareholder
#54

There is a connection. There's still connection. We are speaking about the reserves. As I understand, there is no reserve for the purpose. Could you answer yes or no?

Leszek Koziorowski

executive
#55

Sir, I'd like to explain that Mr. President has given you the exact answer. You are reverberating the previous question. You have been given the answer, sir. Thank you.

Unknown Shareholder

shareholder
#56

What was the answer?

Leszek Koziorowski

executive
#57

All shareholders' meeting composition have heard it. I believe you heard it, too. We won't be repeating this.

Unknown Shareholder

shareholder
#58

I didn't hear it. Is there any reserve or not?

Leszek Koziorowski

executive
#59

Thank you very much, sir. Are there any other questions? I can see there is a gentlemen. Would you please raise your hand and indicate because you are sitting behind the pillar.

Unknown Shareholder

shareholder
#60

My request to Mr. President, to the President and the Board and the Supervisory Board, can we hear the recent -- about the recent activities and procedures for whistleblowers and procedures broadly related to whistleblowing?

Leszek Koziorowski

executive
#61

So whistleblowers, what is the relation with granting a vote of discharge for the performance of duties for the members?

Unknown Shareholder

shareholder
#62

This is not -- this -- it is not a relation with the Supervisory Board members. There is one of the charts included, a number of Supervisory Board members, and they have negative strokes in the places of competence.

Leszek Koziorowski

executive
#63

Once again, I didn't get the ending of the question.

Unknown Shareholder

shareholder
#64

Relates to the Supervisory Board. It is associated with the fact that in the Supervisory Board report, there is a competence tabulation of the Board members. Some of them have got minuses in this tabulation.

Leszek Koziorowski

executive
#65

Can you be more precise speaking about this chart? Can I have the answer?

Unknown Shareholder

shareholder
#66

I'll find the tabulation.

Leszek Koziorowski

executive
#67

What kind of tabulation should they relate to? The Board members, the Supervisory Board members. They don't know what kind of chart.

Unknown Shareholder

shareholder
#68

The first question. Recently, what kind of procedures have been taken up in broadly defined whistleblowing policy for employees and clients of the bank and other people who may have the knowledge about the bank and how these activities are coordinated, checked and realized by Supervisory Board? If you could present this, sir. I'm an individual person.

Leszek Koziorowski

executive
#69

Yes. For the minutes of the meeting, can I have the name in writing out of that? There is no procedure of this kind. I didn't get it. Can you say which shareholder are you, which shareholder's representative are you?

Unknown Shareholder

shareholder
#70

[ Andre Pavlochok ].

Leszek Koziorowski

executive
#71

[ Andre Pavlochok ]?

Unknown Shareholder

shareholder
#72

[ Pavlochok ].

Leszek Koziorowski

executive
#73

Thank you very much. Briefly, Mr. President.

Zbigniew Jagiello

executive
#74

Ladies and gentlemen, PKO BP attaches great attention to all kinds of information that are filed as whistleblowing. Bank and the complaints of the clients, we have complied with this before we organized this kind of operations in the bank. These elements are supervised by Supervisory Board that checks the implementation of regulations associated with early warning system operations. Both the financial Board and auditor quality-wise have not filed any objections.

Leszek Koziorowski

executive
#75

Thank you very much, sir. Are there any other questions? So I understand that there are further questions.

Unknown Shareholder

shareholder
#76

So this is about the appendix #4. On the seventh page, there is a table. And the second question refers to how the competencies are checked of the persons who are appointed, delegated by PKO Bank Polski and the dependent companies to the Supervisory Board, so public and nonpublic companies, how these competencies are analyzed and the outcome of their work.

Leszek Koziorowski

executive
#77

So I can't see any relationship between the Supervisory Boards and the Management Boards of the dependent companies in terms of proposing the candidates. So I can't see any connection between the person sitting on the Supervisory Boards and also the Management Boards of dependent companies. And what is the connection with the vote of acceptance that we will take in a moment?

Unknown Shareholder

shareholder
#78

I disagree with Mr. Chairman because -- I mean that is PKO Bank Polski or the entities delegate persons to sit on the Supervisory Board, so I understand that this is kind of a mandate, and I think that this mandate should be duly performed. But in the recent time, I -- there are certain objections regarding how it is done. But you are speaking generally and the general meeting of shareholders' debates on the concrete issue. So also my question is very concrete. So in which part of management's report I can read about the procedures, which speak about whistleblowing?

Leszek Koziorowski

executive
#79

So the financial statement's already discussed in points 5, 6, 7 and you did not ask those questions. Also maybe you missed those points that you referred previously to those statements. But the operations, it still is a decision that if you would like to come back in general in complex terms to our financial statements, so I'd like to remind you that we've discussed it and then we voted on it. So it is a closed issue as of this moment, and we talk about also acceptance of a particular member of the Management Board and in a moment and [indiscernible] member of the Supervisory Board. And if you would like to speak in complex terms and you would like to talk about the discharges, then the Supervisory Board, we don't have any problem. But we talk about the discharges for the Management Board and Supervisory Board. So could you please deliver a concrete question. Are you referring to a particular member of the Management Board or Supervisory Board because of the proposed resolutions granting the discharges?

Unknown Shareholder

shareholder
#80

So my question is which -- who of the members of the Management Board is responsible where deals with the persons who actually, delegate [ the ] Supervisory Board of the dependent companies did.

Leszek Koziorowski

executive
#81

Mr. President, can we provide this answer now?

Zbigniew Jagiello

executive
#82

Yes. Well, so these competencies are in the hands of the President of the Management Board. It's in my hands, but I would like to remind you another important issue. The moment of appointing persons who fulfill the criteria, which are indicated in different legal acts among others, act on state management. So this was being a part of the Supervisory Board of the public company or the capital company is not representing the shareholder that is responsible for the proper performance of his/her duties within said institution or a company. Thank you.

Leszek Koziorowski

executive
#83

So I understand that you have further questions.

Unknown Shareholder

shareholder
#84

With regard to this table, this is appendix #4 table on Page #7. We have 4 members of the Supervisory Board what we have now. It means that the fulfills the criteria. It means the ability to examine our statements or that has knowledge about banking, there is also minus. So that was the statement. So I would like -- my question is could you please comment on these minuses. But this is a table to -- well, this is appendix #4. This is Management Board report. This is a table on Page #7 in this appendix #4.

Leszek Koziorowski

executive
#85

To the financial statements?

Unknown Shareholder

shareholder
#86

No, this is the attachment to the Audit Committee of the Supervisory Board. And this is the -- that is even the Chair of the Supervisory Board report.

Leszek Koziorowski

executive
#87

So I'm in no position to give an answer in my evidence in -- this issue to the Chairman of the Supervisory Board. But maybe it is a subject of further analysis.

Piotr Sadownik

executive
#88

So the competencies of the members of the Supervisory Board and of each of the committee of Supervisory Board are first of all presented by each member. And each member makes individual evaluation of those competencies that he or she has. So that is why this table includes the information that was passed by each member of the Supervisory Board and refers to his or her skills in a certain area. Of course, the [ same way that ] Supervisory Board is very diverse and the members of the Supervisory Board have numerous, vast experience also confirmed by scientific titles. So I would like to assure you that the Supervisory Board and also its committees in a proper way performed in 2019 the entrusted duties and functions. And I would like to confirm that both are with regard to the supervisory function and also regard to the advisory function because these 2 functions are [ roundly ] attached to the performance of duties of the members of the Supervisory Board and also of its committees. So all members of the Supervisory Board and all members of particular committee had proper knowledge and authorizations, both to sit on the Supervisory Board and also on its committees. And the operations on the Supervisory Board and its committees, I would like to assess as positive. Thank you.

Leszek Koziorowski

executive
#89

Ladies and gentlemen, I can't see any further questions. So therefore, I would like to move to the vote. And we will vote in this way that all votes are secret, so put down their vote each resolution separately. And in certain cases, I would like to ask for assistance from our technical crew because I know that it is necessary to exclude the members of the Supervisory Board, the members of the management who are shareholders because of [ requirements ] of the commercial companies call the shareholder who -- the shareholder cannot vote on his or her on own discharge. So this shareholder who is a member and the same time is a member of the Management Board, a member of the Supervisory Board and there's a vote on him or her, I would like to ask him or her not to vote on this resolution. In the meantime, I would like to move to the resolutions. So you know the wording of the resolutions from the report 2004/2020 -- 24/2020. And the first discharge vote is for Zbigniew Jagiello, the President of the Management Board. Zbigniew Jagiello is not a shareholder today, is not a registered shareholder, so there will be no changes here. So there is no need to -- any exclusions because Mr. President is not a registered shareholder. So I order the vote on the discharge for Mr. President. [Voting]

Leszek Koziorowski

executive
#90

I think that we do have a kind of a technical problem. So please report this problem if it arises. Are you ready? Ladies and gentlemen, so I understand that everyone has voted. I close the vote. And I would like to see the presentation of the result of the vote. So I would like to confirm that this discharge was granted: for yes 860,885,643 votes; 216,920 against; and abstentions, 3,059,562 abstentions. So in this way, our General Meeting of Shareholders granted a discharge to Mr. President for the -- for his duties in 2019. Congratulations on this.

Unknown Shareholder

shareholder
#91

As a shareholder, I would like to take a note of this that I voted against as a shareholder.

Leszek Koziorowski

executive
#92

So the shareholder reported his objection. Could you please take a note of this objection? So we move to the next resolution regarding the granting of the discharge to Rafal Antczak. So Rafal Antczak is with us today. So could you please not vote on this solution? Just please do not vote because you cannot vote since you're a shareholder. And I order the vote on this discharge. [Voting]

Leszek Koziorowski

executive
#93

I think then the lady should split the votes. Thank you very much, and I close the vote. And I would like to see the results, which I will read. I would like to confirm that this resolution has been adopted. So this discharge was granted with: for yes 860,881,623 votes; against 218,938; and abstentions 3,059,564. So I would like to congratulate to Mr. President also to -- for this grant of discharge. The next discharge vote refers to Mieczyslaw Krol. So yes. So I would like to ask you not to vote since you are a shareholder because the Article 413 of the Commercial Companies Code states that a shareholder cannot vote on himself or herself. And now I order the vote. [Voting]

Leszek Koziorowski

executive
#94

Thank you. I close the vote. And now I will read the presentation of the result, which is on the screen. So I'd like to confirm that this resolution has been adopted: for yes, 860,881,623; against 218,938; and abstentions 3,059,563. So congratulations on this grant on discharge. The next person is Adam Marciniak. So you can vote. The system is ready for the vote, and I order this vote on this discharge. [Voting]

Leszek Koziorowski

executive
#95

Thank you. I close the vote. And now I will read the result of the vote. So I would like to confirm this resolution has been adopted: for yes, 860,883,623; against, 218,938; and abstentions 3,059,563. And in this way, the resolution has been adopted in its wording. So Piotr Mazur -- I'm sorry, I -- So I mean Mr. Piotr Mazur. Sorry, I'm changing my glasses to maybe read better. So Mr. Piotr Mazur, so he has no registered shares. So please make the system ready. And we don't have system ready yet. No, not -- now we have the system ready and please cast your votes now. [Voting]

Leszek Koziorowski

executive
#96

Thank you very much. I close the voting procedure. 860,883,623 for; 218,938 against; 3,059,563 against (sic) [ abstentions ]. So the resolution has been adopted. Congratulations on vote of discharge. Another vote of discharge, Mr. Maks Kraczkowski. I understand that you are not a shareholder of the bank and you have not registered. Make the system ready, and please cast your vote. [Voting]

Leszek Koziorowski

executive
#97

Thank you very much. I close the voting procedure. Can I have the results, please? 860,883,623 for; against, 218,938; abstentions, 3,059,563. The vote of discharge, positive. Congratulations. Mr. Rafal Kozlowski, another one we have not voted. Are you a shareholder? No. So get the system ready. The system's ready, and cast your vote now. [Voting]

Leszek Koziorowski

executive
#98

Thank you very much. I close the voting procedure. Can I have the results on screen, please? The resolution has been adopted. Yes, 860,883,623 votes; against, 218,938; abstentions, 3,059,563 votes. You have been granted the vote of discharge. Another resolution, Mr. Jakub Papierski. Would you please -- Mr. Papierski can't vote because you are a shareholder. Get the system ready. System's ready. Cast your vote now. [Voting]

Leszek Koziorowski

executive
#99

Thank you very much. I close the voting procedure. Can we have the results, please? I'd like to say that the resolution has been adopted: 860,876,623 yes; against 218,938; abstentions, 3,061,563 votes. The resolution has been adopted. Congratulations on granting the discharge. And the last resolution in the section, Mr. Jan Emeryk Rosciszewski. Do you have the shares of the bank. Thank you. Get the system ready, please, and cast your vote now. [Voting]

Leszek Koziorowski

executive
#100

Thank you very much. I close the voting procedure. Can we have the results, please? This resolution has been adopted: 860,883,623 for; against, 218,938; abstentions, 3,059,563 votes. The vote of discharge has been granted. Congratulations. And we have exhausted this point, acceptance of performance of duties by members of the Management Board for 2019, granting the vote of fair discharge. G of the agenda point 8 has been done. Now H, granting the vote of acceptance to the performance of duties by members of the Supervisory Board for 2019. We are going to vote the discharge in exactly the same manner with observance to Article 413 Paragraph 1 of the Commercial Companies Code. We had a discussion on the Supervisory Board. But pro forma, any other votes to Supervisory Board? I can't see any. Would you please continue this secret voting procedure. And the first vote of discharge, the Head of the Supervisory Board, Mr. Piotr Sadownik, who has no shares registered. 413 Article is not applicable here. Would you please cast your now? [Voting]

Leszek Koziorowski

executive
#101

Thank you very much. Can we have the results, please? The resolution has been adopted: for 856,588,920; against 4,511,631; abstentions, 3,051,553 (sic) [ 3,059,553 ]. Congratulations on voting the discharge. Another person is Ms. Grazyna Ciurzynska, who is not a shareholder. Would you please get the system ready? Cast your vote now. [Voting]

Leszek Koziorowski

executive
#102

Thank you very much. Can I have the results, please? The resolution has been adopted: for 856,588,920; against 4,511,631; abstentions, 3,059,552 votes. Congratulations. Another Supervisory Board member, Mr. Zbigniew Hajlasz. We'll be voting his acceptance. Do have any shares and for votes to cast? No. So let's vote now. [Voting]

Leszek Koziorowski

executive
#103

Thank you very much indeed. I close the voting procedure. Can I have the results, please? For 856,588,920 votes; against 4,515,291; abstentions, 3,059,552 votes. Congratulations. Mr. Mariusz Andrzejewski is another person who is a member of the Supervisory Board, and we are voting -- granting a vote of discharge for this person who is not a shareholder of the company. Would you please cast your vote now? [Voting]

Leszek Koziorowski

executive
#104

Thank you very much. Can I have the results, please? The resolution has been accepted: 856,588,920 for; against, 4,515,291; abstentions 3,059,552 votes. Mr. Miroslaw Barszcz. Do you have votes? Get the system ready. [Voting]

Leszek Koziorowski

executive
#105

Can I have the results? Voting procedure has finished. The resolution has been adopted. 856,588,920 for; against, 4,515,291; 3,059,553, abstentions. Congratulations. Mr. Adam Budnikowski, he is another person who is a member of Supervisory Board. I understand that you do not have shares. Get the system ready. [Voting]

Leszek Koziorowski

executive
#106

I'll close the voting procedure. Can I have the results, please? They have accepted it. 856,588,920, for; against, 4,515,291; abstentions, 3,059,553. Another person, Wojciech Jasinski, is not present with us. Get the system ready. And I request you to cast your votes. [Voting]

Leszek Koziorowski

executive
#107

Thank you very much. I close the vote. Can we have the results, please? The resolution has been adopted. 856,588,920, for; against, 4,515,291; abstention, 3,059,552 votes. Mr. Andrzej Kisielewicz, another Supervisory Board member who is the subject of the vote. [ Andrzej ] has no votes or shares. [Voting]

Leszek Koziorowski

executive
#108

Thank very much. I close the voting. Can I have the presentation of the results? The resolution has been adopted. 856,588,921, for; 4,515,291, against; abstention, 3,059,552. Congratulations. Ms. Elzbieta Maczynska-Ziemacka. You don't have votes so no switching of procedure required. Can we have the system ready systems ready? System's ready. Let's vote. [Voting]

Leszek Koziorowski

executive
#109

Thank you very much. I close the vote. Can I have the results, please? The resolution has been adopted. 856,588,921 votes, for; against, 4,515,281; abstentions, 3,059,562. Congratulations. Krzysztof Michalski is another Supervisory Board member who is the subject of vote, for granting the vote of acceptance. He's not with us. So cast your vote now. [Voting]

Leszek Koziorowski

executive
#110

Thank you very much. I close the voting procedure. Can I have the presentation of the results? The resolution has been adopted. 856,588,921, for; against, 4,515,291; abstentions, 3,059,552. Congratulations. Mr. Dariusz Górski. Last but one resolution in this cycle. Is Dariusz Górski with us? He's not here. No switching required. Get the system ready, and let's vote. [Voting]

Leszek Koziorowski

executive
#111

Thank you very much. Can I have the results, please? The resolution has been adopted. For, 856,588,920; against, 4,515,292; abstentions, 3,059,552 votes. Congratulations. Mr. Janusz Ostaszewski. The last resolution in this series on granting the vote of acceptance. Is this gentleman with us? No. No exclusion required, therefore, and cast your votes now. [Voting]

Leszek Koziorowski

executive
#112

I close the voting procedure. Can I have the results now? The resolution has been adopted. For, 856,588,920; against, 4,515,291; abstentions, 3,059,553 votes. The vote of acceptance has been granted. Congratulations to all Board members and supervisory members for granting the vote of acceptance. We have exhausted point H on granting the votes of acceptance. We have finished the reporting for 2019. The consecutive points are associated with the business not associated with the year 2019. Can we have the change in the system? And for further notice, open votes, personal appointments will be the secret vote, not the open vote. Remind me if I forget, not open vote. Before we do that, we've got another sub-point, I, amendment on the Articles of Association of Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna. And we have the draft of the resolution, 2 drafts of the resolutions, 2 changes. The shareholder has filed and published in the current report 27/2020, the proposal to this first resolution draft published by the Board. The new content has been proposed by the shareholder to the Powszechna Kasa Oszczednosci Bank Polski S.A. Articles of Association. Shareholder, do you confirm the draft of the resolution? Madame, the floor is yours.

Unknown Shareholder

shareholder
#113

The proxy of the State Treasury. I confirm what has been filed by the State Treasury.

Leszek Koziorowski

executive
#114

Thank you very much. So the draft resolution has been submitted by the shareholder on the changes of the Article of Association. In the current report 27/2020, and in accordance with practice, this will be the first to vote. However, if you already started -- question to you. Do you have any questions on any of the proposals? I can't see any. So I would like to ask for making the system ready. And I would like to remind you that all the resolutions under this point should win the majority of 75% of votes, 3/4, because this is required by the Commercial Companies Code. And this should be the qualified majority. So this resolution should be granted 75% of the votes. So the first resolution put under vote, the resolution proposed by the State Treasury in the report 27/2020. And so changes in 15; 17; 17, Section 4 and 5; 17, 3 (sic) [ 27, Section 3 ] of the statute of the company; 29, Section 1, yes. And the resolution I put under vote regarding the changes in the statutes in Paragraph 15, Paragraph 17, Paragraph 27 and Paragraph 29, so these are the proposed changes, which are now voted on. I close the vote. And please, would you be so kind to flash the result on the screen, and I will give it to you. So I want to confirm that this resolution has been adopted. For, 674,053,025; 8,660, against; and abstentions, 190,102,079. So this resolution was granted 78% of approval. And so that is why -- this is what is required by law and the resolution was adopted. And there is no need to put under a vote the earlier proposal because this resolution has been adopted. But we have second draft of the resolution within this point to be voted on. And we have the draft that is reported in 26/2020 report regarding the changes in the statute. This refers to Paragraph 30 of the statute. This is in the report of 26/2020. And so this is the case report 26/2020. This is a change of the statute of the bank, and this is a change in Paragraph 30. So I would like to ask you for the preparation of the system. The system is ready. And of course, this is, again, the same situation that this should win the majority of 75% of the votes. [Voting]

Leszek Koziorowski

executive
#115

I close the vote. And I will read the result of the vote now. So I'd like to confirm that this resolution has been adopted. For, 862,013,267; against, 3,660; abstentions; 2,146,827. So this resolution won the 99.75% of the votes. So it is sufficient of this resolution. And in this way, the General Meeting of Shareholders may adopt the 2 resolutions regarding the changes in the statute of the company. Of course, there will be effective on the day of the registration by the National Court Register because only then the change is becoming valid. So we've exhausted point I, and then we can move to sub-point J on the approval of the rules and regulations of the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna. And under this point -- J sub-point, so we have the proposal of the management Board regarding the approval of the rules and regulation of the Supervisory Board of the bank. So the question to you is whether you have any comments on such proposed resolution. I can't see. And then so this resolution will be also adopted by the absolute majority of votes cast on the qualified majority. So there being no other proposal, so I put this draft under vote. So please cast your votes on this resolution approving the rules and regulations of the Supervisory Board of the bank. [Voting]

Leszek Koziorowski

executive
#116

Thank you. I close the votes. So the resolution has been adopted because for, 864,160,092; against, 3,660; and abstentions, 2. So the General Meeting of Shareholders accepted the resolution proposed by the management Board. And now, we move to the next point, this is K sub-point, on the adoption of the rules and regulations of the general meeting of Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna. It is also in this current report 26/2020, together with the appendix, it means the regulations. So do you have any questions or proposals or some debates on this? No. If not, so the system is ready now, and I order the votes. So now we have to have the absolute majority of the votes cast of the qualified majority. So please cast your votes now. [Voting]

Leszek Koziorowski

executive
#117

Thank you. I closed the vote, and I would like now to see the results, which I can read back to you. So I'd like to confirm this resolution was adopted: for, 839,671,456; against, 0; abstentions, 1. So K sub-point was approved. Now we move to sub-point L on the approval of the policy concerning the assessment of the suitability of candidates for membership of and the members of the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski S.A. And under this sub-point, the resolution was recorded that was published in the report 26/2020. So are there proposals regarding the wording of that registered resolution? I give the floor to you, to madame.

Unknown Shareholder

shareholder
#118

[ Dominika Hafska ], State Treasury. So I would like to support my comments, so the decision regarding the suitability in August this year, which should make the letter more detailed. And at the same time, I'd like to deliver the comments to Paragraph 2 by giving [ and supporting ] that this resolution becomes effective on the day of its adoption. And the justification for this proposal is the necessity of determining the rules on making the assessment of the suitability of the candidates of the members of the Supervisory Board today at this General Meeting of Shareholders.

Leszek Koziorowski

executive
#119

So this proposal, of course, were published in today's reports and were published under the link, the General Meeting of Shareholders on the website, and they refer to go to the remuneration policy as such. And those changes indicate that we read in the remuneration policy Paragraph 4, numbering from 5 to 15, is changed from 4 to 14, is moved. And Paragraph 1, Section 3 of the policy -- sorry, I will just refer to the suitability. I will review the numbering order properly. Sorry, I'm reading something else. Then I will move to this. Now so this is policy clause, Paragraph 6, Section 11. So this is the link, Paragraph 6, Section 11 that the bank gives the general meeting of shareholders materials to assess the suitability of the members of the Supervisory Board, in particular, the summary of the general suitability of the members of the Supervisory Board and management Board so that the General Meeting of Shareholders could assess this suitability. So this is what was published in today's proposal, Paragraph 6, Section 3, regarding the Section of the remuneration policy referring to the suitability of the members of the governing bodies of the bank. Are there any other proposals? So now, ladies and gentlemen, taking into account this proposal put forward by the State Treasury and put under a vote, the resolution -- a moment. The link, which I will read out, and I will regard also the remuneration policy, which is -- this is resolution for the approval of the policy concerning the assessment of the suitability of the candidates for membership of and the members of the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski S.A. Acting on the basis of Paragraph 1, Section 1, item 18 of the bank's Articles of Association in conjunction with Article 22aa on the year of 29 August 1997, the banking law, the annual general meeting adopts the following. The policy -- Paragraph 1, the policy concerning the assessment of the suitability of candidates for membership of and the members of the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski S.A. as set out in the appendix of this resolution be approved. The resolution shall come into force upon being adopted. And so there is no Section 2 in accordance with the proposal of the State Treasury. So that is why there is no need to number the next Section, the appendix. It means this appendix, which was published together with this resolution just published by the company in the [ lodges ] regarding the calling of this meeting in the report 26/2020, the proposed change presented by the State Treasury refers only to Paragraph 6, Section 11. I will not read the entire remuneration policy or this modification in Paragraph -- Section 11, on Paragraph 6, which go -- the bank should provide the GM with information documents to assess the suitability of candidates for membership of the Board and the Board members. So this information is needed for assessing the suitability of the members of the Board and the Board members. So this is what I will put under vote. But there is a question, I think, from the gentleman.

Unknown Shareholder

shareholder
#120

This is the representative of the shareholders of the Santander. So I'd like to ask a 5-minute break. So yes, a 5-minute break.

Leszek Koziorowski

executive
#121

Ladies and gentlemen, because of the request of the shareholder, of course, I agree on this proposal. So it is 25 plus 12. So half plus 12, we resume back to this -- we will come back to this room, and we will resume our debates. Thank you very much. [Break]

Leszek Koziorowski

executive
#122

Ladies and gentlemen, would you please take your seats? We shall be resuming the proceedings. Thank you very much indeed. I understand that all the members of the General Meeting have convened. It's been a bit longer than the stipulated break time. So let's resume proceedings. L, approval of the policy concerning the assessment of suitability of candidates for membership and the members of the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski S.A.. And now we'll be voting the resolution. This content was modified according to the State Treasury proposals and the policy that has been modified as read out before Paragraph 6, Section 11 of the policy. It must have the majority of votes, absolute majority of votes. Can we have the voting system working? And now would you please cast your votes? [Voting]

Leszek Koziorowski

executive
#123

Thank you very much. Can we have the results, please? I pronounce that the resolution has been accepted. For, 575,911,983; no negative votes; abstentions, 288,249,814 votes. So the resolution has been accepted in the shape as proposed. So we have the policy of assessment in place. And the last point here, the adoption of the Supervisory Board and Management remuneration policy. Returning to what I made a mistake, a blatant mistake before, there are proposals published on the website regarding the policy of remuneration of the Supervisory Board and the Management Board of the bank, attachment to the resolution that will be voted. Now these have been made this way. Paragraph 4 is crossed out, 5 to 15 gained the new numeration 4 through 15, technical approval; Paragraph 1, Section 1, the Supervisory Board are subject to the act on other members of banks. This will not take any consideration in the policies apart from those arising from Paragraph 1.8 and Paragraph 9, Section 5. The content is Supervisory Board according to the Supervisory Board's resolutions and the general meeting -- extraordinary general meeting's decisions. Paragraph 7.5 of this regulation has now the wording, the Supervisory Board decides the maximum variable towards fixed variable. According to Paragraph 6.1, and introduction to calculations, Paragraph 1 has the wording -- Section 1, regardless of the remuneration discussed in Paragraph 5.1, the Supervisory Board in justified decisions may give the right to -- and this is the end of the modifications. This is the State Treasury's proposal. As before, would you please confirm the treasury -- State Treasury representative is requested to confirm.

Unknown Shareholder

shareholder
#124

Yes, I confirm the remarks as read out.

Leszek Koziorowski

executive
#125

This is the rules and regulation. The resolution is the attachment. So technically speaking, that's the way it is. Ladies and gentlemen, are there any proposals of changes because I believe -- are there any suggestions of changes? If there are none, I understand that you will request 5-minute break again, right? I just want to check whether we can organize it in a more complex way. No, it's not possible. So it's 12:41. 12:45 is the break according to the shareholders' motion to be consulted. [Break]

Leszek Koziorowski

executive
#126

Ladies and gentlemen, if we have people looking into the room, the time for the break is over. We can start. Let's take our seats. Sub-point M of point 8, adoption of the Supervisory Board and Management Board remuneration policy. The change of the attachment, so the policy has been proposed. It was read out. I'm not going to do that again. Let's vote as the proposal presented. Everybody is ready. So let's have the system ready. Absolute majority of vote is required to accept this resolution. Please cast your votes now. [Voting]

Leszek Koziorowski

executive
#127

I believe that everybody has cast their votes. Can I have the presentation of the results? Thank you very much. The resolution has been adopted. For, 575,908,278; against, 8,660; abstentions, 288,244,814. So the resolution has been adopted by the majority of votes. Point 8 has been exhausted. Let's proceed with point 9, the presentation by the Supervisory Board of the assessment of the remuneration policy of PKO BP, compliance of PKO BP with Corporate Governance Principles for Supervisory Institutions, PKO Bank Polski compliance with the disclosure obligations concerning compliance with the corporate governance principles defined in the Warsaw Exchange Rules and the regulations on the current periodic reports published by issuers of securities, rationality of PKO BP sponsorship, charity and other similar activities policy. Ladies and gentlemen, the reporting information are also included in the assessment of the Supervisory Board. The Supervisory Board members are with us. So I'd like to learn whether there is anybody willing to take the floor in this point. If there are no people willing to take the floor, if there are no questions, thank you very much. And we exhausted point 9. And the last point, a substantial point #10, adoption of resolution on the appointment of the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski S.A. First and foremost, can we switch to secret voting system, and this will continue until the end of today's proceedings. All these will be secret votings. Before that, there is a number of facts that should be stated. The Supervisory Board, we've got the new terms of office. Therefore, this annual shareholders meetings is the time when the terms of office finishes for the previous period. So there is a specific mode of [ selection ]. Paragraph 11 gives clear regulations. First and foremost, I'd like to get the request. I'd like to ask you about the number of the people who will be sitting on the Board. According to Paragraph 11, Section 1, the body to decide about the number of people on the Board is the State Treasury. I'd like to have the presentative of the State Treasury pursuant to the company's code.

Unknown Shareholder

shareholder
#128

[ Dominika Hafska ], the proxy of the State Treasury. I file the motion for the new terms of our office for 11 people. If you allow me I'd like to inform that the State Treasury has filed the candidates. The names have been published on the website and they comply with legal rules and regulations, and they have been positively assessed of the Board for companies.

Leszek Koziorowski

executive
#129

Thank you very much. Ladies and gentlemen, it was filed by the State Treasury, and I'd like to state, according to the statement, that according to Paragraph 11.4, the composition of the terms of office of Supervisory Board is 11 people. And this is the number of seats to be distributed today. The shareholder to file candidates, the State Treasury has filed these. And in addition to the State Treasury, there are candidates filed by other shareholders. I would like to have the representatives of the shareholders to confirm their candidates despite publication on the website. The floor is yours. I can see them raising hand.

Unknown Shareholder

shareholder
#130

Santander TFI representative. Ladies and gentlemen, I confirm filing for the candidate. It has been sent to the company and also placed on the website. And all documents required by the law have been delivered in electronic version. I've got the original copies of the documents required.

Leszek Koziorowski

executive
#131

If you have the original copies, would you please submit them at the high table? This will be transferred to the company because the company is supposed to hold them. Can I have another statement? It was on behalf of Santander. Could you remind us the name?

Unknown Shareholder

shareholder
#132

[ Diego Copec ].

Leszek Koziorowski

executive
#133

I haven't noticed.

Unknown Shareholder

shareholder
#134

We propose Mr. [ Azek Stavlik ]. And there was a digital version of the documents filed.

Leszek Koziorowski

executive
#135

Are there any other proposals for candidates to sit on the Supervisory Board? Ladies and gentlemen, we have 10 candidates. I allowed myself to set them in a alphabetical order because we'll be voting them in this order. And this is how I'm going to read them out, if you haven't read the information placed by the company: Mr. Mariusz Andrzejewski; Grzegorz Chlopek; Grazyna Ciurzynska; Zbigniew Hajlasz; Marcin Izdebski; Mr. Wojciech Jasinski; Mr. Andrzej Kisielewicz; Mr. Rafal Kos; Mr. Krzysztof Michalski; Mr. Piotr Michalski. These are the candidates that have been filed and read by alphabetical order. So not having aligned them with particular entities that filed for them. I understand also that I will flash the information and also the statement of the comments here on the monitors. So is it technically possible? Yes. Or do you need a break? No, everything is fine. So the break is not needed. And so the system is ready for the flashings. So I would like to state this. In accordance with Paragraph 11 of the company's statutes, each candidate will be put under a separate vote, it's obvious, but also this is stated by the company's statute. And in order to pass this resolution, the simple majority of vote is required. So the simple majority of votes cast is enough to apply [ the companies ]. Because we have fewer candidates than the number of mandates, so each candidate who will run, a simple majority of votes cast will be automatically appointed to the membership of the Supervisory Board. So we'll put under a vote the candidates in alphabetical order. And then you will on the screen that this candidate is fulfilling the criteria. So the first information refers to Mariusz Andrzejewski. And as for the wording on the resolution, you can read what is on the screen. There are certain wording of the resolution. It was proposed by the State Treasury, the resolution regarding on the appointment of the Supervisory Board of Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna pursuant to Article 22 item 2 of the banking law, the Annual General Meeting, having assessed the candidate's compliance with requirements referred to in Article 22aa of the banking law, adopts the following. Paragraph 1, here, we have the name of the candidate that we have a blank place. So mister/madame is appointed to the Supervisory Board for another joint term of the Supervisory Board starting at the end of the current term of the Supervisory Board. The resolution enters into force on the date of its adoption. This is my question to the representative of State Treasury. Can I get a confirmation that this draft was published in 27/2020 report, and this is this draft that I will put under vote each time. So this is the current report 27/2020. So are there any questions regarding the resolution, the manner of procedure or you need more explanations on my part? No, I can't see. So the first resolution refers to the appointment of Mariusz Andrzejewski. So it is a secret vote, and simple majority of the votes cast is required. So now the system is ready, please cast your votes. [Voting]

Leszek Koziorowski

executive
#136

Thank you very much. I close the vote. So I would like to confirm that this resolution has been adopted. For, 674,201,547; against, 151,410,490; abstentions, 38,551,716 votes. So the resolution was adopted. Congratulations. The next candidate in alphabetical order, Grzegorz Chlopek. So could you please prepare the system for the vote? The system is ready. I open the vote on this candidate. We can see also the statement of the candidate on the screen. So this is the information on fulfilling the criteria, each time showed for each candidate. So we are waiting for the end of the vote, one more moment. [Voting]

Leszek Koziorowski

executive
#137

Thank you. I close the vote. And now I will read the results that will be presented to you. So I would like to confirm that this resolution has been adopted. For, 645,197,528; against, 151,412,510; abstentions, 67,551,715. So congratulations again. The next person to be put under a vote is Grazyna Ciurzynska. So you can see the information on the candidate on the screen. The system is ready. So I order the vote. [Voting]

Leszek Koziorowski

executive
#138

Thank you very much. I close the vote. And now I will read the results to you. So I would like to confirm that this resolution has been adopted. For, 674,199,527; against, 151,412,510; and abstentions, 38,551,716. Congratulations on your choice. So the next person is Zbigniew Hajlasz. So this is the next candidate proposed. We can still see the information on the candidate. So the system is ready. Please cast your votes now. [Voting]

Leszek Koziorowski

executive
#139

I close the vote. And now I will read the result to you. So I'd like to confirm that this resolution has been adopted. For, 674,199,527; against, 151,412,510; and abstentions, 38,551,716. So congratulations to you on your acceptance of the candidacy of Zbigniew Hajlasz. And the next candidate is Marcin Izdebski. So you can see also the information on the candidate on the screen. So please cast your votes on this candidate now. [Voting]

Leszek Koziorowski

executive
#140

So I close the vote, and I will read now the result to you. Thank you. I would like to confirm this resolution has been adopted. For, 553,284,527; against, 151,412,510; and abstentions, 159,466,716. So the resolution was granted the simple majority of votes cast. And congratulations on the candidate. The next, candidate is Wojciech Jasinski. And we can see information on the candidate now. So please, the system is ready for the vote, and I order the vote. [Voting]

Leszek Koziorowski

executive
#141

Thank you. I close the vote, and I would like to see the results of the vote. I would like to confirm the resolution has been adopted. For, 674,199,527; against, 151,412,510; and abstentions, 38,551,715. Congratulations. And the next combinate is Andrzej Kisielewicz. Thank you. So the information on the candidate is flashed on the screen. And now I order the vote. [Voting]

Leszek Koziorowski

executive
#142

Thank you very much. I close the vote. And I will read the result of the vote now. So I would like to confirm that this resolution has been adopted. For, 674,201,547; against, 151,410,490; and abstentions, 38,551,716. So this choice was made. Congratulations. Rafal Kos, this is the next candidate to be a member of the Supervisory Board -- the candidate submitted to be a member of the Supervisory Board. So we have the information on the candidate on the screen. And now I order the vote on this candidate. [Voting]

Leszek Koziorowski

executive
#143

Thank you. I close the vote, and I will read the result now. So the resolution has been adopted. We have, for, 645,194,527; against, 151,412,510; and abstentions, 67,556,715. So congratulations on your choice. Krzysztof Michalski, this is the last, but one, candidate. Thank you. We have the information on the candidate on the screen, and I order the vote on this candidate. [Voting]

Leszek Koziorowski

executive
#144

Thank you very much. I close the vote, and I will read the result to you now. So I'd like to confirm the resolution has been adopted. For, 674,199,527; against, 151,412,510; and abstentions, 38,551,716. Congratulations. And the last candidate is Piotr Michalski. We have the information on the candidate on the screen. And I order the vote. [Voting]

Leszek Koziorowski

executive
#145

Thank you very much. I close the vote. And I would like to see the result on the screen. Now the result is shown on the screen. So I'd like to confirm the resolution has been adopted. For, 674,199,527; against, 151,412,511; and abstentions, 38,551,715. So Mr. Piotr Michalski has been appointed. Congratulations. I'd like to congratulate all the candidates. All the persons have been appointed. So from the small [ mandate ] members of the Supervisory Board. So we have 10 nominees of the members of the Supervisory Board. Of course, the Supervisory Board is capable of operating. But we have still 2 issues to be discussed. Now the most important is the Chairman and the Vice Chairman of the Supervisory Board. In accordance with the company's statute, the Chairman and Vice Chairman of the Supervisory Board are appointed by the authorized shareholder, namely the State Treasury, in accordance with Paragraph 12, Section 1. So could you please make a statement to the protocol?

Unknown Shareholder

shareholder
#146

On behalf of the State Treasury, to confirm that the Chairman is Zbigniew Hajlasz and the Vice Chairman is Marcin Izdebski.

Leszek Koziorowski

executive
#147

Thank you very much for the statement, and I would like to confirm to the notary public that the Chairman State Treasury appointed in line with the Paragraph 12 is Zbigniew Hajlasz and the Vice Chairman of the Supervisory Board is Marcin Izdebski. And in accordance with this Paragraph 11 of the company's statute, this information will be included in the minutes of today's meeting. So in this way, we have the complete -- we have the collective appointed members of the management -- of the Supervisory Board. And under point #10, there's also one more resolution to be adopted, point 10 of the agenda. Mainly, this is the resolution on the suitability because I would like to refer to the particular report number. So I'm just looking for this number. This is report no. 26/2020. I will put under a vote the resolution regarding the assessment of the collective suitability of members of the Supervisory Board in accordance with the report 26/2020. And I will put this resolution under the vote on this assessment of the collective suitability of the Supervisory Board of the bank. So do you have any questions regarding this resolution? I think that this vote won't be secret. It will be open vote. So could you please change the system?

Unknown Shareholder

shareholder
#148

So Mr. Chairman, I need a 5-minute break, and I would like to have the paper and the form of this table prepared by the company.

Leszek Koziorowski

executive
#149

So are there any other requests which could be resolved during the break? So complying with the request from the representative of the State Treasury, I order the break. So it's 16 past 1, so I think 20 minutes past 1 p.m., this will be the break for actually discussing this last resolution today. [Break]

Leszek Koziorowski

executive
#150

Ladies and gentlemen, take your seats. We shall resume the proceedings of the shareholders' meeting. I believe that everybody's in the room. Let me remind you that we are covering the last point, #10. And this is the last resolution to adopt 26/2020 still a part of what was published on adopted resolutions and appointment of Supervisory Board's suitability. Now are there any questions? No. Get the system ready. I believe that printout has been handed out. Cast your votes now. This is open voting. This is absolute majority that is in place, not as Paragraph 13 of Articles of Association of the company. [Voting]

Leszek Koziorowski

executive
#151

Thank you very much. I close the voting procedure. Can I have the results of these? It was adopted. For, 667,966,790; against, 151,410,490; abstentions, 44,784,452. So the General Shareholders' Meeting adopted the resolution. And ladies and gentlemen, we have exhausted the agenda of today's meeting. I wish to express my gratitude for your presence in the meeting to the shareholders and their proxies. I would like to thank the Board, the Supervisory Board. I'd like to congratulate the Supervisory Board to be elected for the new terms of office. I'd like to thank the technical services, internal, external services, that made it possible to run smoothly. And I'd like to thank the notary public. And we are waiting for more because we are waiting for what is in writing because we are going to make a notary deed that confirms adoption of the resolutions. I'd like to thank, congratulate. And hereby I officially close the shareholders' meeting. [Statements in English on this transcript were spoken by an interpreter present on the live call.]

For developers and AI pipelines

Programmatic access to Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna earnings transcripts and 32,000+ others is available through the EarningsCalls.dev REST API. Plans from $24.99/month — full transcripts, speaker segments, full-text search, and the recently-added /api/v1/transcripts/recent polling endpoint for ETL pipelines.