79. Events that occurred after the date on which the financial statements are prepared
79. Events that occurred after the date on which the financial statements are prepared
On 2 February 2024, the Extraordinary General Shareholders’ Meeting (EGM) of the Bank recalled the following members from the Bank’s Supervisory Board: Mr Mariusz Andrzejewski, Mr Wojciech Jasiński, Mr Dominik Kaczmarski, Mr Rafał Kos, Mr Tomasz Kuczur, Mr Maciej Łopiński, Mr Robert Pietryszyn, Mr Bogdan Szafrański.
At the same time, the Bank announces that the EGM appointed the following persons to the Bank’s Supervisory Board: Mr Maciej Cieślukowski, Ms Hanna Kuzińska, Mr Szymon Midera, Mr Andrzej Oślizło, Mr Marek Panfil, Mr Marek Radzikowski, Mr Paweł Waniowski, Ms Katarzyna Zimnicka-Jankowska.
The State Treasury as the Eligible Shareholder, pursuant to the Bank’s Articles of Association, appointed:
Ms Katarzyna Zimnicka-Jankowska – for the position of the Chair of the Bank’s Supervisory Board
Mr Paweł Waniowski – for the position of the Deputy Chair of the Bank’s Supervisory Board.
On 7 February 2024, Mr Dariusz Szwed resigned from the function of the President of the Bank’s Management Board as well as from the membership in the Bank’s Management Board effective as of 14 February 2024.
On 14 February 2024, the Supervisory Board resolved to recall the following members from the Bank’s Management Board:
Mr Andrzej Kopyrski,
Mr Paweł Gruza,
Mr Maciej Brzozowski,
Mr Marcin Eckert,
Mr Wojciech Iwanicki,
Mr Artur Kurcweil.
The resolutions on the aforementioned recalls became effective upon adoption.
The Supervisory Board delegated the following members of the Supervisory Board:
Mr Szymon Midera to temporarily perform the duties of Vice President of the Management Board from 15 February 2024, with assignment to manage the work of the Management Board,
Mr Maciej Cieślukowski to temporarily perform the duties of Vice-President of the Management Board from 14 February 2024,
Mr Marek Radzikowski to temporarily perform the duties of Vice-President of the Management Board from 14 February 2024.
On 20 February 2024, the Management Board of PKO Bank Polski S.A. informed that it had decided to issue senior non preferred bonds („Bonds”) within the framework of the Programme for the issue of own bonds on the domestic market, the establishment of which was announced by the Bank in report No 32/2011 („Programme”). The Programme has been modified in order to allow the Bonds to be recognised as eligible liabilities of the Bank pursuant to Article 97a(1) para. 2 of the Act of 10 June 2016 on the Bank Guarantee Fund, the deposit guarantee scheme and resolution.
On 23 February 2024, the Bank closed the subscription for 5 years senior non preferred notes with a total nominal value of PLN 1 billion, carried out on the domestic market under the own bond issue Programme of PLN 5 billion. The interest rate on the bonds is variable, representing the sum of the WIBOR 6M benchmark rate and a margin of 159 bps. The Bank may have the right of early redemption of the Bonds upon approval of the Bank Guarantee Fund. The date of issue is scheduled for 28 February 2024. The bonds will be classified as eligible liabilities of the Bank within the meaning of Article 97a(1)(2) of the Act of 10 June 2016 on the Bank Guarantee Fund, the deposit guarantee scheme and resolution.
On 21 February 2024, the Bank received the individual recommendation from the Polish Financial Supervision Authority („PFSA”) in which the PFSA confirmed that the Bank fulfils the criteria for the payment of dividend up to 75% of the profit for 2023, whereby the maximum amount of payment may not exceed the amount of the annual profit less the profit generated in 2023 already counted as own funds. The Bank has included in its own funds the net profit, achieved in the first half of 2023, in the amount of PLN 1,624,430,283 at standalone level and PLN 1,697,253,857 at consolidated level. On 26 February 2024, the Bank received the additional explanation from the PFSA in which the PFSA presented the position that the amount of the interim dividend, paid out from the portion of the profit earned in 2022 allocated to the reserve capital created for dividend payment (including interim dividends) may not reduce the amount indicated in the PFSA’s position referred to above.
