Report No. 12/2016

Legal basis:

Paragraph 5.1.21 and 22 of the Regulation of the Minister of Finance dated 19 February 2009 on  current and periodic information published by issuers of securities and on the conditions under which such information may be recognized as being equivalent to information required by the regulations of law of a state which is not a member state (“Regulation”)

The report:

The Management Board of PKO Bank Polski S.A. (“Bank”) hereby informs that on 25 February 2016, pursuant to Art. 385 §1 of the Commercial Companies Code, the Bank’s Extraordinary General Meeting dismissed the members of the Bank Supervisory Board Mr: Jerzy Góra, Mirosław Czekaj, Piotr Marczak , Marek Mroczkowski, Krzysztof Kilian and Ms Zofia Dzik.

The Management Board of the Bank hereby informs that the Bank’s Extraordinary General Meeting convened for 25 February 2016 - pursuant to Art. 385§1 of the Commercial Companies Code – appointed Mr: Mirosław Barszcz, Adam Budnikowski, Wojciech Jasiński, Andrzej Kisielewicz, Janusz Ostaszewski, Piotr Sadownik and Ms Agnieszka Winnik – Kalemba  as the members of the Bank’s Supervisory Board.

The State Treasury as the Authorised Shareholder, pursuant to paragraph 12.1 of the Bank’s  Articles of Association, appointed:

1.  Mr Piotr Sadownik - for the position of the Chairman of the Supervisory Board.

2. Ms Agnieszka Winnik – Kalemba  - for the position of the Deputy Chairman of the Supervisory Board.

The following information about the appointed Supervisory Board members:

Piotr Sadownik

A graduate from the Faculty of Law of Warsaw University and Université Paris II Pantheon – Assas. He got the professional title of advocate at the Regional Advocate Bar in Warsaw in 1996. He started his professional career in 1993 in the Warsaw office of Gide Loyrette Nouel law firm.

At present he is a partner responsible for the Departments of Dispute Resolution and Arbitration, Infrastructural Projects and Public Law as well as the Intellectual Property Law at the Warsaw Office of Gide Loyrette Nouel.

He represents the law firm’s clients at court and provides advice to Polish companies as well as international investors as part of infrastructural and public procurement projects. He also specializes in intellectual property law.

He is a lawyer recommended by Legal 500 EMEA and Chambers Europe as regards litigation. In addition, Legal 500 recommends him regarding matters of energy and natural resources, as well as intellectual property.

Since 15 February 2016 he is a member of the Supervisory Board of Bank Ochrony Środowiska S.A.

Agnieszka Winnik –Kalemba

She is graduated in 1995 from the Faculty of Law and Administration of the Wrocław University. In years 1995 – 1997 she was an U.S. government scholarship student in post-graduate studies at Georgetown University in Washington. In years 1999-2003 she completed post-graduate legal training as an attorney.

Since 2003 she is the owner of Attorney’s Office Agnieszka Winnik- Kalemba.

In years 1989 – 2003 she worked at the Office of Regional Management of NSZZ Solidarność of Dolny Śląsk Region, she worked as a legal assistant at Law Office of Bowles, Keating, Matuszewich & Fiordalisi, a legal assistant of Prof. Leon Kieres, the President of the Chamber of Regions of the Council of Europe in Strasbourg at the Self-government Assembly of Wrocławskie Voivodship, a director of the Legal Support Office of the Voivod Marshal’s Office in Wrocław and the head of the Regional Office of the Association of Family Physicians – Employers.

Mirosław Barszcz

Graduate of the Catholic University of Lublin, where he obtained the title of Master at Law. Currently employed at PGNiG SA. In 2013-2014 he was an independent advisor in the field of strategic and financial advisory, negotiations, project management, change management. Has extensive experience in auditing firms (1996-1997 Ernst & Young, 1998 -2001 Arthur Andersen, 2001 – 2004 PricewaterhouseCoopers), law firms (2005 Baker & McKenzie, 2008-2013 GWW Legal) and the government administration (2005 – 2006 Undersecretary of State in the Ministry of Finance, 2007 – Minister of Construction, 2011 – 2013 advisor of the Minister of Justice). Participated in more than 30 training courses (organised by Ernst & Young, Arthur Andersen, PricewaterhouseCoopers) including in the field of taxes, finances, human resources management, negotiations, project management, change management, cultural differences, communication. Has consulting experience in many industries, including: financial, information technology, telecommunications, energy, construction, real estate development, pharmaceutical, manufacturing, banking, commerce, logistics, tourism industries. Participated in numerous projects of government administration.

Prof. dr hab. Adam Budnikowski

 Completed his MSc studies in 1971 at the Higher School of Economics (now University of Economics in Poznań), majoring in the economics of international trade. He received his doctoral degree in 1975 at the faculty of International Trade of the former Main School of Planning and Statistics (now Warsaw School of Economics). He got his post-doctoral degree at the same faculty in 1983. In 1992, the President of Poland granted him the tile of Professor of Economic Sciences.

Professor Adam Budnikowski has been with the Warsaw School of Economics since the beginning of his career. He started working at the school in 1974 as an assistant in the Institute of International Trade Relations. In subsequent years, as he was granted higher scientific degrees, he was promoted to an assistant professor, then to associate professor, and finally full professor. In 1996, he was elected Dean of the World Economy College of the Warsaw School of Economics and held that position for two consecutive terms of office until 2002. He became Vice Chancellor of the Warsaw School of Economics in 2005 and on 5 March 2008 he was re-elected for the second term of office for the years 2008-2012. Since 2012, he has continued to hold the tenure of Vice Chancellor of the Warsaw School of Economics.

During his professional career, he has collaborated with other scientific and educational institutions, including the Polish Academy of Sciences, the Polish Economics Association, the Institute of Business Climates and Prices of International Trade (he was Deputy Director of the Institute from 1992-1993), Lublin Catholic University, Higher School of Business in Radom, Academy of Diplomacy in Warsaw and the National School of Public Administration. He has been a member of the Polish Economists Association since 2001 and since 2012 he has been a member of the presidium of the Economic Sciences Board of the Polish Academy of Sciences.

In his scientific and research career, he has taught and been a visiting researcher at Western universities numerous times. He has been, among other things, a Fulbright scholar and in 1996 he took part in missions of World Bank in Turkey and Romania as a World Bank expert.

His main areas of academic interest are related to international business. They include, among others, international business relations (with special focus on the trade policy and international finances), transformation in Central and Eastern Europe and the environmental policy.

Wojciech Jasiński

He is graduated from the University of Warsaw, the Faculty of Law and Administration (1972).

In years 1972 – 1986 he worked in Płock, for instance in the National Bank of Poland, Branch in Płock and in the Town Hall, also as a legal counsel in the Tax Chamber. In years 1990 – 1991 he organised the local government in Płockie Voivdeship, being the Delegate of the Government’s Plenipotentiary for Local Government Reform. From 1992 to 1997 he worked in the Supreme Audit Office (NIK) at the positions director of NIK’s Delegation Office in Warsaw, Finance and Budget Team, State Budget Department. In years 1997-2000 he was a Member and then the President of the Management Board of Srebrna company seated in Warsaw. He was a Member of the Supervisory Board of Bank Ochrony Środowiska in years 1998 – 2000. From September 2000 to July 2001 he held the position of Undersecretary of State in the Ministry of Justice. In years 2006 – 2007 he was the Minister of State Treasury.

Since 2001 he has been the Member of Polish Parliament (4th, 5th, 6th, 7th and 8th terms of the Parliament), where he performed the following function: the Chairman of Standing Subcommittee for the Banking System and Monetary Policy, Chairman of the Economy Committee, Chairman of the Public Finance Committee. He was also a member of the State Treasury Committee in the Parliament.

On 16 December 2015 Mr. Wojciech Jasiński was appointed by the Supervisory Board of PKN ORLEN S.A. to the function of the President of the Company’s Management Board for the joint term of office of the Management Board that ends on the date of the Ordinary General Meeting of Shareholders that approves the company’s financial statement for 2016.

Prof. dr hab. Andrzej Kisielewicz

Holds the title of Professor of Mathematical Sciences. He is employed at the University of Wrocław, Faculty of Mathematics and Computer Science. He defended his habilitation at the University of Wrocław, and obtained the title of PhD at Mathematical Sciences at the Polish Academy of Sciences. Graduate of the University of Wrocław. Gained experience in the academic centres such as: Opole University, Vanderbilt University (Nashville, USA), the Polish Academy of Sciences, Technische University (Darmstadt, Germany), The University of Manitoba (Winnipeg, Canada), Wrocław University of Technology. Has the experience of serving as the member of the supervisory boards. Author of more than 60 publications in the foreign journals relating to mathematics, logic and computer science and numerous books (e.g. “Sztuczna inteligencja i logika” [Artificial Intelligence and Logic], „Wprowadzenie do informatyki” itd.[An Introduction to Computer Science] etc.). He is also the author of many opinions, reviews and expert opinions, including for the Central Commission and the European Commission.  His research interests are the application of mathematics, logic and computer science in practice, artificial intelligence, business intelligence, informatisation, argumentation theory.

Prof. dr hab. Janusz Ostaszewski

Director of the Finance Institute, and in 2001-2013 head of the Finance Department, member of the Senate of the Warsaw School of Economics, an eminent specialist in finance. In 2005-2012 he was Dean of the College of Management and Finance for two terms of office.
A graduate of the Main School of Planning and Statistics of 1978, with major in Economics and Management. He got his doctoral degree in 1982 at the Faculty of Domestic Trade of the former Main School of Planning and Statistics (now Warsaw School of Economics). He received the post-doctoral degree at the same faculty in 1990. In 2003 he was awarded the title of of Professor of Economic Sciences by the President of Poland.

He completed post graduate studies in Finance and Management at Scuola Superiore Enrico Mattei in Milan. His main area of research are matters of operation of businesses, their financial management and strategy. It is reflected in the courses he has taught for many years: corporate finance, finance, management and in numerous teaching aids and books he published. The author has more than 140 various scientific papers, including 40 books, to his credit, following the receipt of the post-doctoral degree. So far 20 scholars wrote and defended their doctoral dissertations under the tutelage of Professor Ostaszewski. His interest in finance was further deepened by a several-year tenure as head of the Department of Property Matters at the Finance Ministry and subsequent service as an advisor to the President of Kredyt Lease SA, a subsidiary of Kredyt Bank SA Group and the work in the Finance Bureau of the Polish Parliament Office.

The other information specified in Par. 28 of the Regulation will be disclosed in a separate current report.