The Principles of Corporate Governance for Supervised Institutions (hereinafter: Principles), adopted by the PFSA by Resolution No. 218/2014 of the Polish Financial Supervision Authority of 22 July 2014 (Official Journal of the PFSA, item 17), were adopted at the Bank for application in 2014 within the scope of the powers and duties of the Management Board and the Supervisory Board of the Bank.
As the Bank was not active in the management of client risk assets, Chapter 9, concerning this matter, was excluded from application.
In 2015, the Bank's General Meeting, within the scope of its powers, adopted the Principles for application, subject to the following waivers:
- § 8(4) of the Principles with regard to ensuring that shareholders can participate in General Meeting meetings by means of electronic communication,
The waiver of the application of the aforementioned principle was justified by legal and organisational and technical risks.
- § 10, section 2 of the Principles with regard to the introduction of personal or other special rights for shareholders,
- § 12 (1) of the Principles regarding the responsibility of shareholders for the prompt recapitalisation of a supervised institution,
The above principles were excluded due to the unfinished process of privatisation of the Bank by the State Treasury.
- § 28(4) of the Principles with regard to the assessment by the decision-making body as to whether the remuneration policy established is conducive to the development and operational security of the supervised institution.
The deviation from the above-mentioned principle was justified by the overly broad subjective scope of the remuneration policy, which is subject to assessment by the constituting body.
The scope of the derogations changed in 2021 - at that time the derogation from the principle set out in § 8 (4) was abandoned due to the pandemic period.
The Bank's Annual General Meeting decided by resolution of 28 June 2024 to waive the remaining exemptions in the application of the Principles with the proviso that, in the case of § 28.4 of the Principles, the assessment will be made starting from the Annual General Meeting held after the end of the current financial year.