Szukaj
2009-06-07

Legal basis: Paragraph 38.1.1 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 Contents of the report: Pursuant to Article 399 § 1 of the Commercial Companies Code, the Management Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna will hold an Ordinary General Meeting of Shareholders on 30 June 2009 at 11 a.m. in Warsaw at ul. Puławska 15. Agenda:

  1. Opening of the Ordinary General Meeting of Shareholders.
  2. Election of the Chairman of the Ordinary General Meeting of Shareholders.
  3. Declaration that the Ordinary General Meeting of Shareholders has been correctly convened and is capable of adopting binding resolutions.
  4. Approval of the agenda.
  5. Examination of the Management Board’s report on the Bank’s activities in 2008, containing information on the Management Board’s activities as a corporate body as well as consideration of the Bank’s financial statements for 2008 and the Management Board’s motion on the distribution of the Bank’s profit attained in 2008.
  6. Examination of the report of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna containing the results of the evaluation of the Management Board’s report on the Bank’s activities in 2008, the Bank’s financial report for 2008 as well as the Management Board’s motion on the distribution of the Bank’s profit attained in 2008, and the report on the activities of the Supervisory Board as a corporate body in 2008.
  7. Adoption of resolutions on: a) approving the Management Board’s report on the Bank’s activities in 2008, b) approving the Bank’s financial report for 2008, c) approving the Supervisory Board’s report on its activities in 2008, d) distribution of the Bank’s profit attained in 2008, e) discharging members of the Management Board from liability in connection with the performance of their duties in 2008, f) discharging members of the Supervisory Board from liability in connection with the performance of their duties in 2008.
  8. Examination of the report on the activities of the Capital Group of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna in 2008 and the consolidated financial report of the Capital Group of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna for 2008, and adoption of resolutions on: a) approving the report on the activities of the Capital Group of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna in 2008, b) approving the consolidated financial report of the Capital Group of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna for 2008.
  9. Adoption of a resolution on increasing the Bank’s share capital; proposed date on the pre-emptive record date is 23 September 2009.
  10. Adoption of resolutions on amendings the Bank’s statute.
  11. Approval of amendments to the Regulations of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna.
  12. Adoption of a resolution on acceptance of the Regulations of the General Meeting of Shareholders of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna.
  13. Presentation of information by the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna on the result of qualifying proceeding for the post of Vice-president of the Bank’s Management Board.
  14. Presentation of the report of the Supervisory Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna on the process of selling training and recreation centres.
  15. Closure of the meeting

. Pursuant to Article 402 § 2 of the Polish Commercial Companies Code, the management board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna hereby announces the projected amendments to the Bank’s statute. The present wording of § 6 section 1: “1. The Bank’s share capital shall be PLN 1,000,000,000 (one billion zloty) and shall be divided into 1,000,000,000 (one billion) shares with the nominal value of PLN 1 (one zloty) each, including:

  1. 510,000,000 (five hundred, ten million) registered series A shares numbered from A 000000001 to A 510000000;
  2. 105,000,000 (one hundred and five million) series B bearer shares numbered from B 000000001 to B 105000000;
  3. 385,000,000 (three hundred, eighty-five million) series C bearer shares numbered from C 000000001 to C 385000000.”

The proposed wording of § 6 section 1: ”1. The Bank’s share capital shall be up to 1,650,000,000 (one billion, six hundred and fifty million zloty) and shall be divided into up to 1,650,000,000 (one billion, six hundred and fifty million) shares with the nominal value of PLN 1 (one zloty) each, including:

  1. 510,000,000 (five hundred, ten million) registered series A shares numbered from A 000000001 to A 510000000;
  2. 105,000,000 (one hundred and five million) series B bearer shares numbered from B 000000001 to B 105000000;
  3. 385,000,000 (three hundred, eighty-five million) series C bearer shares numbered from C 000000001 to C 385000000,
  4. up to 650,000,000 (six hundred and fifty million) series D bearer shares.”

It has been proposed that the new addition of § 34a be added below § 34 of the Corporate Charter of the Bank as follows: “34a The Management Board is authorized to make an advance payment of anticipated dividend for the end of the financial year, provided the Bank has sufficient funds for such a payment. The disbursement of such advance payment requires the approval of the Supervisory Board.” The Management Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna announces that holders of bearer shares have the right to participate in the General Meeting of Shareholders provided that they submit, at the Bank’s registered office at ul. Puławska 15, 02-515 Warsaw, one week before the date of the General Meeting of Shareholders at the latest, i.e. by 22 June 2009, registered certificates of deposit issued by entities maintaining securities accounts and provided that they do not collect them before the General Meeting of Shareholders ends. Persons entitled under registered shares and pledgees and users entitled to vote have the right to participate in the General Meeting of Shareholders if they have been entered in the share register at least one week before the General Meeting of Shareholders is held, i.e. by 22 June 2009. Registered certificates of deposit may be submitted in 18 June 2009, 19 June 2009 and 22 June 2009 between 9 am and 3 pm. The list of shareholders entitled to participate in the General Meeting of Shareholders will be displayed at the Bank’s registered office at ul. Puławska 15, 02-515 Warsaw, from 9 am to 3 pm, three business days before the General Meeting of Shareholders is held, i.e. in 26 June 2009, 27 June 2009 and 29 June 2009. Shareholders can participate personally in the General Meeting of Shareholders or through their proxies. A power of attorney which must be in writing in order to be valid should be granted and enclosed with the minutes. The signature on a power of attorney granted by a shareholder who is a natural person should be confirmed by a notary. Persons appearing on behalf of shareholders which are legal persons should present current copies from appropriate registers (originals or true copies certified by a notary), stating the persons authorised to represent those entities. Persons authorised to participate in the General Meeting of Shareholders are requested to register and collect a voting card just outside the meeting room one hour before the meeting is held. The Management Board of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna also announces that the provisions of the Commercial Companies Code and the Statute of Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna will apply to matters not covered by this announcement.