2010-07-23

Legal basis: § 29(3) of the Warsaw Stock Exchange Rules (as of 19 May 2010). The report: The Management Board of Poszechna Kasa Oszczędności Bank Polski Spółka Akcyjna (“the Bank”) acting in accordance with § 29(3) of the Warsaw Stock Exchange Rules hereby informs that the Bank has performed a one-off withdrawal from application of rules specified in Part IV of the “Code of Best Practice for WSE Listed Companies” (“the Best Practices”) referring to:  setting a period longer than 15 business days between the date of setting the right to dividend and the date of dividend payment (Part IV point 6 of the Best Practice), and  setting such conditions of conditional dividend payment whose fulfilment must take place after the date of setting the right to dividend (Part IV point 7 of the Best Practices). Part IV point 6 of the Best Practices reads as follows: “The date of setting the right to dividend and the date of dividend payment should be set so to ensure the shortest possible period between them, in each case not longer than 15 business days. A longer period between these dates requires detailed grounds.” Part IV point 7 of the Best Practices reads as follows: “A resolution of the General Meeting concerning a conditional dividend payment may only contain such conditions whose potential fulfilment must take place before the date of setting the right to dividend.” Resolutions on distribution of profit and disbursement of dividend adopted by the Ordinary General Meeting on 23 July 2010 aim to make the manner of distribution of profit earned by the Bank in 2009 dependent on possible Bank activities related to potential processes of disposal or transfer of control over entities acting in the national banking sector. The dates indicated for the fulfilment of conditions specified in the resolution on distribution of profit were set so as to enable the Bank to conduct essential analyses related to its potential engagement in a potential process of taking control over another bank with its registered seat on the territory of the Republic of Poland, make relevant investment decisions or a potential conclusion of a transaction. Taking into consideration the above mentioned reasons, the date of 10 December 2010 was suggested as a date specified in § 1(2) of the resolution on distribution of profit. Such setting of a final date reliable for verification of fulfilment or failure of fulfilment of the condition – necessary for the reasons mentioned above – shall mean that the verification of the fulfilment or failure of fulfilment of the condition shall take place after the date of setting the right to dividend, which date may be set within the consecutive three months at the latest following the date on which the resolution on distribution of profit and disbursement of dividend was adopted (Article 348(3) of the Code of Commercial Partnerships and Companies). The above shall mean a one-off withdrawal from application of the rule referred to in Part IV point 7 of the Best Practices, of which the Bank hereby informs in this report. Moreover, the above mentioned setting of the date reliable for verification of fulfilment or failure of fulfilment of the condition also determines an appropriate setting of dividend disbursement date. The dividend disbursement date must not take place earlier than the date reliable for verification of fulfilment or failure of fulfilment of the condition on which dividend disbursement depends. Taking the above into consideration, the date of 20 December 2010 was set as a date of disbursement of dividend which means a one-off withdrawal from application of the rule referred to in Part IV point 6 of the Best Practices, of which the Bank hereby informs in this report, simultaneously presenting detailed basis for the performed withdrawal in accordance with Part IV point 6 sentence 2 of the Best Practices.