Legal basis:
Paragraph 5 point 1 of the Ordinance of the Minister of Finance on 29 March 2018 on the current and periodic information published by issuers of securities and on the conditions for recognising such information as being equivalent to information required by the provisions of law of a non-member state
The report:
The Management Board of PKO Bank Polski S.A. (“Bank”) hereby informs that on 4 October 2022 the Bank was notified that the District Court for the Capital City of Warsaw, 13th Commercial Division of the National Court Register in Warsaw registered the amendments to the Bank’s Articles of Association, adopted by the resolution No. 41/2022 of the Annual General Meeting on 12 May 2022.
The Bank’s Articles of Association were amended as follows:
1. § 30 of the Bank’s Articles of Association item 1 is replaced by the following:
“1. Irrespective of the supplementary capital, a reserve capital shall be created for offsetting potential accounting losses or for other purposes, in particular for the payment of a dividend, an interim dividend or the purchase of the own shares by the Bank in accordance with § 7, section 4.”
2. in § 34a of the Bank’s Articles of Association, the third sentence is replaced by following:
“An advance towards a dividend may amount to no more than half of the Bank’s profit earned since the end of the previous financial year, as reported in the financial statements audited by a registered auditor, plus the reserve capital earmarked for the payment of an interim dividend and less unabsorbed losses and the own shares.”.
Moreover, the Bank points out that regardless of the fact that the above-mentioned amendment to the Bank's Articles of Association within the scope of § 30 section 1 creates a legal basis for the possibility of using the reserve capital for the purchase of the Bank's own shares, any possible purchase by the Bank of own shares, leading to a decrease in own funds, will always be associated with the need for the Bank to obtain a separate permit from the Polish Financial Supervision Authority pursuant to Article 77 section 1 point a) of the Regulation (EU) No. 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No 648/2012.