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Alior Bank S.A.

AGM Information Aug 3, 2023

5492_rns_2023-08-03_41beb3a4-21be-4cec-b1bd-52c90469215e.pdf

AGM Information

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Content of the resolutions adopted by the Extraordinary General Meeting of Alior Bank S.A. convened for August 3, 2023

Resolution No 1/2023 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated August 3, 2023

on: election of the Chairperson of the General Meeting of Shareholders of the Bank.

§ 1

Pursuant to Article 409(1) of the Code of Commercial Companies and § 16(1) of the Articles of Association of Alior Bank S.A., the Extraordinary General Meeting of Shareholders of the Bank appoints Karol Maciej Szymański to act as the Chairperson of the Extraordinary General Meeting of Shareholders.

§ 2 The resolution shall enter into effect into upon its adoption.

  • shareholders representing jointly 93,800,087 valid votes from 93,800,087 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 71.85% of the share capital of ALIOR BANK S.A., whereby:
  • 93,800,086 valid votes were cast in favor of the resolution;
  • none votes were "against" of the resolution;
  • 1 valid vote were "abstained" of the resolution;
  • the resolution has been adopted.

Resolution No 2/2023 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated August 3, 2023

on: adoption of the agenda of the General Meeting of the Bank.

§ 1

The Extraordinary General Meeting of the Bank adopts the following agenda:

    1. Opening of the Extraordinary General Meeting.
    1. Election of the Chairperson of the Extraordinary General Meeting.
    1. Verification whether the Extraordinary General Meeting has been convened correctly and is capable of adopting binding resolutions.
    1. Adoption of the agenda of the Extraordinary General Meeting.
    1. Adoption of resolutions on changes in the composition of the Supervisory Board of the Bank.
    1. Adoption of a resolution on incurring the costs of convening and holding the Extraordinary General Meeting.
    1. Closure of the Extraordinary General Meeting.

§ 2

The resolution shall enter into effect into upon its adoption.

  • shareholders representing jointly 93,800,086 valid votes from 93,800,086 shares participated in an open vote on the above resolution, which is (after rounding to two decimal places) 71.85% of the share capital of ALIOR BANK S.A., whereby:
  • 93,800,086 valid votes were cast in favor of the resolution;
  • none votes were "against" of the resolution;
  • none votes were "abstained" of the resolution;
  • the resolution has been adopted.

Resolution No 3/2023 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated August 3, 2023

on: changes in the composition of the Supervisory Board of Alior Bank Spółka Akcyjna

§ 1

Pursuant to Article 385 § 1 of the Code of Commercial Companies and § 18(3) of the Articles of Association of the Bank, the Extraordinary General Meeting of the Bank dismisses Artur Kucharski from the composition of the Supervisory Board of the Bank.

§ 2

The resolution shall enter into effect into upon its adoption.

  • shareholders representing jointly 93,800,086 valid votes from 93,800,086 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 71.85% of the share capital of ALIOR BANK S.A., whereby:
  • 51,105,382 valid votes were cast in favor of the resolution;
  • 23 244 983 valid votes were "against" of the resolution;
  • 19 449 721 valid vote were "abstained" of the resolution;
  • the resolution has been adopted.

Resolution No 4/2023 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated August 3, 2023

on: changes in the composition of the Supervisory Board of Alior Bank Spółka Akcyjna

§ 1

Pursuant to § 8(7) of the "Policy of the Selection and Suitability Assessment of Members of the Supervisory Board of Alior Bank S.A.", Article 385 § 1 of the Code of Commercial Companies and § 18(1) of the Articles of Association of the Bank, the Extraordinary General Meeting:

1) approves the primary assessment of the suitability of the candidate: Mr. Jacek Kij, for a member of the Supervisory Board of the Bank;

2) appoints Mr. Jacek Kij to the Supervisory Board of the Bank.

§ 2

The resolution shall enter into effect into upon its adoption.

  • shareholders representing jointly 93,800,086 valid votes from 93,800,086 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 71.85% of the share capital of ALIOR BANK S.A., whereby:
  • 63,301,382 valid votes were cast in favor of the resolution;
  • 23,244,983 valid votes were "against" of the resolution;
  • 7,253,721 valid vote were "abstained" of the resolution;
  • the resolution has been adopted.

Resolution No 5/2023 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated August 3, 2023

on: incurring the costs of convening and holding the Extraordinary General Meeting.

§ 1

Pursuant to Article 409 § 4 of the Code of Commercial Companies, the Extraordinary General Meeting of the Bank resolves that the costs of convening and holding the Extraordinary General Meeting shall be borne by the Bank.

§ 2

The resolution shall enter into effect into upon its adoption.

  • shareholders representing jointly 93,800,086 valid votes from 93,800,086 shares participated in an open vote on the above resolution, which is (after rounding to two decimal places) 71.85% of the share capital of ALIOR BANK S.A., whereby:
  • 82,786,355 valid votes were cast in favor of the resolution;
  • 11,006,445 valid votes were "against" of the resolution;
  • 7,286 valid vote were "abstained" of the resolution;
  • the resolution has been adopted.

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