mBank S.A.

AGM Information • May 4, 2018

Draft resolution regarding an item added to the agenda for the 31stAnnual General Meeting of mBank S.A. to be held on 12 April 2018proposed by a shareholder

The Management Board of mBank S.A., acting pursuant to Article 19 sec. 1item 4 of the Regulation of the Minister of Finance of 29 March 2018 oncurrent and periodic information published by issuers of securities andon conditions for recognising as equivalent information required by thelaws of a non-member state, hereby informs that on 2 May 2018 theeligible shareholder, Commerzbank AG, with the registered office inFrankfurt am Main, D-60261 Germany, proposed a draft resolutionregarding item 36 of the agenda (previously item 34, the numbering waschanged by a resolution adopted during the first part of the meeting)for the 31st Annual General Meeting of the Shareholders of mBank S.A.convened for 12 May 2018 and to be resumed on 9 May 2018 at 1.00 pm onthe Bank's premises at ul. Senatorska 18 in Warsaw (adoption of aresolution on the Implementation of the Incentive Programme andDetermination of the Rules for Conducting It).

The draft resolution in the wording proposed by the shareholder isattached.