Content of the resolutions adopted by the Extraordinary General Meeting of Alior Bank S.A. convened for February 26, 2025
Resolution No 1/2025 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated February 26, 2025
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 Mr. Marek Jacek Chmaj 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 88.727.859 valid votes from 88.727.859 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 67.96% of the share capital of ALIOR BANK S.A., whereby:
- 88.727.859 valid votes were cast in favor of the resolution;
- none votes were "against" the resolution;
- none votes were "abstained";
- the resolution has been adopted.
Resolution No 2/2025 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated February 26, 2025
on: adoption of the agenda of the General Meeting of the Bank
§ 1
The Extraordinary General Meeting of the Bank adopts the following agenda:
§ 2
The resolution shall enter into effect into upon its adoption.
- shareholders representing jointly 88.727.859 valid votes from 88.727.859 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 67.96% of the share capital of ALIOR BANK S.A., whereby:
- 88.727.859 valid votes were cast in favor of the resolution;
- none votes were "against" the resolution;
- none votes were "abstained";
- the resolution has been adopted.
Resolution No 3/2025 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated February 26, 2025
on: appointment of a member 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 initial assessment of the suitability of Mr. Tomasz Kulik, the candidate for a Member of the Supervisory Board of the Bank;
- 2) appoints Mr. Tomasz Kulik to the Supervisory Board of the Bank as of March 5, 2025.
§ 2
The resolution shall enter into effect upon its adoption.
- shareholders representing jointly 88.727.859 valid votes from 88.727.859 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 67.96% of the share capital of ALIOR BANK S.A., whereby:
- 71.961.106 valid votes were cast in favor of the resolution;
- 16.482.075 valid votes were "against" the resolution;
- 284.678 valid votes were "abstained";
- the resolution has been adopted.
Resolution No 4/2025 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated February 26, 2025
on: appointment of a member 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 initial assessment of the suitability of Mr. Waldemar Maj, the candidate for a Member of the Supervisory Board of the Bank;
- 2) appoints Mr. Waldemar Maj to the Supervisory Board of the Bank as of March 5, 2025.
§ 2
The appointment referred to in § 1 point 2 will take place on condition that Mr. Waldemar Maj effectively resigns from the functions he performs, listed in Mr. Waldemar Maj's statement from February 20, 2025.
§ 3
The resolution shall enter into effect into upon its adoption.
- shareholders representing jointly 88.727.859 valid votes from 88.727.859 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 67.96% of the share capital of ALIOR BANK S.A., whereby:
- 71.961.106 valid votes were cast in favor of the resolution;
- 16.482.075 valid votes were "against" the resolution;
- 284.678 valid votes were "abstained";
- the resolution has been adopted.
Resolution No 5/2025 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated February 26, 2025
on: appointment of a member 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 initial assessment of the suitability of Mr. Wojciech Kostrzewa, the candidate for a Member of the Supervisory Board of the Bank;
- 2) appoints Mr. Wojciech Kostrzewa to the Supervisory Board of the Bank as of March 5, 2025.
§ 2
The appointment referred to in § 1 point 2 will take place on condition that Mr. Wojciech Kostrzewa effectively resigns from the functions he performs, listed in Mr. Wojciech Kostrzewa's statement from February 19, 2025.
The resolution shall enter into effect into upon its adoption.
- shareholders representing jointly 88.727.859 valid votes from 88.727.859 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 67.96% of the share capital of ALIOR BANK S.A., whereby:
- 71.961.106 valid votes were cast in favor of the resolution;
- 16.482.075 valid votes were "against" the resolution;
- 284.678 valid votes were "abstained";
- the resolution has been adopted.
Resolution No 6/2025 of the Extraordinary General Meeting of Alior Bank Spółka Akcyjna dated February 26, 2025
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 upon its adoption.
- shareholders representing jointly 88.727.859 valid votes from 88.727.859 shares participated in a secret vote on the above resolution, which is (after rounding to two decimal places) 67.96% of the share capital of ALIOR BANK S.A., whereby:
- 74.274.798 valid votes were cast in favor of the resolution;
- 14.341.274 valid votes were "against" the resolution;
- 111.787 valid votes were "abstained";
- the resolution has been adopted.