Board/Management Information • Feb 21, 2025
Board/Management Information
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Report Content Submission of a candidate to the Supervisory Board of Alior Bank S.A.
In reference to the current report no. 2/2025, from January 30, 2025,the Management Board of Alior Bank S.A. ("Bank") hereby informs that onFebruary 21, 2025, the Bank received from investment funds managed byTowarzystwo Funduszy Inwestycyjnych PZU S.A. with its registered officein Warsaw (the "Funds"), which are shareholders of the Bank, inconnection with the Extraordinary General Meeting convened on February26, 2025, a submission of the candidacy of Mr. Wojciech Kostrzewa for aMember of the Supervisory Board of the Bank.
Mr. Wojciech Kostrzewa has agreed to be a candidate for the SupervisoryBoard of the Bank.
Moreover, in accordance with § 8 section 1 of the Policy for selectingand assessing the suitability of members of the Supervisory Board ofAlior Bank S.A. (the "Policy"), the Funds initially assessed theindividual suitability of the candidate for the Bank's Supervisory Board.
The suitability assessment was carried out on the basis of documentsconcerning the candidate and declarations submitted by the candidateprovided to the Funds, as well as on the basis of, among others, ananalysis of the requirements arising from generally applicable laws, inparticular the requirements referred to in Article 22aa of the BankingLaw Act of August 29, 1997 (the "Act"), and the suitability requirementsreferred to in the Bank's Policy.
The analysis showed that the functions currently performed by Mr.Wojciech Kostrzewa in corporate bodies exceed the number allowed by theAct. On February 19, 2025, the candidate submitted a statement that ifhe is appointed to the Supervisory Board, he will resign from thefunctions specified in the said declaration.
As a result of the assessment and accounting for the declarationsubmitted by Mr. Wojciech Kostrzewa, the Funds conclude that thecandidate meets the requirements referred to in Article 22aa of the Actand the suitability requirements referred to in the Policy.
The Funds state that Mr. Wojciech Kostrzewa has the knowledge, skills,and experience appropriate to perform the function of a Member of theBank's Supervisory Board and guarantees the proper performance of theduties entrusted to him.
According to a submitted declaration, the candidate meets theindependence criteria of a Member of the Bank's Supervisory Board, setout in the Best Practices of WSE Listed Companies from 2021.
The draft resolution submitted by the Funds and the candidate's CV areattached to this current report.
Legal basis: § 19 para 1 of the Regulation of the Minister of Finance ofMarch 29, 2018, on current and periodic information published by issuersof securities and conditions for recognizing as equivalent informationrequired by the laws of a non-member state.
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