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Alior Bank S.A. — Proxy Solicitation & Information Statement 2026
Apr 1, 2026
5492_rns_2026-04-01_cc4bb667-c57e-4ebf-bd0f-c0c7be350c17.html
Proxy Solicitation & Information Statement
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Report Content Amendment to the agenda of the Annual General Meeting of Alior Bank S.A.convened for April 29, 2026
The Management Board of Alior Bank S.A. ("the Bank"), in reference tocurrent report No. 6/2026 of March 24, 2026, announces an amendment tothe agenda of the Annual General Meeting of the Bank convened for April29, 2026, made at the requests of the Bank's shareholder- PowszechnyZakład Ubezpieczeń Spółka Akcyjna ("the Shareholder") dated on April 1,2026, under Article 401 § 1 of the Commercial Companies Code.
The amendment to the agenda is to add the following item to the agenda:
"18. Adoption of resolutions on changes in the composition of theSupervisory Board of Alior Bank Spółka Akcyjna."
As a consequence of the above, the previous item 18 of the agenda of theAnnual General Meeting of the Bank is renumbered as item 19.
After considering the Shareholder's request, the proposed agenda is asfollows:
1. Opening of the Annual General Meeting.
2. Election of the Chairperson of the Annual General Meeting.
3. Verification whether the Annual General Meeting has been convenedcorrectly and is capable of adopting binding resolutions.
4. Adoption of the agenda of the Annual General Meeting.
5. Presentation and review of the following:
a) the Separate financial statements of Alior Bank Spółka Akcyjna forthe year ended 31 December 2025,
b) the Consolidated financial statements of the Alior Bank SpółkaAkcyjna Group for the year ended 31 December 2025,
c) the Report of the Management Board on the activities the CapitalGroup of Alior Bank S.A. in 2025including the report of the ManagementBoard on the activities of Alior Bank S.A. as well as the SustainabilityStatement.
6. Presentation and review of the Report on the activities of theSupervisory Board of Alior Bank S.A. in 2025.
7. Presentation to the Annual General Meeting of the Report on theassessment of the application by Alior Bank Spółka Akcyjna of theCorporate Governance Principles for Supervised Institutions in the year2025.
8. Adoption of resolutions on:
a) review and approval of the Report on the activities of theSupervisory Board of Alior Bank S.A. in 2025,
b) review and approval of the Separate financial statements of AliorBank Spółka Akcyjna for the year ended 31 December 2025,
c) review and approval of the Consolidated financial statements of theAlior Bank Spółka Akcyjna Group for the year ended 31 December 2025,
d) review and approval of the Report of the Management Board on theactivities the Capital Group of Alior Bank S.A. in 2025 including thereport of the Management Board on the activities of Alior Bank S.A. aswell as the Sustainability Statement.
9. Adoption of a resolution on the distribution of the profits of theBank for the financial year 2025.
10. Adoption of resolutions on granting discharge to Members of theManagement Board of the Bank for the performance of their duties in thefinancial year 2025.
11. Adoption of resolutions on granting discharge to Members of theSupervisory Board of the Bank for the performance of their duties in thefinancial year 2025.
12. Adoption of a resolution on the assessment of the remunerationpolicy applicable at the Bank.
13. Adoption of a resolution on the assessment of the collectivesuitability of the Supervisory Board of Alior Bank S.A.
14. Adoption of a resolution on expressing an opinion on the "Report onthe remuneration of members of the Management Board and the SupervisoryBoard of Alior Bank S.A. for the year 2025" submitted by the SupervisoryBoard of the Bank.
15. Adoption of a resolution on the adoption of the updated"Remuneration Policy for Members of the Management Board and theSupervisory Board of Alior Bank S.A."
16. Adoption of a resolution on the assessment of the adequacy ofinternal regulations concerning the functioning of the Supervisory Boardof Alior Bank S.A. and its effectiveness.
17. Adoption of a resolution amending the Articles of Association ofAlior Bank S.A.
18. Adoption of resolutions on changes in the composition of theSupervisory Board of Alior Bank Spółka Akcyjna.
19. Closure of the Annual General Meeting.
The Bank's Management Board attaches to this report the draftresolutions with their justification submitted by the Bank's Shareholder.
The full documentation which will be presented to the Annual GeneralMeeting is available on the Bank's website at www.aliorbank.pl under"Investor Relations/General Meeting".
Legal basis: § 20 para 3 of the Regulation of the Minister of Finance ofJune 6, 2025, on current and periodic information published by issuersof securities and conditions for recognizing as equivalent informationrequired by the laws of a non-member state.