AGM Information • Mar 3, 2023
AGM Information
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Bank Millennium S.A.
3 March 2023
Current Report No. 8/2023
SUBJECT: Convening an Ordinary General Meeting of Bank Millennium S.A.on 30 March 2023
The Management Board of Bank Millennium S.A with seat in Warsaw ("Bank")pursuant to art. 399 § 1 of the Code of Commercial Companies herebyinforms that it convened an Ordinary General Meeting of Bank Millennium("General Meeting") to be held on 30 March 2023 at 09.30 a.m. in theBank Millennium Head Office at ul. Stanisława Żaryna 2A, 02-593Warszawa, with the following Agenda:
1.Opening of the General Meeting.
2.Information on the voting method.
3.Election of the Chairperson of the General Meeting (Resolution No. 1).
4.Confirmation of the correctness of convening the General Meeting andits ability to adopt binding resolutions.
5.Presentation of the Agenda of the General Meeting.
6.Election of the Voting Committee.
7.Consideration and approval for the financial year 2022: the financialreport of Bank Millennium S.A. and the combined report of the ManagementBoard on the activity of Bank Millennium S.A. and the Bank MillenniumS.A. Capital Group and the combined ESG report of Bank Millennium S.A.and the Bank Millennium S.A. Capital Group (resolution no. 2).
8.Consideration and approval of the financial report of Bank MillenniumS.A. Capital Group for financial year 2022 (resolution no. 3).
9.Consideration and approval of the report of the Supervisory Board ofBank Millennium S.A. for financial year 2022, as specified in art. 382 §3 item 3) of the Code of Commercial Companies, covering:
-the results of the assessment of the combined Management Board reporton the activity of Bank Millennium S.A. and Bank Millennium S.A. CapitalGroup, combined ESG report of Bank Millennium S.A. and Bank MillenniumS.A. Capital Group and the financial report of Bank Millennium S.A. andBank Millennium S.A. Capital Group for financial year 2022,
-the result of the assessment of the Management Board's motion on thecoverage of loss for financial year 2022, pursuant to art. 382 § 3 item2) of the Code of Commercial Companies,
-information, reports and evaluations required in accordance with"Corporate Governance Principles for Supervised Institutions" of thePolish Financial Supervision Authority and "Best Practice of CompaniesListed on the WSE 2021", and "Recommendation Z" from the PolishFinancial Supervision Authority including the summary of the 2022activity of the Supervisory Board and its committees,
and performing the assessment of the remuneration policy in BankMillennium S.A.
(Resolution No. 4).
10.Taking a resolution on the coverage of the loss for financial year2022 (Resolution No. 5).
11.Discharging members of the Management Board of Bank Millennium S.A.and Members of the Supervisory Board of Bank Millennium S.A. from theperformance of their duties in financial year 2022 (resolutions No. 6 toNo. 24).
12.Opinion regarding the Supervisory Board report on the remuneration ofMembers of the Bank's Management Board and Supervisory Board`(resolution no. 25).
13.Taking a resolution on the Policy on the Selection and Assessment ofthe Suitability of Members of the Supervisory Board of Bank MillenniumS.A. (resolution no. 26).
14.Taking a resolution on amendments to the Articles of Association ofBank Millennium S.A. (resolution no. 27).
15.Closing of the General Meeting.
The Bank's Management Board hereby presents as attachments (as separatefiles):
1.the complete text of the notice on convening the General Meeting
2.draft resolutions with justifications to be considered by the GeneralMeeting
3.attachment to the draft resolution No. 26 of the General Meeting
4.Annual Report of the Supervisory Board of Bank Millennium S.A. forfinancial year 2022
5.Supervisory Board report on remuneration of the Members of theManagement Board and Supervisory Board
6.Report of the independent statutory auditor on the performance of theassurance service in the scope of assessment of the remuneration report.
Legal basis: § 19 sect. 1 item 1 and item 2 of the Regulation of theMinister of Finance of 29 March 2018 on current and periodicalinformation disclosed by issuers of securities and conditions to be metwhen recognising as equivalent information disclosed under laws of astate which is not a member state.
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