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Bank Millennium S.A.

AGM Information Feb 27, 2025

5525_rns_2025-02-27_0f3efc76-26f2-4c79-a1de-c7eb8f65f6b4.pdf

AGM Information

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Agenda of the General Meeting of 27.03.2025

    1. Opening of the General Meeting.
    1. Information on the voting method.
    1. Election of the Chairperson of the General Meeting (resolution no. 1).
    1. Confirmation of the correctness of convening the General Meeting and its ability to adopt binding resolutions.
    1. Presentation of the agenda of the General Meeting.
    1. Election of the Voting Committee.
    1. Consideration and approval for the financial year 2024: the financial report of Bank Millennium S.A. and the combined report of the Management Board on the activity of Bank Millennium S.A. and the Bank Millennium S.A. Capital Group which includes, in particular, the sustainability reporting of Bank Millennium S.A. and the Bank Millennium S.A. Capital Group (resolution no. 2).
    1. Consideration and approval of the financial report of Bank Millennium S.A. Capital Group for financial year 2024 (resolution no. 3).
    1. Consideration and approval of the report of the Supervisory Board of Bank Millennium S.A. for financial year 2024, covering:

− the results of the assessment of the combined Management Board report on the activity of Bank Millennium S.A. and Bank Millennium S.A. Capital Group, which includes, in particular, the sustainability reporting of Bank Millennium S.A. and Bank Millennium S.A. Capital Group, and the financial reports of Bank Millennium S.A. and Bank Millennium S.A. Capital Group for financial year 2024,

− the result of the assessment of the Management Board's motion on the distribution of profit for financial year 2024, pursuant to art. 382 § 3 item 2) of the Code of Commercial Companies, − information, reports and evaluations required in accordance with "Corporate Governance Principles for Supervised Institutions" of the Polish Financial Supervision Authority and "Best Practice of Companies Listed on the WSE (Warsaw Stock Exchange) 2021" and "Recommendation Z" from the Polish Financial Supervision Authority including the summary of the 2024 activity of the Supervisory Board and its committees, (resolution no. 4).

    1. Taking a resolution on the distribution of profit for financial year 2024 (resolution no. 5).
    1. Taking resolutions in the matter of discharging Members of the Management Board of Bank Millennium S.A. and Members of the Supervisory Board of Bank Millennium S.A. from the performance of their duties in financial year 2024 (resolutions no. 6 to no. 24).
    1. Taking a resolution in the matter of assessment of the remuneration policy in Bank Millennium S.A. (resolution no. 25).
    1. Taking a resolution in the matter of expressing opinion regarding the Supervisory Board report on the remuneration of Members of the Bank's Management Board and Supervisory Board (resolution no. 26).
    1. Taking a resolution in the matter of Policy of remuneration of the members of Management Board and Supervisory Board of the Bank (resolution no. 27).
    1. Adoption of a resolution in the matter of remunerating members of the Bank's Supervisory Board (resolution no. 28).
    1. Taking a resolution on the assessment of the adequacy of internal regulations concerning the functioning of the Supervisory Board and effectiveness of its activity (resolution no. 29).
    1. Determination of the number of members of the Bank Millennium S.A. Supervisory Board (resolution no. 30).
    1. Conducting the selection and suitability assessment of candidates for members of the Supervisory Board as well as the election of members of the Bank Millennium S.A. Supervisory Board (resolutions nos. 31 to [YY+1]*).
    1. Information on the By-laws of Bank Millennium S.A. Supervisory Board (resolution no. YY+2).
    1. Taking resolutions on amendments to the Articles of Association of Bank Millennium S.A. (resolutions nos. YY+3, YY+4 and YY+5).
    1. Taking a resolution on the establishment of the incentive program and the rules for its implementation, the release of the reserve capital established by resolution No. 4 of the Extraordinary General Meeting of the Bank of August 27, 2019 and the creation of the reserve capital for the acquisition of shares under the incentive program (resolution no. YY+6).
    1. Closing of the General Meeting.

*"YY" resolution number identification has been introduced due to the fact that at the time of convening the General Meeting the number of Supervisory Board members of the new term of office - decided by the General Meeting - is not known and in consequence the number is unknown (and numerical identification) of resolutions in the matter of appointment of Supervisory Board Members.

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