Komercni Banka A.S.

Declaration of Voting Results & Voting Rights Announcements • May 2, 2014

Komercni banka, a.s. http://www.kb.cz/en Prague 1, Na Prikope 33, building identification number 969, Post Code 114 07 Identification No.: 45 31 70 54 incorporated in the Commercial Register maintained with the Municipal Court in Prague, section B, insert 1360 Disclosed on 2nd May 2014

Pursuant Act No. 256/2004 Coll. section 120b (2), Komercni banka, a.s. discloses obligatory published information – Results of the voting on resolutions proposed to general meeting:

GENERAL SHAREHOLDERS' MEETING OF KOMERČNÍ BANKA, a.s., HELD ON 30 APRIL 2014

Results of the voting on the resolutions proposed to the general meeting

Resolution No. 1

The general meeting approves the Rules of Order and of Voting of the general meeting of Komerční banka, a. s., in accordance with the proposal submitted by the Board of Directors.

The number of valid votes cast was 25,329,972. These votes were attached to 25,329,972 shares representing 67.06 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

25,314,974 of the valid votes cast were for the proposal representing 85.904696 per cent of the votes present. 84 of the valid votes cast was against the proposal representing 0.000285 per cent of the votes present. 14,914 of the votes cast abstained on this proposal representing 0.050610 per cent of the votes present.

Resolution No. 2

The general meeting elects Mr. Pavel Henzl as chair of the General Meeting.

The number of valid votes cast was 28,142,206. These votes were attached to 28,142,206 shares representing 74.51 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

28,127,242 of the valid votes cast were for the proposal representing 94.858633 per cent of the votes present. 50 of the valid votes cast was against the proposal representing 0.000169 per cent of the votes present. 14,914 of the votes cast abstained on this proposal representing 0.050297 per cent of the votes present.

Resolution No. 3

The general meeting elects Ms. Marcela Ulrichová as the minutes clerk.

The number of valid votes cast was 28,142,220. These votes were attached to 28,142,220 shares representing 74.51 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

28,127,172 of the valid votes cast were for the proposal representing 94.858397 per cent of the votes present. 50 of the valid votes cast was against the proposal representing 0.000169 per cent of the votes present. 14,998 of the votes cast abstained on this proposal representing 0.050580 per cent of the votes present.

Resolution No. 4

The general meeting elects Ms. Marie Bartošová as the minutes verifier.

The number of valid votes cast was 28,142,220. These votes were attached to 28,142,220 shares representing 74.51 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

28,127,172 of the valid votes cast were for the proposal representing 94.858397 per cent of the votes present. 50 of the valid votes cast was against the proposal representing 0.000169 per cent of the votes present. 14,998 of the votes cast abstained on this proposal representing 0.050580 per cent of the votes present.

Resolution No. 5

The general meeting elects Mr. Antonín Králík as the scrutineer.

The number of valid votes cast was 27,871,699. These votes were attached to 27,871,699 shares representing 73.79 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

27,856,651 of the valid votes cast were for the proposal representing 93.929322 per cent of the votes present. 50 of the valid votes cast was against the proposal representing 0.000169 per cent of the votes present. 14,998 of the votes cast abstained on this proposal representing 0.050571 per cent of the votes present.

Resolution No. 6

The general meeting elects Mr. Václav Novotný as the scrutineer.

The number of valid votes cast was 28,141,876. These votes were attached to 28,141,876 shares representing 74.51 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

28,126,843 of the valid votes cast were for the proposal representing 94.840377 per cent of the votes present. 119 of the valid votes cast was against the proposal representing 0.000401 per cent of the votes present. 14,914 of the votes cast abstained on this proposal representing 0.050288 per cent of the votes present.

Resolution No. 7

The General Meeting approves the Board of Directors' report on the Bank's business activity and state of assets for the year 2013 in the wording submitted by the Board of Directors.

The number of valid votes cast was 29,650,925. These votes were attached to 29,650,925 shares representing 78.50 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

29,635,961 of the valid votes cast were for the proposal representing 99,928867 per cent of the votes present. 50 of the valid votes cast was against the proposal representing 0.000169 per cent of the votes present. 14,914 of the votes cast abstained on this proposal representing 0.050288 per cent of the votes present.

Resolution No. 8

The General Meeting approves the annual financial statements of Komerční banka, a. s., for the year 2013 in the wording submitted by the Board of Directors.

The number of valid votes cast was 29,650,925. These votes were attached to 29,650,925 shares representing 78.50 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

29,635,961 of the valid votes cast were for the proposal representing 99.928867 per cent of the votes present. 50 of the valid votes cast was against the proposal representing 0.000169 per cent of the votes present. 14,914 of the votes cast abstained on this proposal representing 0.050288 per cent of the votes present.

Resolution No. 9

The General Meeting approves the distribution of the profit of Komerční banka, a. s., for the year 2013 in the total amount of CZK 13,122,881,288.56 as follows:

Share in the profit to be distributed among shareholders (dividend) CZK 8,742,265,960.00 Retained earnings CZK 4,380,615,328.56

The amount of the dividend per share is CZK 230 before taxation. The dividend can be claimed by each shareholder owning a share of Komerční banka, a. s., with ISIN CZ0008019106 as of 23 April 2014. The dividend shall be due on 2 June 2014.

The share in the profit for the year 2013 corresponding to the treasury stock held by Komerční banka, a. s., and by the companies controlled by Komerční banka, a. s., will be transferred to the account of retained earnings. The amount of this part of share in the profit will be determined based on the number of the treasury stock held by Komerční banka, a. s., on the record date, which is 23 April 2014.

The number of valid votes cast was 29,650,868. These votes were attached to 29,650,868 shares representing 78.50 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

29,635,820 of the valid votes cast were for the proposal representing 99.928391 per cent of the votes present. 134 of the valid votes cast was against the proposal representing 0.000452 per cent of the votes present. 14,914 of the votes cast abstained on this proposal representing 0.050288 per cent of the votes present.

Resolution No. 10

The General Meeting approves the consolidated financial statements of Komerční banka, a. s., for the year 2013 in the wording submitted by the Board of Directors.

The number of valid votes cast was 29,650,818. These votes were attached to 29,650,818 shares representing 78.50 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

29,635,820 of the valid votes cast were for the proposal representing 99.917764 per cent of the votes present. None of the valid votes cast was against the proposal representing 0.00 per cent of the votes present. 14,998 of the votes cast abstained on this proposal representing 0.050571 per cent of the votes present.

Resolution No. 11

The General Meeting approves:

• a) the contract for service under S. 59 of the Corporations Act, between Komerční banka, a. s., and chairman of the supervisory board of Komerční banka, a. s., in the wording submitted by the Board of Directors;
• b) the contract for service under S. 59 of the Corporations Act, between Komerční banka, a. s., and each member of the Supervisory Board of Komerční banka, a. s., in the wording submitted by the Board of Directors;
• c) entering into the contract for service approved under a) and b) hereof by and between Komerční banka, a. s., and the current chairman of the Supervisory Board, the current members of the Supervisory Board, and the future members and chairman of the Supervisory Board.

The number of valid votes cast was 29,650,076. These votes were attached to 29,650,076 shares representing 78.50 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

29,631,878 of the valid votes cast were for the proposal representing 99.917764 per cent of the votes present. 134 of the valid votes cast was against the proposal representing 0.000452 per cent of the votes present. 18,064 of the votes cast abstained on this proposal representing 0.060911 per cent of the votes present.

Resolution No. 12

The General Meeting approves:

• a) the contract of service under S. 59 of the Corporations Act, between Komerční banka, a. s., and chairman of the Audit Committee of Komerční banka, a. s., in the wording submitted by the Board of Directors;
• b) the contract for service under S. 59 of the Corporations Act, between Komerční banka, a. s., and each member of the Audit Committee of Komerční banka, a. s., in the wording submitted by the Board of Directors;
• c) entering into the contract for service approved under a) and b) hereof by and between Komerční banka, a. s., and the current chairman of the Audit Committee, the current members of the Audit Committee, and the future members and chairman of the Audit Committee.

The number of valid votes cast was 29,649,960. These votes were attached to 29,649,960 shares representing 78.50 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

29,631,762 of the valid votes cast were for the proposal representing 99.917771 per cent of the votes present. 50 of the valid votes cast was against the proposal representing 0.000169 per cent of the votes present. 18,148 of the votes cast abstained on this proposal representing 0.061194 per cent of the votes present.

Resolution No. 13

The General Meeting consents to the acquisition of the Bank's ordinary treasury stock under the following conditions:

• The maximum amount of shares that can be held by the Bank at any specific moment shall be 3,800,985 pieces of ordinary shares representing the total nominal value of CZK 1,900,492,500.
• The share purchase value must be at least CZK 1 a piece and at most CZK 6,500 a piece.
• The time for which it is possible for the Bank to acquire the shares is 18 months.
• Shares may not be acquired by the Bank should such acquisition breach the conditions stipulated in S. 301 (1) (b) and (c) and S. 302 of the Corporations Act or, as the case may be, any other applicable legal regulations of the Czech Republic or the European Union.

The number of valid votes cast was 29,649,961. These votes were attached to 29,649,961 shares representing 78.50 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

29,506,171 of the valid votes cast were for the proposal representing 99.494394 per cent of the votes present. 132,709 of the valid votes cast was against the proposal representing 0.447493 per cent of the votes present. 11,081 of the votes cast abstained on this proposal representing 0.037365 per cent of the votes present.

Resolution No. 14

The General Meeting appoints the company Ernst & Young Audit, s.r.o., identification No.: 267 04 153, with its registered office at Na Florenci 2116/15, Nové Město, 110 00 Prague 1, as the external auditor of Komerční banka, a. s., for the year 2014

The number of valid votes cast was 29,646,128. These votes were attached to 29,646,128 shares representing 78.49 per cent of the registered capital of Komerční banka, a. s., reduced by shares in the nominal value of CZK 119 336 000 which can not be used to exercise voting rights.

28,858,597 of the valid votes cast were for the proposal representing 97.310784 per cent of the votes present. 305,932 of the valid votes cast was against the proposal representing 1.031598 per cent of the votes present. 481,599 of the votes cast abstained on this proposal representing 1.623945 per cent of the votes present.