mBank S.A.

Related Party Transaction • Mar 27, 2018

The sale of the organised part of an enterprise of mFinanse.

With reference to the current report No. 70/2017 of November 27, 2017related to the conditional agreement concluded by mBank S.A. with theregistered office in Warsaw ("Bank") and and Bank's subsidiary mFinanseunder which: (i) the Bank is obliged to sell and transfer 100%, i.e.100,000, shares in Latona S.A. to Phoebe IVS with its registered officein Denmark ("Investor") and (ii) mFinanse is obliged to thereupon selland transfer an organised part of the enterprise of mFinanse to LatonaS.A (the "Agreement"), the current report No 5/2018 of February 28, 2018related to fulfilment of the conditions precedent to execution of thetransaction, and current report No 11/2018 of March 26, 2018 related tothe sale of 100% shares in Latona S.A., the Management Board of the Bankhereby announces that in performance of the Agreement in the scopeindicated in point (ii) above, on March 27 mFinanse sold and transferredan organised part of the enterprise of mFinanse to Latona S.A.

The maximum value of remuneration on account of the transaction isapprox. PLN 491 million.

As a result of the re-performed analysis of the accounting approachtowards the recognition of the result on the transaction mBank Groupwill recognize in Q1 2018 a one-off net profit on the transaction in theamount of PLN 177 million. Due to the nature of the transaction therecognition of the part of the remuneration in the future will depend onthe performance of the business sold. This may lead to the additionalnet profit of up to maximum PLN 192 million over the period ofapproximately 6 years from the closing of the transaction.