Currentreport no. 34/2021
Subject:Information on the registration of the amendment made to the Articles ofAssociation of the Bank Handlowy w Warszawie S.A.
Legalbasis:Paragraph5 point 1) of the Ordinance of the Minister of Finance dated March 29,2018 on current and periodic information published by issuers ofsecurities and the conditions for regarding as equivalent theinformation required by the law of a non-member state (Journal of Lawsof 2018, item 757).
BankHandlowy w Warszawie S.A. hereby announces that on October22th,2021 the District Court for the Capital City of Warsaw in Warsaw, XIICommercial Division of the National Court Register entered (registered)into the Register of Entrepreneur of the National Court Register anamendment to the Articles of Association of Bank Handlowy w WarszawieS.A. adopted by the Ordinary General Meeting of Bank Handlowy wWarszawie S.A. on June 17, 2021 by means of Resolution No. 40/2021.
Amendmentsto the Articles of Association of Bank Handlowy w Warszawie S.A.includes:
1.1.rewording the content of paragraph 16 sec. 2 of the Articles ofAssociation as follows:
2.The Supervisory Board shall adopt its regulations, which shall in detailprovide for its proceedings and inform the General Meeting ofShareholders of the adopted regulations.
2.2.adding in the paragraph 18 sec. 1 of the Articles of Association, points36) - 43) with the following wording:
36)approvingthe general rules for introducing changes to the organizationalstructure adopted by the Management Board,
37)approvingthe policy of identifying key functions in the Bank developed by theManagement Board including the rules of appointment and dismissal ofpersons performing these functions,
38)approvingthe ethical principles adopted by the Management Board, defining normsand ethical standards of conduct of members of bodies and employees ofthe Bank, as well as other persons through whom the Bank conducts itsbusiness,
39)approvingthe conflict of interest management policy developed by the ManagementBoard,
40)approvingthe principles of remuneration in the Bank developed by the ManagementBoard,
41)approvingthe dividend policy of the Bank developed by the Management Board andspecifying the conditions enabling the payment of dividends from theprofit generated by the Bank within a specified period of time, takinginto account the maintenance of capital at a level adequate to the riskincurred,
42)approvingthe risk culture principles developed by the Management Board, unlessthey are included in the risk management strategy, covering the wholeBank, based on a full understanding of the risk which the Bank isexposed to and the method of managing this risk, taking into account theadopted risk appetite,
43)approvinga new product approval policy, developed by the Management Board,covering the development of new products, services and markets, andsignificant changes to the existing products, services and markets.
BankHandlowy w Warszawie S.A. also informs that the consolidated text of theArticles of Association, established by the Bank's Supervisory Board inResolution No. 5/I/O/2021 in accordance with the authorization of theOrdinary General Meeting of the Bank contained in Resolution No. 40/2021of June 17, 2021, constitutes an attachment to this current report.