68. Events after the reporting period

1. On 8 January 2014 the Supervisory Board of PKO Bank Polski SA passed the Resolutions appointing again:

• Mr Zbigniew Jagiełło for the position of the President of the Management Board of the Bank,
• Mr Piotr Alicki for the position of the Vice-President of the Management Board of the Bank,
• Mr Bartosz Drabikowski for the position of the Vice-President of the Management Board of the Bank,
• Mr Piotr Mazur for the position of the Vice-President of the Management Board of the Bank,
• Mr Jarosław Myjak for the position of the Vice-President of the Management Board of the Bank,
• Mr Jacek Obłękowski for the position of the Vice-President of the Management Board of the Bank,
• Mr Jakub Papierski for the position of the Vice-President of the Management Board of the Bank.

According to the passed Resolutions, the above mentioned persons have been appointed to perform indicated functions in the PKO Bank Polski SA for the joint term of the Management Board of the Bank which commence with the end of the current joint term of the Management Board of the Bank.

1. On 13 January 2014, a new company – Polski Standard Płatności Sp. z o.o. was registered with the National Court Register. The share capital of the Company amounts to PLN 2 271 thousand. All shares of the Company were acquired by PKO Bank Polski SA. The Company was established as part of the project for building a new mobile payments standard in Poland.
2. On 20 January 2014, a decrease in share capital of CENTRUM HAFFNERA Sp. z o.o., through redemption of shares owned by the Shareholder – the City of Sopot, was registered with the National Court of Register, and on 20 January 2014, CENTRUM HAFFNERA Sp. z o.o. became
   a subsidiary of PKO Bank Polski SA.
3. On 23 January 2014, PKO Finance issued, under the Programme, another series of bonds with a total nominal value of EUR 500 000 000, the terms of which were regulated in a supplement to the loan agreement dated 20 January 2014 and the Terms of Issue (Final Terms) constituting a part of the issue documentation, including the prospectus of the EMTN programme dated 8 May 2013, together with supplements. Issued bonds at a fixed interest rate of 2.324% per annum, payable annually, with the maturity of 5 years. The bonds are listed on the LSE in Luxembourg. In connection with the issue on 23 January 2014, PKO Finance granted to the Bank a cash loan, in an amount corresponding to the amount of proceeds received from the bonds issue, for general financing purposes of the Bank. The interest rate on the loan is fixed and corresponds to the interest rate on the bonds issued. The loan is unsecured and has been granted for a period of five years. The loan granted to the Bank by PKO Finance is not subordinated.
4. On 5 February 2014, PKO Bank Polski SA make a capitalisation to KREDOBANK SA through a financial donation in the amount of
   USD 6 020 thousand (i.e. PLN 18 656 thousand at the average NBP exchange rate as at the date of funds transfer).
5. In February 2014, there was a fulfilment of the following suspense conditions, relating to the completion of the acquisition transaction of the Nordea Group entities:

• a condition involving the uninterrupted (significantly) provision, by the entity from the Nordea Group (i.e. Nordea IT Polska Sp. z o.o.) in favour of Nordea Bank Polska SA, within the contractual period, of IT services, defined in the outsourcing agreement, enabling the safe operation of Nordea Bank Polska SA prior to migration of data, customer data, services and systems of Nordea Bank Polska SA to the Bank systems,
• issuing by the PFSA a decision declaring no grounds for objections against acquisition by PKO Bank Polski SA of shares of Nordea Bank Polska Towarzystwo Ubezpieczeń na Życie SA in a number resulting in exceeding a 50% share in the share capital and in the total number of votes at the general meeting of this Company. 

1. On 3 March 2014 the Polish Financial Supervision Authority issued a decision stating that there were no grounds for objections against the acquisition by the Bank of shares of Nordea Bank Polska (“Nordea Bank Polska Decision”) in a number resulting in exceeding a 50% stake in the share capital and the total number of votes at the general meeting of Nordea Bank Polska. Obtaining the Nordea Bank Polska Decision satisfies the last condition precedent for the closing of the Transaction set out in the Agreement. Additionally, obtaining the Nordea Bank Polska Decision satisfies the condition determined in item 24 of the tender offer for the sale of shares of Nordea Bank Polska announced by the Bank on 3 December 2013 (the “Tender Offer”). 

At the same time, subject to technical capability, the Bank will take actions aimed at settling the transaction of acquisition of shares of Nordea Bank Polska under the Tender Offer on 4 April 2014. If technical considerations prevent the settlement of this transaction on 4 April 2014, it will be settled on 9 April 2014 at the latest.

Signatures of all Members of the Management Board of the Bank

Signature of person responsible for

maintaining the books of account 

04.03.2014 

Danuta Szymańska

Director of the Accounting Division 

(signature)