Current Report no. 11 (2022)

Resolutions of the Annual General Meeting of Santander Bank Polska S.A. Shareholders.

Santander Bank Polska S.A. hereby announces the contents of the resolutions adopted by the Annual General Meeting on 27 April 2022.

AGM Agenda:

1. Opening of the General Meeting.
2. Electing the Chairman of the General Meeting.
3. Establishing whether the General Meeting has been duly convened and has the capacity to adopt resolutions.
4. Adopting the agenda for the General Meeting.
5. Reviewing and approving the Santander Bank Polska S.A. financial statements for 2021.
6. Reviewing and approving the consolidated financial statements of the Santander Bank Polska S.A. Group for 2021.
7. Reviewing and approving the Management Board's report on the Santander Bank Polska S.A. Group activities in 2020 (which includes report on Santander Bank Polska S.A. activities in 2021).
8. Profit distribution, dividend record date, dividend payment date and the decision related to the reserve capital established on the basis of Annual General Meeting Resolution no. 6 of 22 March 2021.
9. Giving discharge to the members of Santander Bank Polska S.A. Management Board.
10. Approval for the Santander Bank Polska S.A. Supervisory Board's report on remunerations of the members of the Management Board and the Supervisory Board of Santander Bank Polska S.A. in 2021.
11. Approval for the Santander Bank Polska S.A. Supervisory Board's report on its activities in the 2021, report on the examination of: Santander Bank Polska S.A. financial statements for 2021; consolidated financial statements of the Santander Bank Polska S.A. Group for 2021; report on the Santander Bank Polska S.A. Group performance in 2021 including report on Santander Bank Polska S.A. performance in 2021; the Management Board's motion concerning distribution of profit; the Santander Bank Polska Supervisory Board's assessment of the Santander Bank Polska S.A. Group's performance in 2021; adoption of the Supervisory Board assessment of compliance with corporate governance rules and manner of fulfilling disclosure requirements regarding their application, justification of the expenses incurred to support culture, sport, charity institutions, media, social organizations, trade union, etc., information on the degree of implementation of the diversity policy and outcome of the Supervisory Board's evaluation of the Corporate Governance Rules for Supervised Institutions and applicable remuneration policy assessment; and suitability assessment of the Supervisory Board, and for the Supervisory Board's members suitability assessment; assessment of the Supervisory Board efficiency and internal regulations' adequacy assessment related to the Supervisory Board.
12. Giving discharge to the members of the Santander Bank Polska S.A. Supervisory Board.
13. Establishing the Incentive Plan VII and determination of rules governing its implementation.
14. Amendments to the Remuneration Policy for Supervisory Board Members of Santander Bank Polska S.A. and the Remuneration Policy for Managements Board Members of Santander Bank Polska S.A.
15. Expressing consent to apply higher maximum ratio of variable remuneration components to fixed remuneration components for managers in Santander Bank Polska Group.
16. Adoption of the "Best Practice for WSE Listed Companies 2021".
17. Presentation of the amendments introduced by the Supervisory Board to: The Supervisory Board Members of Santander Bank Polska S.A. Suitability Assessment Policy introduced by the Supervisory Board and The Supervisory Board Members of Santander Bank Polska S.A. Appointing and Succession Policy.
18. Presentation of amendments introduced by the Supervisory Board to the Terms of Reference of the Supervisory Board of Santander Bank Polska S.A.
19. Closing the General Meeting.

• Voting results Uruchomi się w nowym oknie
• Appendix to the AGM resolution no. 17 Uruchomi się w nowym oknie
• Appendix no. 1 to the AGM resolution no. 18 Uruchomi się w nowym oknie
• Appendix no. 2 to the AGM resolution no. 18 Uruchomi się w nowym oknie
• Appendix no. 3 to the AGM resolution no. 18 Uruchomi się w nowym oknie
• Appendix no. 1 to the AGM resolution no. 31 Uruchomi się w nowym oknie
• Appendix no. 2 to the AGM resolution no. 31 Uruchomi się w nowym oknie

Legal basis:
§19 (1)(6) of the Finance Minister's Ordinance of 29 March 2018 on current and periodic reports published by the issuers of securities and the rules of equal treatment of the information required by the laws of non-member states.