Current Report no. 36 (2019)

Completion of the division of Santander Securites S.A.

Further to current report No. 19/2019 of 12 June 2019, No. 21/2019 of 8 July 2019 and No. 23/2019 of 26 July 2019, the management board of Santander Bank Polska S.A., with its registered office in Warsaw, postal address: ul. Aleja Jana Pawła II 17, 00-854 Warsaw, entered in the Register of Business Entities kept by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register, under KRS No. 0000008723, NIP 8960005673 (the "Bank"), hereby gives notice of the completed on 8 November 2019 division of Santander Securities S.A. with its registered office in Warsaw, entered in the Register of Business Entities kept by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register, under KRS No. 0000066290 (the "Company Being Divided" or "Santander Securities") (the "Division").

The Division was effected in accordance with the procedure specified in Article 529 § 1.1 of the Act of 15 September 2000 - the Commercial Companies Code (Journal of Laws of 2019, item 505, as amended) (the "Commercial Companies Code"), i.e. through:

1. a transfer to the Bank of a part of the assets and liabilities and the rights and obligations of the Company Being Divided in the form of an organised part of the enterprise of Santander Securities connected with the provision of brokerage services; and
2. a transfer to Santander Finanse sp. z o.o., with its registered office in Poznań, of a part of the assets and liabilities and the rights and obligations of the Company Being Divided in the form of an organised part of the enterprise of Santander Securities connected with the provision of training services.

The management board of the Bank hereby announces that it learned on 8 November 2019 that on 8 November 2019 Santander Securities had been struck off the National Court Register by the District Court for the Capital City of Warsaw in Warsaw, XII Commercial Division of the National Court Register. Consequently, pursuant to Article 530 § 1 of the Commercial Companies Code, the Company Being Divided was wound up without going into liquidation on the date on which it was struck off the National Court Register and, in accordance with Article 531 § 1 of the Commercial Companies Code, the Division has become legally effective.

Legal basis:
Article 539 § 1 and 2 of the Commercial Companies Code, in connection with Article 402(1) of the Commercial Companies Code and Article 56 section 1.2 of the Act on Public Offerings, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies of 29 July 2005 (Journal of Laws of 2019, item 623, as amended).