Current Report No. 10/2012

9 May, 2012

Proposal of the candidate for Supervisory Board Member of Bank Zachodni WBK S.A. and draft of the AGM resolution concerning this matter


Management Board of the Bank Zachodni WBK S.A. (the Bank) hereby informs that on 8th May 2012 it received from Bank’s Shareholder – Banco Santander S.A. seated in Santander candidature of Mr Jerzy Surma for Supervisory Board Member in relation to item 11 of the agenda of Annual General Meeting of the Bank convened on 10th May 2012.


Therefore, Bank shall communicate Mr Jerzy Surma resume and the draft of the AGM resolution concerning item 11 of the agenda.


Mr Jerzy Surma graduated from the Faculty of Computer Science and Management at Wroclaw University of Technology. He was awarded the title of Ph.D. in economic sciences at the Management Department at the University of Economics in Wrocław. He completed IFP program at IESE Business School and Executive Program at MIT Sloan School of Management. In the academic year 2011-2012, Mr Jerzy Surma was a Visiting Scholar at Harvard Business School. In the years 1999 – 2006, Mr Surma held managerial positions in T-Systems Polska and SAS Institute Polska. He was vice president in charge of Business Consulting in IMG Information Management Polska where he was responsible for implementation of financial controlling system, re-engineering of business processes, IT advisory, business intelligence among others in the telecommunications and production sectors as well as in retail industry. In 2006-2009, he cooperated with MCI Management as a supervisory board member in companies CCS S.A and One-2-one S.A. In 2009-2010, he sat on the supervisory board member in Teta S.A. as a representative of Pioneer PEKAO Investments investment fund. Since 2008 he has been a member of the Supervisory Board and Audit Committee in Kęty Group. At present, he is Assistant Professor in the Faculty of Business Administration at the Warsaw School of Economics. In addition, Mr Jerzy Surma is a head of post-graduate studies in Business Intelligence.


Draft of the resolution re. item 11 of the agenda:


Resolution of the AGM
re. appointing the Supervisory Board Member


Pursuant to art. 385 §1 of the Commercial Companies Code, the following is hereby resolved:


§1


Mr. Jerzy Surma shall be appointed as a member of the Supervisory Board of Bank Zachodni WBK S.A.


§2


The resolution becomes effective as of the date of its adoption.


Legal basis:
§38 clause 1 point 3 of the Finance Minister's Ordinance of 19 February 2009 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 and item II.1.5 of the Code of Best Practice for WSE Listed Companies

Santander Bank Polska S.A. with its registered office in Warsaw, al. Jana Pawła II 17, 00-854 Warszawa, registered by the District Court for the capital city of Warsaw, 12th Commercial Division, set up under regulation of the Council of Ministers of 11 April 1988 on setting up Bank Zachodni in Wrocław (Journal of Laws of 1 July 1988, No. 21, item 142), registered under KRS number 0000008723, REGON 930041341, NIP 896 000 56 73, share capital of PLN 1,020,883,050 paid-up in full. Helpline: 1 9999 – fee as per the operator’s tariff.

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