Current Report No. 7/2012

3 April, 2012

Intention to amend the Statutes of Bank Zachodni WBK S.A.

1. The existing wording of §10:

Ҥ 10.
The share capital of the Bank amounts to PLN 730.760.130 (seven hundred and thirty million seven hundred and sixty thousand one hundred and thirty zloty) and is divided into 73.076.013 (seventy three million sixty seven thousand and thirteen) bearer shares of the nominal value of PLN 10 (ten zloty) each, including:
1) 5,120,000 (five million one hundred and twenty thousand) series A ordinary bearer shares,
2) 724,073 (seven hundred and twenty four thousand and seventy three) series B ordinary bearer shares,
3) 22,155,927 (twenty two million one hundred and fifty five thousand nine hundred and twenty seven) series C ordinary bearer shares,
4) 1,470,589 (one million four hundred and seventy thousand five hundred and eighty nine) series D ordinary bearer shares,
5) 980,393 (nine hundred and eighty thousand three hundred and ninety three) series E ordinary bearer shares,
6) 2,500,000 (two million and five hundred) series F ordinary bearer shares,
7) 40,009,302 (forty million nine thousand three hundred and two) series G ordinary bearer shares,
8) 115.729 (one hundred and fifteen thousand seven hundred and twenty nine) series H ordinary bearer shares.”.

2. The proposed wording of §10:

Ҥ 10.
The share capital of the Bank shall amount to PLN 746,376,310 (seven hundred and forty-six million, three hundred and seventy-six thousand, three hundred and ten zlotys) and shall be divided into 74,637,631 (seventy-four million, six hundred and thirty-seven thousand, six hundred and thirty one) bearer shares having a nominal value of PLN 10.00 (ten) each, including:
1). 5,120,000 (five million, one hundred and twenty thousand) ordinary series A bearer shares;
2). 724,073 (seven hundred and twenty-four thousand, seventy-three) ordinary series B bearer shares;
3). 22,155,927 (twenty-two million, one hundred and fifty-five thousand, nine hundred and twenty-seven) ordinary series C bearer shares;
4). 1,470,589 (one million, four hundred and seventy thousand, five hundred and eighty-nine) ordinary series D bearer shares;
5). 980,393 (nine hundred and eighty thousand, three hundred and ninety-three) ordinary series E bearer shares;
6). 2,500,000 (two million, five hundred thousand) ordinary series F bearer shares;
7). 40,009,302 (forty million, nine thousand, three hundred and two) ordinary series G bearer shares;
8). 115,729 one hundred and fifteen thousand, seven hundred and twenty-nine) ordinary series H bearer shares; and
9). 1,561,618 (one million, five hundred and sixty-one thousand, six hundred and eighteen) ordinary series I bearer shares.”

Legal base:
§38 clause 1 point 2 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.

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.

Contact for investors and analysts

Agnieszka Dowżycka