Kredyt Bank current report 2012

21.12.2012

Resolution No. 1326/2012 of the Warsaw Stock Exchange Management Board dated 20 December 2012 on the suspension on the WSE Main List of trading in shares of the company Kredyt Bank S.A.

The Management Board of Kredyt Bank S.A. informs that the Management Board of the Warsaw Stock Exchange (WSE) took the Resolution No. 1326/2012 dated 2012-12-20 on the suspension on the WSE Main List of trading in shares of Kredyt Bank S.A. in connection with the planned merger of Kredyt Bank S.A. with Bank Zachodni WBK S.A.

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06.12.2012

Obtaining a decision concerning the information memorandum prepared by Bank Zachodni WBK S.A. in connection with the merger of Bank Zachodni WBK S.A. with Kredyt Bank S.A.

In reference to the current report dated February 28, 2012 titled: "Issuer's intent to merge - agreement on starting work to merge Kredyt Bank S.A. and Bank Zachodni WBK S.A.", the Management Board of Kredyt Bank S.A. (the "Company") makes publicly known that it received the information on the Polish Financial Supervision Authority decision issued today confirming that both the form and content of the information memorandum are equivalent to the information required to be included in a prospectus in connection with the merger of the Bank Zachodni WBK S.A. with the Company (the "Merger"), i.e. a decision pursuant to Art. 38 section 1 of the Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised

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05.12.2012

Consent to introducing an amendment to the Bank Zachodni WBK S.A. statute - 36/2012

In reference to current report dated February 28, 2012 titled: “Issuer's intent to merge - agreement on starting work to merge Kredyt Bank S.A. and Bank Zachodni WBK S.A.”, the Management Board of Kredyt Bank S.A. (the "Company”) makes publicly known the information obtained today that on December 4, 2012 the Polish Financial Supervision Authority issued a decision under article 34(2) of the Banking Law granting consent for the change of Bank Zachodni WBK S.A. statute introduced in relation to the merger of the Bank Zachodni WBK S.A. with Kredyt Bank S.A., which was approved by the Extraordinary General Meeting of Shareholders of Bank Zachodni WBK S.A. on 30 July 2012 and including an amendment to §10 of the Bank Zachodni WBK S.A. statute.

04.12.2012

Supplement to the current report no 34/2012 - 35/2012

In addition to the current report no 34/2012, the Management Board of Kredyt Bank S.A. makes publicly known the Announcement of the Polish Financial Supervision Authority (PFSA) concerning the consent for the merger of Bank Zachodni WBK S.A. with Kredyt Bank S.A.

04.12.2012

Obtaining of PFSA consent for the merger of Bank Zachodni WBK S.A. and Kredyt Bank S.A.

In reference to current report dated February 28, 2012 titled: “Issuer's intent to merge - agreement on starting work to merge Kredyt Bank S.A. and Bank Zachodni WBK S.A.”, the Management Board of Kredyt Bank S.A. (the "Company”) hereby gives notice that on 4 December 2012 the Polish Financial Supervision Authority issued a decision under article 124(1) of the Banking Law consenting to the merger of the Company with Bank Zachodni WBK S.A.

31.08.2012

Assimilation of shares

The Management Board of Kredyt Bank S.A. announces that pursuant to the Resolution no. 837/2012 dated August 24, 2012 of the Management Board of the Warsaw Stock Exchange as well as the Resolutions no 638/12 dated 28 August 2012 and the Resolution 641/12 dated 30 August 2012 of the Management Board of National Depository for Securities, 425 bearer shares created as a result of the conversion of 425 registered shares of series F of Kredyt Bank S.A. marked with code PLKRDTB00029 will be assimilated on August 31, 2012 with 271,593,016 shares marked with code PLKRDTB00011. The shares included in assimilation receive code PLKRDTB00011.

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21.08.2012

Date when the decision on bankruptcy of Reliz Sp. z o.o. becomes final - 32/2012

In addition to the current report no 31/2012 dated August 16, 2012 concerning the information on the decision issued on August 14, 2012 by the XI Commercial Insolvency and Arrangement Division of District Court of Poznan - Old Town, declaring bankruptcy of Reliz Sp. z o.o. (100 owned subsidiary of Kredyt Bank S.A.) by liquidation of its assets, on the basis of the information obtained from Reliz Sp. z o.o. that the said decision was delivered to Reliz Sp. z o.o. on August 21, 2012, The Management Board of Kredyt Bank S.A. informs that the said decision will become final on August 28, 2012, unless the appeal is submitted by this day.

16.08.2012

Decision on declaring bankruptcy of Reliz Sp. z o.o. by liquidation of its assets - 31/2012

The Management Board of Kredyt Bank S.A. obtained on August 16, 2012 the information on a decision issued on August 14, 2012 by the XI Commercial Insolvency and Arrangement Division of District Court of Poznan - Old Town, declaring bankruptcy of Reliz Sp. z o.o. (100 owned subsidiary of Kredyt Bank S.A.) by liquidation of its assets.

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01.08.2012

The sale of Zagiel shares by KBC - 30/2012

Referring to the current report no. 25/2011 on the decision to establish the provision in the amount of PLN 35 million for the potential obligation related to resale of Zagiel S.A. by KBC Group, the Management Board of Kredyt Bank S.A. informs that it received on July 31, 2012 the information that KBC Bank finalised the sale of 100% of its shares of Zagiel S.A. to Santander Consumer Finanse S.A. for the price of PLN 10 million.

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30.07.2012

Resolution taken by the Extraordinary General Assembly Meeting of Kredyt Bank S.A. on July 30, 2012 - 29/2012

The Management Board of Kredyt Bank S.A. makes publicly known the Announcement on the resolutions taken by the Extraordinary General Assembly Meeting of Kredyt Bank S.A. on July 30, 2012 including justifications and attachments.

Moreover the Management Board of Kredyt Bank S.A. informs that 221 920 651 shares, accounting for 81,69% of the Bank's share capital were represented at the Extraordinary General Assembly Meeting of Kredyt Bank S.A.

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25.07.2012

Stance of Kredyt Bank S.A.'s Management Board on Issuer's intent to merge - 28/2012

In performance of the obligation to publish a written stance of the Management Board on the Issuer’s intent to merge arising from § 19 item 3 of the Minister of Finance Regulation of 19 February 2009 concerning current and periodical information submitted by issuers of securities and on conditions under which such information may be recognised as equivalent to information required by the laws of a state which is not a member state (Journal of Laws no. 33, item 259, as amended), Kredyt Bank S.A. (the “Issuer”) presents the written stance of the Issuer’s Management Board on merger of Kredyt Bank Spółka Akcyjna with Bank Zachodni WBK Spółka Akcyjna, attached as a schedule to this report.

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24.07.2012

Application for bankruptcy liquidation of Reliz Sp. z o.o. - 27/2012

The Management Board of Kredyt Bank S.A. makes publicly known that it received the information that on July 23, 2012 the management board of Reliz Sp. z o.o. (100% owned subsidiary of Kredyt Bank S.A.) filed in XI Commercial Insolvency and Arrangement Division of District Court for Poznań - Old Town application for bankruptcy liquidation of Reliz Sp. z o.o.
According to the current assessment of the Bank, filing for bankruptcy liquidation by Reliz Sp. z o.o. does not affect at the moment the level of impairment for the Bank's exposure for Reliz Sp. z o.o.

19.07.2012

European Commission decision - 26/2012

The management board of Kredyt Bank S.A. (the “Issuer”) hereby announces that on 18 July 2012 the Issuer was informed that the European Commission has decided not to oppose the acquisition of control over the Issuer by Banco Santander S.A., and consequently also by the Bank Zachodni WBK S.A., and to declare such acquisition of the control is compatible with the internal market and with the European Economic Area Agreement.

Legal basis:

Art. 56 section 1 item 1 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and on Public Companies dated 29 July 2005

16.07.2012

Second notice about the palnned merger - 25/2012

Further to the current report no. 22/2012 published on 28 June 2012, the Management Board of Kredyt Bank S.A. with its registered office at 2/8 M. Kasprzaka Street, 01-211 Warsaw, entered into the Register of Business Entities of the National Court Register under the number KRS 0000019597, whose documentation is kept by the District Court for the capital city of Warsaw, XII Commercial Division of the National Court Register acting under article 504 paragraph 1 and 2 of the Code of Commercial Companies and Partnerships (“CCC”) read with article 4021 § 1 CCC notifies for the second time about planned merger of Bank Zachodni WBK S.A. with its registered office in Wroclaw (acquiring company) with Kredyt Bank S.A. with its registered office in Warsaw (target company).

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02.07.2012

Agreement with European Investment Bank - 24/2012

The Management Board of Kredyt Bank SA (Bank) informs that it has obtained from the European Investment Bank based in Luxembourg the confirmation of signing on June 29, 2012, the agreement under which Kredyt Bank SA gained credit line in the amount representing the equivalent of EUR 100 million in CHF.

Within the framework of this credit line, the Bank can acquire funds in tranches with maturities of four (the equivalent of EUR 25 mln in CHF) and seven years (the equivalent of EUR 50 mln in CHF) in case of the single repayment and up to 10 years ((the equivalent of EUR 25 mln in CHF) in case of repayment in installments.

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29.06.2012

Putting Kredyt Trade Sp. z o.o. into liquidation

The Management Board of Kredyt Bank S.A. makes publicly known, that the Extraordinary General Assembly of Kredyt Trade Sp. z o.o., subsidiary 100% owned (directly and indirectly) by Kredyt Bank S.A. with its seat in Warsaw has taken on July 29, 2012 the resolution on putting Kredyt Trade Sp. z o.o. into liquidation.
In line with Art. 276 par. 1 of the Commercial Code the liquidators of Kredyt Trade Sp. z o.o. are Mr. Jozef Kaluzynski and Mrs. Malgorzata Rosiecka, who have constituted so far the management board of Kredyt Trade Sp. z o.o.
Kredyt Trade activities currently focus on supporting administrative services of the Bank mainly in the area of lease of properties and equipment.

28.06.2012

The first notice about planned merger and Announcement on convening of the Extraordinary General Assembly of Kredyt Bank S.A. on July 30, 2012 - 22/2012

The Management Board of Kredyt Bank S.A. makes publicly known the content of the first notice about the planned merger of Bank Zachodni WBK S.A. with its registered office in Wroclaw (acquiring company) with Kredyt Bank S.A. with its registered office in Warsaw (target company) as well as the content of the Announcement on convening of the Extraordinary General Assembly of Kredyt Bank S.A. on July 30, 2012 including draft resolutions and attachments.

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21.06.2012

Sale of KBC TFI S.A. shares

With reference to the current report no 1/2012 dated January 17, 2012 as well as the current report no 19/2012 dated June 19, 2012 the Management Board of Kredyt Bank S.A. informs that Kredyt Trade Sp. z o.o. 100% owned (directly and indirectly) subsidiary of Kredyt Bank S.A. signed the final sale agreement of the 30% shares of KBC TFI S.A. to KBC Asset Management NV and completed the transaction on June 21, 2012

According to the received independent Opinion prepared by KPMG Advisory on request of the Kredyt-Trade Sp. z o.o., the proposed financial terms of the sale of 30% of KBC TFI S.A. shares are included in the estimated by KPMG Advisory range of fair value of KBC TFI S.A. shares and with reference to the above, in the opinion of KPMG Advisory, are fair from the point of view of Kredyt Trade Sp. z o.o. and at the same time from the perspective of Kredyt Bank S.A. which is 100% (directly and indirectly) owner of Kredyt-Trade Sp. z o.o.

The Management Board of Kredyt Bank S.A.informs that the final impact of the said sale transaction of 30% shares of KBC TFI S.A. on the Kredyt Bank S.A. Capital Group’s financial result will amount to PLN 11,7 mln and will be recognized in the financial results of the 2Q 2012.

20.06.2012

The issuance of an expert auditor opinion on the merger plan for Bank Zachodni WBK S.A. and Kredyt Bank S.A.

Further to current report No. 14/2012 dated 11 May 2012, the Management Board of Kredyt Bank Spółka Akcyjna, with its registered office in Warsaw (the “Company”), would like to state that on this day, i.e. 20 June 2012, the Bank was served with an expert auditor opinion regarding the merger plan dated 11 May 2012 for the Company and Bank Zachodni WBK S.A. with its registered office in Wrocław, prepared by an independent statutory auditor pursuant to Art. 503 §1 of the Commercial Companies Code.
Further to the above-referenced event, the Bank hereby discloses to the public (attached hereto) such expert auditor opinion.

19.06.2012

The sale of KBC TFI shares

With reference to the current report no 1/2012 dated January 17, 2012, the Management Board of Kredyt Bank S.A. informs that the Polish Financial Supervision Authority at the meeting on June 19, 2012 found no reason to object the planned, direct purchase of the shares of KBC TFI S.A. by KBC Asset Management NV in the number resulting in exceeding 50% of votes atthe general assembly meeting.
The Bank will inform in the separate current report on the completion of the transaction as well as on its impact on the financial result of the Kredyt Bank S.A. Capital Group.

14.06.2012

Rating of Kredyt Bank S.A.

The Management Board of Kredyt Bank S.A. informs that on June 14, 2012 Fitch Ratings has affirmed Kredyt Bank's Long-term IDR at 'BBB' and removed it from Rating Watch Positive (RWP). A full list of rating actions is at the end of this current report.

The affirmation of KB’s Long-term IDR and removal from RWP reflects Fitch’s view that the merged bank’s IDR will likely be at the same level as KB's current IDR, which is driven by support from KB’s parent KBC (‘A-‘/Stable).
The Rating Watch Positive (RWP) on KB's VR continues to reflect Fitch's view that the VR is likely to be upgraded as a result of the merger.

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25.05.2012

Resolutions taken by the Ordinary General Assembly Meeting of Kredyt Bank S.A. on May 25, 2012

The Management Board of Kredyt Bank S.A. makes publicly known the Announcement on the resolutions taken by the Ordinary General Assembly Meeting of Kredyt Bank S.A. on May 25, 2012 including justifications and attachments.

Moreover the Management Board of Kredyt Bank S.A. informs that 228 420 946 shares, accounting for 84,08% of the Bank's share capital were represented at the Ordinary General Assembly Meeting of Kredyt Bank S.A.

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25.05.2012

Decision on the 2011 profit distribution

The Management Board of Kredyt Bank S.A. informs that according to the Resolution no 4/2012 of the Ordinary General Assembly of Kredyt Bank S.A. on the distribution of the profit for the year 2011, taken on May 25, 2012, the net profit of Kredyt Bank S.A. for the year 2011 in the amount of PLN 310,318,322.72 was fully designated to increase the Bank's own capital.

The amount equal to PLN 80,209,000.00 will be transferred to the general risk fund and the amount of PLN 230,109,322.72 will be transferred to the Bank's supplementary capital.

25.05.2012

Changes in the composition of the Supervisory Board

The Management Board of Kredyt Bank S.A. makes publicly known that it was informed on May 25, 2012 on the resignation of Mr. Jaroslaw Parkot from the membership in the Supervisory Board, as from the day Ordinary General Assembly of Kredyt Bank S.A. is held, i.e. as of May 25, 2012.

The Management Board of Kredyt Bank S.A. informs that the Ordinary General Assembly of Kredyt Bank S.A. took on May 25, 2012 the Resolution no 25/2012 on the change to the composition of the Supervisory Board, appointing as of the May 25, 2012 Mrs Lidia Jabłonowska-Luba as the member of the Supervisory Board.

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11.05.2012

Merger plan for Kredyt Bank S.A. and Bank Zachodni WBK S.A.

The Management Board of Kredyt Bank S.A. (“Issuer” or “Kredyt Bank”), in reference to the Issuer’s current report dated 28 February 2012 regarding the intended merger of the Issuer and Bank Zachodni WBK S.A. (“BZ WBK”) (the “Merger”), in compliance with Article 492 § 1.1 of the Commercial Companies Code (the “CCC”), hereby informs that today, i.e. on 11 May 2012, the Management Board of the Issuer and the Management Board of BZ WBK agreed and signed the plan of the merger of BZ WBK and the Issuer which was made in compliance with Article. 499 §1 and § 2 of the CCC (the “Merger Plan”).

The Merger will be executed pursuant to Art. 492 § 1.1 of the CCC through the transfer of the entire estate (all the assets and liabilities) of Kredyt Bank, as the target entity, to BZ WBK, as the surviving entity, with the simultaneous increase of the share capital of BZ WBK through the issuance of up to 18,907,458 (eighteen million, nine hundred and seven thousand, four hundred and fifty-eight) series J ordinary bearer shares in BZ WBK with a nominal value of PLN 10.00 (ten) each (the “Merger Issue Shares”) which shall be issued by BZ WBK to all the existing shareholders of Kredyt Bank.

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27.04.2012

The Management Board of Kredyt Bank S.A. makes publicly known the Announcement on convening of the Ordinary General Assemby on May 25, 2012 including the draft resolutions with attachments and justifications.

05.04.2012

Proposal on 2011 profit distribution

Referring to the current report no. 6/2012 of February 22, 2012 the Bank's Management Board informs that the Supervisory Board at its meeting held on April 5, 2012 approved a draft Resolution on 2011 profit distribution for the Ordinary General Assembly of Kredyt Bank S.A.
The said draft of the Resolution provides transfer of the net profit for the financial year 2011 to the Bank's own capital.

07.03.2012

The specification of all the information that was made publicly known over 2011

The Management Board of Kredyt Bank S.A. makes publicly known the specification of all information defined in Article 56, item 1 of the Law on public offer that was made publicly known over 2011.
At the same time the Management Board informs that full reports are available on the internet page www.kredytbank.pl.

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02.03.2012

The Bank's rating - March 1,2012

The Management Board of Kredyt Bank S.A. informs that on March 1, 2012 Fitch Ratings has revised the Rating Watch on Kredyt Bank's (KB) Long-term Issuer Default Rating (IDR) to Positive (RWP) from Evolving (RWE).

Fitch Ratings states that the rating actions follow the statement made on February 28 by Banco Santander and KBC announcing the agreement to merge their Polish banking subsidiaries. According to the agreement, BZ WBK will merge with KB by issuing new shares to KB's shareholders in exchange for their shares in KB. On completion of the merger, Santander will be majority shareholder of the combined entity and KBC will hold a minority stake. The transaction is subject to regulatory approval from the Polish FSA and antitrust approval from the European Commission.

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28.02.2012

Issuer's intent to merge - agreement on starting work to merge Kredyt Bank S.A. and Bank Zachodni WBK S.A.

1. Kredyt Bank S.A. ("Issuer") gives notice that it has learned that an investment agreement was signed on 27 February 2012 by the shareholders of the Issuer and BZ WBK S.A., i.e. KBC Bank NV and Banco Santander S.A. (collectively, the "Banks' Shareholders"), in which the parties expressed their intent to merge Kredyt Bank S.A. and BZ WBK S.A. The press release that KBC Bank NV and Banco Santander S.A. released and the translation thereof are attached to this report.

The Issuer wishes to point out that the share exchange ratio given in the press release was set by the Banks' Shareholders for the purpose of the said investment agreement. The final exchange ratio will be set once the merging banks have been formally valued in accordance with the provisions of the Code of Commercial Companies.

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23.02.2012

Selection of the auditor Ernst & Young Audit sp. z o.o. by the Supervisory Board

The Management Board of Kredyt Bank S.A. informs that with reference to article 24 item 1 pt. 3 of the Bank's By-Laws in connection with article 2 item 1 pt. 3 of Supervisory Board Regulations, upon the motion of the Bank's Management Board, on February 22, 2012 the Supervisory Board selected Ernst & Young Audit sp. z o.o. with its seat in Warsaw, 1 Rondo ONZ Street, registration no. 130 as the auditor to carry out an independent review and audit of the financial statements of Kredyt Bank S.A. and the consolidated financial statements of Kredyt Bank S.A. Capital Group prepared as of June 30, 2012 and December 31, 2012.
Kredyt Bank S.A. used the services of Ernst & Young Audit sp. z o.o. within the scope of auditing the financial statements for the years 2002, 2003, 2004, 2005, 2006, 2007, 2008, 2009, 2010 and 2011.

23.02.2012

The proposition on the distribution of the net profit for the year 2011

The Management Board of Kredyt Bank S.A. informs that it accepted on February 22, 2012 the proposition on the distribution of the net profit for the year 2011 and recommended it for examination of the Supervisory Board of Kredyt Bank S.A.
The proposition on the distribution of the net profit for the year 2011 does not provide for the dividend payment.
The final decision with respect to 2011 net profit redistribution is to be taken by General Shareholders Meeting

20.02.2012

The change of the publication dates of Annual report and Consolidated annual report

The Management Board of Kredyt Bank S.A. announces that the disclosure of 2011 Annual Report of Kredyt Bank S.A. and disclosure of 2011 Consolidated Annual Report of Kredyt Bank S.A. Group is rescheduled and will take place on February 22, 2012 instead of February 24, 2012.

03.02.2012

The change of the Bank's rating

"The Management Board of Kredyt bank S.A. informs that on February 3, 2012 Fitch Ratings has downgraded Kredyt Bank’s (KB) Long-term Issuer Default rating (IDR) to 'BBB' from 'A-'. Fitch has also maintained KB’s Long-term IDR on Rating Watch Evolving (RWE). A full list of rating actions is at the end of this report.

The rating actions follow the downgrade of the bank’s parent, KBC Bank (KBC), to 'A-' from 'A' on January 31, 2012. The downgrade of KB’s Long-term IDR also reflects the reduced probability ofthat KBC will be able to support the bank. In addition, Fitch has reassessed the appropriate notching between the ratings of KBC and KB, in light of KBC’s intention to sell its stake in KB and the non-strategic nature of its holding, and as a result widened this differential to two notches from one. This reflects the non-strategic nature of KB in light of KBC’s intention to sell its stake in the bank.
At the same time, KB’s ratings continue to reflect what Fitch views as a strong commitment on the part of KBC to support KB as long as it remains the bank’s major shareholder.

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31.01.2012

Publication dates of periodic reports of Kredyt Bank S.A.

The Management Board of Kredyt Bank S.A. makes publicly known following publication dates of periodical reports:

1. Quarterly consolidated extended reports:

IV quarter 2011 - February 9, 2012
I quarter 2012 - May 10, 2012
III quarter 2012 - November 8, 2012
IV quarter 2012 - February 14, 2013

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26.01.2012

Information on the transations of Kredyt Bank's shares received from Pioneer Pekao Investment Mangement S.A. - 2/2012

The Management Board of Kredyt Bank S.A. makes publicly known the information received from Pioneer Pekao Investment Management S.A.

17.01.2012

The sale of KBC TFI S.A. shares. - 1/2012

The Management Board of Kredyt Bank S.A. informs that Kredyt-Trade Sp. z o.o., 100% owned subsidiary of Kredyt Bank S.A. (directly and indirectly) signed the agreement on the sale of 30% of KBC TFI S.A. shares to KBC Asset Management NV on January 17, 2012.

The sale price of 30% shares of KBC TFI S.A. owned by Kredyt-Trade Sp. z o.o. amounts to PLN 37.5 mln.

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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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