Good afternoon, ladies and gentlemen. I'm Olga Grygier-Siddons, and I have an honor to be a Chairperson of the Supervisory Board of Bank Millennium. Let me move to official opening of our meeting. According to Article 409 of Commercial Companies Code and paragraph eight of bank's Articles of Association and paragraph five, I'm opening ordinary general meeting of shareholders of Bank Millennium in Warsaw convened under the Commercial Companies Code. This meeting is broadcast through internet network. Voting is done with support of computer system of voting delivered by Unicom company. I would like to ask [ Representative Unicom] to explain how it is done.
Everyone who has right to vote got a tablet. You can check in your data how many shares and votes you have. In terms of voting, you will have display a number of vote and three buttons to Yes, No, Abstain. You press Confirm, and if you make a mistake in the first window, you can always retract your choice to the second window. After confirmation in the second window, it will be calculated through the system, so there will be no decision change. Please track what you're doing. We are all here to support you during the course of the meeting.
I understand everything is clear. Let me inform you that the minutes of the meeting of general shareholders meeting is done by Mr. Patryk Kiewić, Notary Public. Let me move on to election of the Chairperson of the general meeting in line with Commercial Companies Code and GSM regulation paragraph two and five.
Let me ask for candidatures from among persons with right to vote.
Julia Siedlecka, I am a proxy of a shareholder, BCP. I would like to vote proposed candidature of Mr. Gawałkiewicz, shareholder, individual shareholders of the bank.
Mr. Gawałkiewicz, could you please introduce yourself to the meeting and state whether you agree to put your candidature.
Robert Gawałkiewicz, lawyer, SK&S legal firm. I do agree for my name to be put forward.
Let me ask, are there any other candidatures?
If yes, please make a presentation with short introduction. I'm informing you then according to paragraph six, section one of the rules of the GMS, every shareholder from those who are listed has a right to put forward his or herself candidacy or present one candidacy for the chair of the general meeting from among persons eligible to participate. Are we having any additional candidacies? I can't see any. Thank you very much. The list of candidates for the Chair of the meeting, Robert Gawałkiewicz was proposed. At this moment, the list of candidates is closed. Selection of the chair will be done by vote for the candidates according to paragraph six of the rules and regulations of the GMS. The Chair is elected.
A person is elected to be a Chair who obtains appropriate number of votes in the voting. According to paragraph 10 of articles of association, we are electing by simple majority. According to paragraph second of the Commercial Companies Code, it will be a secret ballot. Ballot is open. Please cast your votes. We're closing the vote casting. Please show the results. 973,289,255 valid votes were cast. The same number of shares constituting 80% of share capital. All votes yes. No opposing votes and nobody abstained. I inform the meeting that the chair of the general meeting has been elected in the person of Robert Gawałkiewicz, and general meeting adopted resolution number one with required majority. Mr. Gawałkiewicz, congratulations. Please take your seat as a Chair of the meeting.
Thank you very much, first of all, for electing me to chair the GSM today. Thank you for your trust and unanimous vote. I will try to do my best to make this meeting efficient and effective, so that entire agenda proposed by Management Board is completed. Some formal issues to start with. List of attendance, I've just received that. I will sign it off in a moment. Let me just quickly verify for correctness. As a point of order, let me read out what the status of today's meeting attendance is. You can see it on the screen in line with the total number of shares of Bank Millennium is 1,207,116,000.
Attendance today is as follows: shares, 973,289,258, which is 80.23% of share capital, and this is the same number of votes. In line with articles of association requirements, which requires one-fourth of the share capital to be present, obviously, this requirement is met. Let me sign off the list of attendance. The list has been signed. It's presented for viewing during the GSM. If somebody is leaving the meeting room, please record your absence in this list of attendance. Let me move on. Attendance has been informed. General meeting of shareholders was convened properly by announcement on website of the company on March 2, 2026, and current report number 6/2026, also on March 2, 2026.
As I said, this forum is capable of adopting resolutions. Perhaps as a point of order, let me explain that at this general meeting, all shareholders and proxies can participate, as well as members of the Management Board and the Supervisory Board, as well as invited guests, experts from banking law and trade law. We have, as always, Grzegorz Marzec, who is the Head of Legal Department of the bank. We also have Justyna Zań, who is a chartered accountant from KPMG. If there are any questions, KPMG audited financial reports of Bank Millennium. As we've mentioned, resolutions that are going to be adopted are adopted by simple majority unless Articles of Associations or Commercial Companies Code requires a different majority. In view of the above, I believe we can move on to the next point.
We have opening in election of Chairperson, confirmation of correctness of convening the general meeting, and its ability to adopt binding resolutions. Now we will move to point five of the agenda. This agenda, as I mentioned, has been published on website on the second of March of 2026, Bank Millennium website. In the form of current report, the entire documentation or draft resolutions, attachments, financial reports, all this which is subject matter of voting has been put into the voting equipment and was in the website of the company in the current report. In line with the tradition, if you have no objections, I suggest that all draft resolutions have been published and you had a chance to read them.
If we start voting, I'm not going to read in extenso the entire resolution wording, just a number, what is it all about, what is on. If you have no objection, I will not read details in terms of wording. If there are any problems in terms of resolutions or if there are any additional modifications or comments, obviously we take that into account, and we will read everything that is necessary. Can we proceed like that? I see no objection. As a general meeting, you have agreed to this procedure. Let me read the agenda that has been proposed by the Management Board. Point opening of the general meeting. Number two, information on the voting method. Number three, election of Chairperson of the general meeting. Resolution number one has been adopted.
Four, confirmation of correctness in convening the general meeting and its ability to adopt binding resolutions. Five, presentations of the agenda of the general meeting. We are in the course of it. Six, election of the voting committee. Seven, consideration and approval of the financial year 2025. The financial report of Bank Millennium S.A. and the combined report of the management board on the activity of Bank Millennium S.A. and Bank Millennium S.A. Capital Group, which includes, in particular, sustainability report of Bank Millennium S.A. and the Bank Millennium S.A. Capital Group. That will be resolution number two. Eight, consideration and approval of the financial report of Bank Millennium S.A. Capital Group for financial year 2025, resolution number three. Nine, consideration and approval of the report of the Supervisory Board of Bank Millennium S.A.
For financial year 2025, covering the results of the assessment of the combined Management Board report on the activity of Bank Millennium S.A. and Bank Millennium Capital Group, which includes, in particular, sustainability report of Bank Millennium S.A. and Bank Millennium Capital Group, and the financial reports of Bank Millennium S.A. and Bank Millennium S.A. Capital Group for financial year 2025.
The result of the assessment of the management board's motion on the distribution of profit for financial year 2025, pursuant to Article 382, Paragraph three, Item two of the Code of Commercial Companies, information reports and evaluations required in accordance with Commercial Companies Code, corporate governance principle for supervised institutions of the Polish Financial Supervision Authority, and best practices of companies listed on the WSE from 2021 and Recommendation Z from the Polish Financial Supervision Authority, including the summary of the 2025 activity of the Supervisory Board of it and its committees. That resolution number 4.10, taking a resolution on allocating part of the reserve capital to cover the impact on equity of the change in algorithm for calculating the effective interest rates for loans with a periodically fixed interest rate. Resolution five.
11, taking a resolution on the distribution of profit for financial year 2025. Resolution number six. Twelve, taking a resolution on the matter of discharging members of the Management Board of Bank Millennium and members of Supervisory Board of Bank Millennium for the performance of their duties in financial year 2025. Resolution from number 7- 32. 13, taking a resolution in the matter of assessment of the Remuneration Policy in Bank Millennium S.A. Resolution 33. 14, taking resolution in the matter of expressing opinion regarding the Supervisory Board report on the remuneration of members of the bank's Management Board and Supervisory Board. Resolution 34. 15, taking a resolution on the assessment of adequacy of internal regulations concerning the functioning of the Supervisory Board and effectiveness of its activity. Resolution 35.
16, taking a resolution on the Gender Balance Policy in the group of Bank Millennium S.A. Resolution 36. 17, information on the bylaws of Bank Millennium S.A. Supervisory Board. Resolution 37. 18, closing of the general meeting. I assume that this agenda, as it is, it has been proposed, we can treat as adopted. Point number five has been exhausted, so we can move on to point number six, election of voting committee. As in previous years, consider taking account that votes are calculated by IT system. There is no need to appoint voting committee. Perhaps anybody is against and would like to have a voting committee appointed. Are there any voices like that? I can't see, so I understand that it is not necessary to elect voting committee. We can rely on [Unicom] company support. That's point six.
Now, point number seven of the agenda, consideration approval for the financial year 2025, the financial report of Bank Millennium S.A., and combined report of the Management Board on the activity of Bank Millennium and Bank Millennium Capital Group, which includes, in particular, sustainability report of Bank Millennium S.A. and Bank Millennium Capital Group. At this point, I suggest considering effectiveness of our general meeting and the fact that other points should be considered in one block. I would combine point six with other points relating to financial reports of the group and profit distribution as presented by the Management Board. I would suggest to combine point 7- 11 to be presented by Management Board.
Subsequently, I would recommend that within presentation of annual report by chairperson of the supervisory board to combine this point with other points related, points 13 and 14. This way, substantively, we will close obligatory block of issues within the general meeting of shareholders, and then we would go and start voting on individual points of agenda. Do we have any comments? I, myself, cannot make such changes, so, I think such a order and structuring of general meeting would make sense. I see no opposition, so I understand I have been given a consent to follow this procedure. In the first place, we will have a presentation by a Chairman of the Bank Millennium Management Board, Mr. João Nuno Lima Brás Jorge, who will present point seven, eight, and 11 of the agenda.
Then we will ask Chairperson of Supervisory Board to present report of the Supervisory Board of the bank. That is points nine, 13, and 14. We will have a discussion to follow, and then we will follow with votes. Mr. Chairman, the floor is yours.
Good afternoon. Let's start from macroeconomic situation. In the last year, we had major geopolitical changes. Polish economy is continuing to be strong. In 2024, GDP growth was 3%. In 2025, 3.6%. In 2026, it is projected to reach 3.8%. We expect this year investments to grow. We also project that unemployment will stay at the same low level despite the increasing wages. The increase in wages will be lower. It is still higher than inflation, so real value is growing.
This aspect is important specifically in terms of quality of credits granted by the bank. In 2025, interest rates were cut by 175 basis points, and obviously it has an impact on profitability of the bank. Now, it is at 3.75%, and we project that it will stay at the same level until the end of this year. Specifically important is the fact that in 2025, value of deposits throughout the sector increased by 9.5% year-on-year. The value of credits increased by 5.7%, but value of credits for companies increased by 9%. This year, we are projecting increase in value of deposits and credits by 9%.
Through the last five years, Bank Millennium has had very significant increase of adjusted results, thanks to development of business and obviously thanks to environment of high interest rates supporting this profitability. After two years of 2021 and 2022, where we had losses, from 2023, bank recorded positive net profits despite the fact that costs of Swiss franc was so high. Cost of Swiss franc issue went to maximum level in 2023, and that was PLN 3.5 billion. In 2024, PLN 3.2 billion. But last year, it went down to PLN 2.1 billion, so that means 34% less year on year. In 2025, bank had generated net profit of PLN 1.202 billion. It's a record level for Bank Millennium. It is an increase by 67% year on year.
The profit adjusted was PLN 3.222 billion, and that is 1% more. At the end of the year 2025, ROE was at the level of 14.3%. Adjusted operational results were PLN 5.8 billion, and again, this is the same level as in 2024. Operational expenses were PLN 2.556 billion. That is 13% higher year-on-year. With regard to net interest income, it was PLN 5.756 billion, 2% more than in 2024. We already can see reduction, cuts of interest rates in the last quarter of 2024. The net interest margin was 4.37%, and in the last quarter of 2025, it was 3.78%.
Certainly, in 2025, interest rates were reduced altogether by 175 basis points, but only by 50 basis points in the first half of the last year and 125 in the second half of this year. This reduction will have a major impact on the bank in the second year. Commissions were stable. Lower commissions for insurance and insurance risk by increasing commissions for payment cards and investment fund. Operational costs increased by 13% year-on-year. Inflation impact and wage pressure is still high, even though bank is working with at high effectiveness and productivity. Administration and BFG costs were higher by 6%, personnel costs by 13% higher. The bank is managing employment in line with assumption of strategy, Value and Growth, and monitors distribution network to control cost increases.
Adjusted cost-to-income ratio was higher, but there is still at a low level. In 2025, this ratio was 35.8%. Cost of risk was at the level of 30 basis points, very good level. In Retail Banking, cost of risk was 14 basis points. Sales of NPLs of consumer loan had a positive impact. In Corporate Banking, cost of risk was 77 basis points. It's a good level, specifically when portfolio of corporate banking credits increased by 12% year-on-year. In 2025, the bank had high quality of loans. NPL ratio was record low 3.8%, and provisions stood at 19% less. As regards Swiss franc mortgage loan, the number of new individual lawsuits dropped down. The bank had 104,000 loans in Swiss franc and has already concluded 30,400 settlements, and now the bank is signing from 500-1,000 new settlements per quarter. Already 11,300 cases have been concluded with valid settlement verdicts.
Now we have 17,500 cases pending at court, and we have 3,100 active loan agreements, and 41,500 loans have been already repaid. Now a few strategy slides. In 2025, we saw the first year of introduction of Value and Growth strategy, which we presented at the end of 2024, and it has the following goals to maintain the development of retail banking, especially in terms of active clients, to keep our customer relationship, and develop the portfolio of loans, deposits, and investment funds. Our strategy, Value and Growth, includes also a highly ambitious project, which is development of corporate banking, including doubling the portfolio of corporate loans. According to this strategy, the bank is also planning to get back to dividend payments from 2027.
In the year 2028, we'd like to get ROE at 18% and cost-to-income ratio at 37% and at the same time maintain the high capital structure with Tier 1 at 15%, as well as to maintain high quality of our portfolio of loans with NPL ratio at 4%. The first results of our implementation of Value and Growth strategy was seen already last year. As regards the number of active clients, we had 3.27 million, which is +140,000 new clients. This will allow us to reach our objective for 2028, which is 3.7 million. As regards digitalization and share of our main relationship clients, we are on the right way.
As regards NPS, our clients choose our bank as the one offering the best customer service. Also, we had a very good success as regards corporate banking. The portfolio of company loans increased 20% year-on-year. That's an increase by PLN 3 billion. We're sure that we'll exceed the goal for 2028. As regards the financial goals and risks, we also achieved the objectives. The Management Board of the bank is convinced that balanced and sustainable dividend policy is important. That's dividend payment in the long term. In 2027, we are planning to pay out dividends from the profit and in 2026. Taking into account the position of the Polish Financial Supervision Authority on dividend policy for 2026, the Management Board of the bank requests the general meeting to retain the whole profit of 2025 in equity of the bank.
The Supervisory Board recommended to the general meeting against this motion. Thank you.
Thank you, Chairman, for presenting the reports of the bank and bank's capital group. Now let me request the Chairwoman of the Supervisory Board, Olga Grygier-Siddons, to present the annual report of the Supervisory Board for 2025 and the report of the Supervisory Board on the Remuneration Policy and remuneration report. That will be items, as I mentioned before, 9-13. Over to you.
Thank you very much. According to the Chairman's words, I will present the annual report and remuneration policy report and the report on remuneration of the members of the Management Board and Supervisory Board of Bank Millennium. The full content of these documents was published along with the current report on the convening of the general meeting. The key elements of the Supervisory Board's report.
Discussion of activity in 2025 of the board and its committees, and information on implementation of the Diversity Policy. Self-assessment, assessment of the responsibility of recommendations. Assessment of the reasonableness of expenses by the bank and the bank group to support culture, sports, charitable institutions, the media, social organizations, trade unions and similar objectives. Five, results of the assessment of the combined Management Board report on the activity of Bank Millennium and Bank Millennium Capital Group, comprising in particular the sustainability reporting of Bank Millennium and Bank Millennium Capital Group, as well as the financial reports of Bank Millennium and Capital Group for 2025. Six, result of assessment of Management Board motion on distribution of profit of 2025. Seven, assessment of the bank situation on consolidated basis, taking into account internal control, risk management, compliance, and internal audit function.
Next, assessment of performance by the Management Board of duties regarding informing the Supervisory Board about the situation of the bank and group, directions of development of the activity, material transactions, material changes of information provided, as well as on resolutions of the Management Board. Nine, assessment of the manner in which the Management Board prepares or submits to the Supervisory Board information, documents, reports or explanations. Now I will discuss the activity in 2025 of the Supervisory Board and its committees, as well as information about the degree of diversity policy implementation. In its activities, the Supervisory Board was guided by concern for proper and safe operation of the bank, carrying out work with observance of highest care, objective assessment, judgment. The board's decisions were taken, first of all, during its meetings, and meetings were held in the bank's office.
In 2025, 10 meetings were held. The Board adopted 77 resolutions. The turnout was at the high level of more than 91%. Permanent participants of the Supervisory Board meetings were all members of the bank's Management Board, as well as heads of the internal audit department and compliance department. The presence of Management Board members at the Supervisory Board meetings ensured direct flow of information, which raised effectiveness of performing supervisory functions. In the reporting period, the Supervisory Board did not order examination of specific matters by the Supervisory Board's advisor. The Supervisory Board analyzed, considered, and decided on matters submitted for its consideration.
In particular, these matters concerned the area of the Bank's finances, in particular concerning budget plans of the Bank's capital group for 2027, 2029, as well as analysis of current results of the Bank's capital group and business lines, control functions and compliance of the Bank's activity, risk management in the Bank. In the course of its work, the Supervisory Board approved the risk strategy of the Bank's capital group for 2026/2029 capital plan and contingency capital plan of the Bank's capital group for 2026 and 2029, liquidity plan of the Bank's capital group together with an analysis of the Bank's long-term liquidity for 2026/2029. Moreover, the Supervisory Board updated ratios of the risk appetite matrix. The Supervisory Board monitored attainment by the Bank of its business and financial objectives. The Supervisory Board remained particularly interested in matters related to FX mortgage loans.
As in previous years, the Supervisory Board was analyzing in depth the information submitted by the Bank's Management Board regarding, inter alia, the Bank's actions aimed at managing the legacy of indexed loans, with particular consideration of actions taken regarding amicable dispute resolution. In addition, the Supervisory Board analyzed information about other legal risks. In performance of its tasks, the Bank Supervisory Board benefited from the support of standing committees. Within the Supervisory Board of the Bank, there are three standing committees: Audit Committee, Personnel Committee and Committee for Risk Matters. The composition of individual committees has changed since the date of the elections made by the Supervisory Board, i.e. March 27, 2025.
During the reporting period, the composition of the committees assured an appropriate level of supervision over the entrusted areas of the Bank's activity, and the particular members guaranteed proper performance of duties resulting from their education and professional experience. The committees, while supporting work of the Supervisory Board, were taking actions as per the needs and arisen circumstances during meetings as well as outside the meetings in the course of mutual consultations, as well as meetings and discussions with other persons, including members of the Management Board. The Supervisory Board is mindful of diversity policy implementation with respect to the Management Board and the Supervisory Board. The Supervisory Board perceives diversity in the area of age, education, and professional experience, as well as gender. The Supervisory Board and Management Board is composed of women as well as men.
Now I shall move on to the self-assessment of the Supervisory Board. Performing assessment of its activity in 2025, the Supervisory Board ascertains that it was acting in keeping with its powers stipulated in the Bank's internal regulations and in accordance with general legal requirements applicable to listed companies and banks in particular. In the Board's opinion, during the reporting period, the activities of its members within the Supervisory Board, or in Supervisory Board members were highly effective, transparent and compliant with best market standards. Ensuring effectiveness of supervisory activities performed, Supervisory Board members were carrying out their duties with reliability and integrity, with due care and strong commitment. Also it made a self-assessment of the adequacy of internal regulations regarding the functioning of the Supervisory Board, as well as effectiveness of its operations.
Assessments in this respect find that regulations are effective and the activities of the Bank's bodies are effective and efficient. In the Board's opinion, the number of its members was adequate given the nature and scale of activity carried out by the Bank, while its composition as a whole guaranteed an appropriate level of collegiate exercising of supervision over all areas of the Bank's activity. Particular members of the Board demonstrated a high level of qualifications, specialist knowledge and competences resulting inter alia from education attained and professional experience, including knowledge of the financial market, management, modern technologies, thus assuring proper performance of tasks assigned to them. Bearing the above in mind, and also giving a positive evaluation of the Bank's overall activity, the Supervisory Board moves for discharging all members of the Bank's bodies from performance of their activities in 2025. Sorry.
Presently, I shall move on to assessment of application in the Bank of corporate governance principles for the supervised institutions, best practice for GPW companies, as well as KNF recommendations. The Supervisory Board ascertains that in 2025 the Bank was properly applying corporate governance principles for the supervised institutions adopted by KNF to the extent defined by resolutions of the Bank's bodies. The solutions and mechanisms applied in the Bank and aimed at implementation and execution of the above mentioned principles duly take into account the objectives stated therein in connection with the needs for optimum organization of the Bank's activity.
With respect to the best practices of the companies listed on GPW, starting from July 1, 2021, the Supervisory Board is of the opinion that the bank was properly satisfying disclosure requirements as regards application of the comply or explain principle, as well as regarding current and periodic information. The Supervisory Board believes that the bank was properly implementing the principles resulting from Recommendation Z of the Polish Financial Supervision Authority. The solutions duly achieved the goals of the regulations, also as regards adjustment of the internal regulations to the changing external situation. Now I shall move on to the assessment of the reasonability of expenses incurred by the bank and the bank group to support culture, sports, charitable institutions, the media, social organizations, trade unions, and similar objectives.
The bank, in cooperation with non-governmental community organizations, runs financial education programs, initiatives promoting culture, supporting development of local communities, and care for the natural environment, as well as climate protection. Information concerning implementation by the Bank of Principles of corporate, social, and environmental governance are contained in the Management Board report on the activity of Bank Millennium and Bank Millennium Capital Group, comprising in particular the sustainability reporting of Bank and Capital Group, as well as financial reports of the bank and Bank Millennium Capital Group for 2025. The Supervisory Board gives positive assessment of the social sponsorship and educational activities of the bank, which not only provide direct financial support for executive projects, but also make a positive contribution to the development of culture, education, and economy.
In the opinion of the board, such an attitude builds a positive image and trust in the bank as a financial institution concentrating not only on maximizing its profits, but also applying the rules of corporate social responsibility. Results of the assessment of the combined Management Board report on the activity of Bank Millennium and Bank Millennium Capital Group, comprising in particular the sustainability reporting as well as financial reports for financial year 2025. In financial year 2025, the Bank Millennium generated net profit of PLN 1,117,313,420.86.
Pursuant to Article 382 of the Commercial Companies Code, Paragraph seven, Section three, and in connection with Paragraph 72 of the Regulation of the Minister of Finance of June 6, 2025 on current and periodic information provided by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state. At its meeting on February 27, 2026, the Supervisory Board conducted an assessment of the following Management Board's submissions. One, the bank's financial report on 2025. Financial report on the bank's capital group on 2025, as well as combined Management Board report on the activity of the bank and the bank's capital group, comprising particular 2025 sustainability reporting. The Supervisory Board reviewed also the assessments expressed by the auditor, KPMG Audit with respect to the document identified as one, two, and three.
On these grounds, the Supervisory Board concludes that both the bank's 2025 financial report, as well as the 2025 financial report of the bank's capital group, and also the combined 2025 Management Board report on activity of the bank and the bank's capital group, in particular 2025 sustainability reporting of bank and bank's capital group, were prepared correctly in terms of the content and form, compliant with the books and documents, as well as with the actual status, and they provide an accurate reflection of the status of the financial results and activity of the bank and bank's capital group in 2025. The Supervisory Board recommends to the general meeting of the bank to adopt the above documents in the version submitted by the Management Board, together with reports and the opinions of the auditor.
The result of assessment of the Management Board motion on distribution of profit. Position of the Supervisory Board on distribution of profit. The Supervisory Board, in reference to the Management Board's motion on distribution of profit, acting pursuant to proper paragraphs of the Code of Commercial Companies and the Bank's Articles of Association, at its meeting of 27 February 2026, performed assessment of the aforementioned motion, deeming it responsible, and thus distribution of profit in the amount of PLN 1,117,313,420.86 by allocating it to reserve capital.
Considering the above, the Supervisory Board recommends to the general meeting the adoption of the motion of the Management Board. The assessment of the bank's situation on a consolidated basis takes into account internal control systems, risk management, compliance, and internal audit function. The Supervisory Board, also by means of the Board's committees, Audit and Risk Committees, keeps monitoring the quality of risk management compliance, internal control system, and the proper performance of its functions by the internal audit department, and also the bank's information policy inter alia by approving the relevant internal regulations, plans and strategies, a thorough analysis of the reports and information submitted, and performing suitable reviews and audits. Taking into account the supervisory activities, also based on the opinion of the Audit and Risk Committees, as stated among others in the activity reports of the committees, the Supervisory Board finds the following.
The components of the internal control system show proper capacity to identify potential irregularities and weaknesses in the banking process and ensure adequate effectiveness of management of the identified problems with a view to continuous and systematic improvement of their functioning controls. At the same time, the adapted criteria for the evaluation of the internal control system confirm the assessment of the adequacy and effectiveness of this process at a satisfactory level. At the same time, the Supervisory Board assess at a sufficient level the system for identifying the irregularities by employees, as well as managing conflicts of interest. The system for managing all types of risk, both financial as well as non-financial, comprises such elements as identification, measurement, control, as well as monitoring and reporting of risk.
As part of risk control, the bank lays down procedures to be followed if the limits are exceeded, and also stipulates measures to eliminate cases of their exceeding and defines corrective measures. The bank conducts a transparent information policy towards all the shareholders, investors, media clients, and other stakeholders, and the scope of information disclosed by the bank complies with legal requirements. In implementing its information policy, the bank as a public company and supervised institution also observes legal regulations on confidentiality and protection of information. The bank's information policy is also consistent with corporate governance principles, including ensuring that all shareholders, investors have appropriate access to information. Now, the report on implementation of information duties for the Supervisory Board, direction of development, important changes and resolutions of the government, information, documents, reports and explanations. Supervisory Board receives exhaustive information before every meeting with appropriate advance.
The documentation provided to the Supervisory Board is of high substantive value. Questions and requests for explanations from members of the Supervisory Board meet with prompt response from the bank's Management Board. The Supervisory Board has no restrictions regarding access to information and exercising the control mandate. The presence of Management Board members at the Supervisory Board meetings ensure direct flow of information which raised effectiveness of performing supervisory functions.
Pursuant to article, paragraph 382 of the Code of Commercial Companies, the Supervisory Board performed an assessment of the provision by the Management Board of information regarding delivery to the Supervisory Board as well as on subsidiaries, including information about resolutions adopted by the bank and the subject, as well as assessment of the methods of preparing and provision to the Supervisory Board of information, documents, reports or explanations demanded in the procedure defined in the Code of Commercial Companies, according to which a Supervisory Board may in particular examine all documents of a company, demand from the Management Board or persons employed in the company the preparation or provision of any information, documents, reports or explanations. The Board concludes that duties in this respect have been properly performed by the Management Board.
All information, explanations and documents were provided to the Supervisory Board in good time and in line with expected scope and manner of presentation and summary. In the opinion of the Supervisory Board, the bank was adapting its operations effectively to the dynamically changing environment. The Supervisory Board was supporting decisions of the bank Management Board directed at making appropriate changes and maintaining the pace of growth, at the same time putting strong emphasis on control, specifically as regards optimizing costs and lending business. Looking forward to
The Supervisory Board, to further favorable development of the bank, the Supervisory Board praises the proactive approach, preparedness of the bank for new challenges, demonstrated inter alia in fast response to the changing social and economic environment, seeking new opportunities for interactions with customers, new areas of interest for financial products, as well as new products answering market expectations, which is proof inter alia of an innovative and creative approach to possible growth paths. The responsible approach and commitment of the whole team of employees, as well as very good cooperation with the Management Board need to be underscored based upon effective and transparent flow of information. Thus, the Supervisory Board would like to voice its appreciation for members of the Management Board, as well as for staff of the Bank Millennium Capital Group for excellent work and fast adaptation to the extremely demanding economic reality.
Now we move to point thirteen, the discussion on the report of functioning of the Remuneration Policy at Bank Millennium. The report on the functioning of the Remuneration Policy at Bank Millennium was prepared in connection with valid regulatory requirements, in particular principle of corporate governance for supervised institution KNF recommendations. It as well as internal policies of Bank Millennium S.A. and Group. The effectiveness measure of the Remuneration Policy was to maintain an optimal employee turnover level. In 2025, it was significantly lower than before the introduction of the new job model and the new remuneration regulations, 2023, 2024. 10% in 2025 versus 18% in 2021, 2022. The main topics in 2025 under the implementation of the Remuneration Policy are preparations aimed at ensuring compliance with future regulatory requirements regarding remuneration transparency, as well as ongoing monitoring of the pay gap.
A review of bonus system across the bank units has been conducted, focused on maintaining the motivation of the staff with the competencies required to implement the bank's business strategy announced for 2025-2028 Value and Growth. Salary reviews were conducted in line with macroeconomic conditions and the labor market, as well as the challenges faced by the organization and the bank's capital position. In summary, in 2025, the bank and the group continued a remuneration policy aimed at ensuring adequate and motivating remuneration for employees, while at the same time taking into account the bank's capital, liquidity and risk indicators. The management of fixed and variable remuneration components, the conditions for their determination, the total amount of remuneration and payment structure duly fulfill the objective of the group's policy.
In particular, the following assumptions are implemented, care for the bank's long-term development, protection of interests of investors, clients, and other stakeholders of the Bank Millennium Group, the risk management and the limitation of risk exposure. The Supervisory Board assesses that the Remuneration Policy at Bank Millennium is conducted in a stable manner based on the continuation of the adopted strategies, while at the same time adapting to the challenges arising from the current business context. The Remuneration Policy does not encourage the bank staff to take excessive risks, and at the same time supports the achievement of the bank's strategic objectives and its development. Now let me move to point four, fourteen of the agenda. Discussion on the report of remuneration of members of the management board and the supervisory board.
Preparation of the annual report in this area is the duty of the management board. It's in keeping with the requirements of the Act on Public Offering Conditions Governing the Introduction of Financial Instruments to Organize Trading in Public Companies. Information contained in the report is consistent with the Remuneration Policy binding members of the Management Board and the Supervisory Board. The report was prepared for 2025 and provides a comprehensive review of remuneration, including all benefits received by individual members of the Management Board and the Supervisory Board in that financial year. The report was submitted in accordance with legal requirements for assessment by the statutory auditor. The auditor, KPMG, expressed a positive opinion about the report, reflecting in it all the important aspects required, contains all elements mentioned in appropriate provisions of the act.
The report on remuneration covers all members of the Supervisory Board and Management Board, also those who perform their functions in part of the year. In the report, what was presented is the total remuneration and breakdown into components as well as mutual proportions between those components. Amount of remuneration from companies belonging to the same capital group in the meaning of the regulation on accounting. Information on the performance assessment criteria applied by the members of the Management Board with explanation of the impact on total remuneration and the contribution to the achievement of the long-term results. Number of awarded and offered financial instruments and conditions of exercising rights from these instruments. Information and changes in annual terms in remuneration of members of the Management Board.
Results of the company as well as average remuneration of employees of this company who are not members of the management board nor supervisory board over the last at least five financial years. In summary, the remuneration report prepared and published on the website presents exhaustively the rules for granting remunerations to members of the management board and supervisory board. The report contains information on the remuneration paid to members of the management board and the supervisory board in 2025 in keeping with provisions of the Act on Public Offering. The statutory auditor, KPMG Audit, issued a positive opinion confirming that the report is complete and contains all the information required under appropriate provisions of the Act. The general meeting passes a resolution giving an opinion on the remuneration report. This is all. Thank you very much.
Thank you, Madam Chairman, for exhaustive presentation of annual report and reports on remunerations and remuneration policy in the bank. Let me open the discussion on these reports presented by Management Board and Supervisory Board. Are there any questions to these points of presentations? Please introduce yourself.
Jacek Lampart, shareholder. One question only. In the report of Supervisory Board, it was said that assessment was made of the scope in which bank sponsored sport, culture, and so on and so forth. I lacking that in Management Board report. What amount we are talking about and what the funds were spent for? Well, as during the chairmanship of Mr. Kott, one of the main items were jazz festival and so on and so forth. So I would like to know what were the funds allocated to and spent for.
Thank you for this question. Anybody from the management board would be ready to respond to this question?
Question perhaps is a detailed one, so perhaps a short, brief intermission should be advisable. It is very detailed questions. I do not have information specifically. I believe we use funds for education. More precise. Just a second. We may have a very brief technical break. I understand it will have no impact upon voting. If that is the case, in order to keep it efficient, we can move on to start voting, to cast our votes on resolution number 2.7, which is approval of Bank Millennium financial report for 2025 and financial report, including sustainability report of Bank Millennium and the group.
It is resolution number two, wording you have on your tablets. It was published, so I understand that we are ready to cast our votes. Please cast your votes. It is open ballot, and simple majority is enough to adopt the resolution. Please cast your votes. We have results. Let me read them. 973,162,968 valid votes were cast from the same number of shares, which is 80.23% of share capital. For, 973,162,968 votes. Against, 14,456. Abstained, 111,834. Resolution therefore has been adopted. Let me move on to conduct the voting for resolution number three point eight of the agenda. Resolution on the ordinary...
On the matter of approving the financial report of the Bank Millennium Capital Group for financial year 2025. Again, open ballot with simple majority. Please cast your votes. The results are as follows: 973,289,258 votes. Valid votes were cast from the same number of shares, which is 80.23% of share capital. For the approval of the report, 973,177,424 votes. Zero opposed and 111,834 abstained. Hence, resolution number three has been adopted. Let us move to vote on resolution number four, point number nine of the agenda in the matter of approving the annual report of the Supervisory Board for the financial year 2025. Open ballot with simple majority.
Please cast your vote. Results are as follows: 973,289,258 valid votes were cast from the same number of shares, which is 80.23% of share capital. For 973,177,424 votes. No opposing votes. 111,834 abstained. Resolution has been adopted. That was number four. Let us move to voting on resolution number five under point 10 of the agenda, on allocating part of reserve capital to cover the impact on equity of the change in the algorithm for calculating the effective interest rates for loans with periodically fixed interest rate.
This important change of interest rates resulting from external economic events resulted in the need to verify algorithm of calculating effective interest rates for periodically fixed interest rate for calculating the effective interest rate for the loans with a periodically fixed interest rate. The amount of PLN 9 million constituting a part of reserve capital from profit from previous financial years is proposed to be allocated to cover this effect. Details are in the financial report in point seven in accounting policy section if need be. I suggest we cast our votes on resolution number five on allocating part of the reserve capital to cover the impact on equity of the change in algorithm for calculating the effective interest rates for loans with periodically fixed interest rate. If we can start voting. Open ballot, simple majority. Please cast your votes.
Results are here. 973,289,258 valid votes were cast from the same number of shares, which is 80.23% of share capital. For, 973,289,248. Against, 10. Abstained, zero. So no absentees. Resolution has been adopted. Let's move to vote on resolution number six, point 11 of the agenda on the distribution of profit for financial year 2025. Number six, as I mentioned, I'm not going to read the whole wording of this resolution. The entire profit is proposed by the management board to reserve capital. Open ballot, simple majority is necessary to adopt. Please cast your votes.
Results are as follows: 973,289,258 valid votes were cast from the same number of shares, accounting for 80.23% of share capital. For the resolution, 973,289,258 valid votes. No zeros and no abstainees. Unanimously, the resolution has been adopted. Congratulations. Let us move to point 12 of the agenda. Point 13 and 14 on Supervisory Board reporting on remuneration will be discussed in line with the agenda. Now we're talking about discharging Management Board and Supervisory Board of the bank for performance of the duties in the financial year 2025. Resolutions from 7 to 32.
Until 15, no, number 15, the resolutions are covering members of the Management Board, 16 to 32, Supervisory Board members. As we mentioned, these resolutions were available at website. You have it on your tables. In consequently consistently, I am not going to read the contents. Do we need any discussions? You have perhaps any questions in this issue? No questions, no discussions, so we can move on to voting. Discharging management board and supervisory board, it's individual. According to Commercial Companies Code, it's a discharge, it's personal matter, so it will be secret ballot necessary for adoption of the resolutions. Simple majority is required. As a point of order, I would like to remind you that if shareholders is voting neither personally or nor by proxy can vote on his or herself case.
Let us move on to the voting. It's an obligatory point. The first resolution is number seven of the Ordinary General Meeting of Bank Millennium S.A. of 30 March 2026. In the matter of discharging Mr. João Nuno Lima Bras Jorge in regard of the performance of the duties in financial year 2025. Please cast your votes. Somebody missed the voting or do we need more time for everybody to cast votes? Can we conclude the voting? Yes, we can. Let me read the results. Discharging Mr. Chairman of the Management Board, Mr. Bras Jorge, 972,626,170 valid votes were cast from the same number of shares, accounting for 80.17% of share capital.
For 971,951,575 votes; against, 10,041; abstained, 664,554. Resolution has been adopted. The matter of granting discharge for Mr. Fernando Maria Cardoso Rodrigues Bicho, Deputy Chairman of the Management Board of Bank Millennium, in regard of the performance of duties in financial year 2025. Resolution number eight. Again, secret ballot. Please cast your vote. All votes were cast. I understand we can conclude the voting. The results are 972,856,500 valid votes were cast from the same number of shares, accounting for 80.19% of share capital.
For 972,181,905, against 10,041, abstained 664,554. Resolutions has been, in this case, adopted. Now, resolution number nine, granting discharge to Mr. Wojciech Haase, Member of the Management Board. Again, secret ballot. Please cast your votes. Do we need more time? No. We can close this vote. Results are as follows: 973,090,789 valid votes were cast from the same number of shares, accounting for 80.21% of share capital. For 972,416,194, against 10,041, abstained 664,554. Resolution has been adopted.
Now, resolution number 10, discharging Mr. Jarosław Hermann, Member of the Management Board. Secret ballot. Please cast your votes. I understand that we can conclude this vote. Altogether, 973,043,427 valid votes were cast from the same number of shares, which is 80.21% of share capital. For 972,368,832, against 10,041, abstained 664,554. The resolution has been adopted. Now the resolution number 11, granting discharge to Mrs. Halina Karpińska. Secret ballot. Please cast your votes. All votes were cast, so I understand we can present results and close this vote.
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972,343,224 in favor. No against, 10,041. Abstentions, 664,554. Thus, the resolution has been adopted. Now we move on to the vote on resolution number 12, which is granting discharge to Mr. António Ferreira Pinto Júnior, Member of the Management Board. Please cast your votes. It's a secret ballot.
Have you all cast your votes? Yes. We can close the vote. The results, please. In this vote, 972,795,525 valid votes were cast, which accounts for 80.19% of the share capital. In favor, 972,120,930. Against, 10,041. Abstentions, 664,554. Thus, the resolution has been adopted. Now we move on to the vote on resolution number 13, which is vote on granting discharge to Ms. Magdalena Zmitrowicz, Member of the Management Board. Please cast your votes. It's, again, secret ballot. Have all the votes been cast? Let's close.
The results, 973,090,789 votes were cast out of the same number of shares, which accounts for 80.20% of the share capital. In favor, 972,416,194. Against, 10,041. Abstentions, 664,554. Thus, the resolution has been adopted. Now we move on to resolution number 14, which is on granting discharge to Mr. Andrzej Gliński, previous member of the Management Board. That's resolution number 14. It's about his presence until 27th of March 2025. This is again a secret ballot. Let's proceed to voting. Has everybody cast their votes? I understand yes. The results, please.
The results are as follows: 973,090,789 votes were cast from the same number of shares, which accounts for 80.21% of the share capital. In favor, 972,416,194. Against, 10,041. Abstentions, 664,554. Thus, the resolution has been adopted. Now we are left with voting on resolution number 15, which is resolution on granting discharge to Mr. Wojciech Rybak, Member of the Management Board, in regard to the performance of the duties in the period from 1 January 2025 until 27 March 2025. It's a secret ballot again. Please proceed to voting. Has all the votes been cast, so we can close the vote? The results, please.
In this vote, there were 973,090,789 votes, which accounts for 80.20%. In favor, 972,416,184. Against, 10,041. And abstentions. Thus, the resolution has been taken, and we have closed the voting on discharging the members of the Management Board from the performance of their duties. Now we can move on to voting on discharging from the performance of the duties to the members of the Supervisory Board. It's obligatory for us to do it.
We start with resolution number 16, which is in the matter of granting discharge to Mr. Bogusław Kott, former Chairman of the Supervisory Board, also member of the Supervisory Board, in regards of the performance of the duties from the first of January 2025 until 27th of March 2025. It's a secret ballot. Please proceed to e-voting. Has all the votes been cast? One second, please. We can thus close the vote. Please present the results. In this vote, 973,090,789 votes were cast from the same number of shares, which accounts for 80.21% of the share capital in favor of the resolution. 944,302,107. Against, 28,124,128. Abstentions, 664,554. Simple majority was required, thus the resolution has been adopted.
Now we move on to voting on resolution number 17. That is the vote in the matter of granting discharge to the member of the Supervisory Board and also from the 27th of March, Chairwoman of the Supervisory Board, Ms. Olga Grygier-Siddons. It's going to be a secret ballot. Please, cast your votes. Resolution number 17, mind you. Has everybody cast their votes? I understand yes, so we can close the vote. The results, please. In favor, the total number was 973,090,789 from the same number of shares. That accounts for 80.21% of the share capital. In favor, 944,319,405. Against, 28,106,830.
Abstentions, 664,000,554. Thus, the resolution has been adopted. Now we move on to voting on resolution number 18. That's the vote in the matter of granting discharge from the performance of the duties to Deputy Chairman of the Supervisory Board, Mr. Nuno Manuel da Silva Amado. That's resolution number 18. This is a secret ballot. Please cast your votes. Can we close the vote? I understand yes. The results, please. The results are as follows. The number of votes cast, 973,090,789 from the same number of shares, accounting for 80.21% of the share capital. In favor, 972,416,194. Against, 10,041. Abstentions, 664,000,554.
Thus, the resolution has been adopted. Now we move on to the vote on resolution number 19 of the ordinary general meeting of Bank Millennium S.A. in the matter of granting discharge from the performance of the duties to Mr. Dariusz Górski, Deputy Chairman and Secretary to the Supervisory Board of Bank Millennium for financial year 2025 until 27th of March 2025. Please cast your votes. It's a secret ballot. Has everybody cast their votes? I understand yes, so we can close the vote. Please present the results. The results are as follows. The total number of votes cast, 973,090,789, which accounts for 80.21% of the share capital. In favor, 972,416,194. Against, 10,041.
Abstentions, 664,554. Thus, the resolution has been adopted. Now we move on to the vote on resolution number 20 of the ordinary general meeting of Bank Millennium S.A. in the matter of granting discharge in regard of the performance of the duties to Mr. Miguel de Campos Pereira de Bragança, member of the Supervisory Board of Bank Millennium S.A. It's going to be a secret ballot. Please proceed to voting. Has everybody cast their votes? I understand yes. Thus, we can close the vote. Please present the results. The results are as follows. Total number of 973,090,789 valid votes were cast from the same number of shares, which accounts for 80.21% of the share capital. In favor, 941,021,088.
Against, 31,405,147. Abstentions, 554. Thus, the resolution has been adopted. Now we move on to resolution number 21, which is in the matter of granting discharge to Ms. Anna Jakubowski, Member of the Supervisory Board of Bank Millennium S.A. in regard to the performance of the duties in financial year 2025 until 27th of March 2025. It's a secret ballot. Please cast your votes. Has everybody cast their votes? I understand, yes. We can close the vote. The results, please. The results are as follows. The total number of votes was 973,090,786 from the same number of shares which accounts for 80.21% of share capital.
In favor, 944,319,402. Against, 28,106,830. Abstentions, 664,554. Thus, the resolution has been adopted. Now we are going to vote on resolution number 22 in the matter of granting discharge to Mr. Grzegorz Jędrys, member of the Supervisory Board, in regard of the performance of the duties in financial year 2025 until 27th of March 2025 specifically. It's a secret ballot. Please proceed to voting. Has everybody cast their votes? I understand yes, so we can close the vote. The results, please. The total number of votes cast, 973,090,789 from the same number of shares, accounting for 80.21% of share capital.
In favor, 972,416,194. Against, 10,041. Abstentions, 664,554. Thus, the resolution has been adopted. Now we move on to the vote on resolution number 23 in the matter of granting discharge to Mr. Alojzy Nowak, Member of the Supervisory Board of Bank Millennium S.A. in regard of the performance of the duties in financial year 2025. It's a secret ballot. Please cast your votes. Has everybody cast their votes? I understand yes, so we can close the vote. The results, please. The results are as follows. Total number of votes cast, 973,090,789 from the same number of shares, accounting for 80.21% of the share capital.
In favor, 944,302,107. Against, 28,124,128. Abstentions, 664,554. Thus, the resolution has been adopted. In this case, we shall move on to the vote on resolution number 24, which is the vote in the matter of granting discharge to Mr. José Miguel Bensliman Schorcht da Silva Pessanha, member of the Supervisory Board in regard of the performance of the duties. It's a secret ballot. Please proceed to voting. Has everybody cast their votes? I understand yes, so we can close the vote. Please present the results. The results are as follows.
The total number of votes cast 973,090,786 from the same number of shares, accounting for 80.21% of the share capital. In favor, 969,117,874. Against, 3,308,358. Abstentions, 664,554. Thus, the resolution has been adopted. Now we shall take a vote on resolution number 25 in the matter of granting discharge to Mr. Miguel Maya Dias Pinheiro, a member of the Supervisory Board in regard to the performance of the duties. Resolution number 25, secret ballot. Please cast your votes. Has everybody cast their votes? I understand yes, so we can close the vote. The results, please.
Total number of votes cast, 973,090,789 from the same number of shares, accounting for 80.21% of the share capital. For, 969,117,877. Against, 3 ,308,348 . Abstention, 664,554. The resolution has been passed. Now we move on to the vote on resolution number 26. It's the vote in the matter of granting discharge to Mr. Lingjiang Xu, Member of the Supervisory Board, in regard of the performance of the duties. It's a secret ballot. Resolution number 26. Please cast your votes. Has everybody cast their votes? I understand yes, so we can close the vote. Please present the results. The results are as follows.
The total number of votes cast, 973,090,786 from the same number of shares, accounting for 80.21% of the share capital. In favor, 972,416,191. Against, 10,041. Abstentions, 664,554. Thus, the resolution has been adopted. Now we can move on to the vote on resolution number 27. That is the resolution of the ordinary general meeting of Bank Millennium S.A. in the matter of granting discharge to Ms. Beata Stelmach, member of the Supervisory Board of Bank Millennium, in regard of the performance of the duties in financial year from the first of January 2025. It's a secret ballot. Please cast your votes. Has everybody cast their votes? I understand yes.
We can request the results, close the vote and request the results. The results are as follows. The total number of votes cast, 973,090,789 from the same number of shares, accounting for 80.21% of the share capital. In favor, 972,416,194. Against, 10,041. Abstentions, 664,554. Thus, the resolution has been adopted. In this case, we shall proceed to the vote on resolution number 28. It's the vote in the matter of granting discharge to Ms. Katarzyna Sułkowska, member of the Supervisory Board of Bank Millennium S.A., in regard of the performance of the duties in financial year 2025. It's a secret ballot. Please cast your votes.
Has everybody cast their votes? I understand the answer is yes, so we can close the vote. The results, please. The results are as follows: 973,090,789 valid votes were cast from the same number of shares, accounting for 80.21% of share capital. In favor, 972,416,194. Against, 10,041. Abstentions, 774,554. Thus, the resolution has been adopted. Presently, we shall proceed to voting on resolution number 29, which is the resolution in the matter of granting discharge to Miss Małgorzata Bonikowska, member of the Supervisory Board of Bank Millennium S.A. in regard of the performance of the duties in financial year 2025. It's resolution number 29. Secret ballot.
Please cast your votes. All votes were cast? Yes. We can close the voting. Results, please. Results are as follows: 970,090,786 valid votes were cast on the same number of shares, accounting for 80.21% of shareholders. For, 972,416,191 votes. Against, 10,041. Abstain, 664,554. Resolution number 29 has been adopted. Now, resolution number 30, discharging Miss Agnieszka Kłos-Siddiqui, a member of the Supervisory Board of Bank Millennium S.A. for the performance of the duties in financial year 2025. Secret ballot. Please cast your votes. All votes were cast? I understand, yes. Please close the vote and please show the results.
973,000,786 valid votes were cast from the same number of shares, accounting for 80.21% of share capital. For, 972,416,191. Against, 10,041. Abstain, 664,554. Now we will vote on resolution number 31 on discharging from performance of duties of Supervisory Board member of Bank Millennium S.A. for Miss Anna Mankiewicz-Rębkowska. Secret ballot. Please cast your votes. All the votes were cast? I understand, yes. We can close the votes. Please show results. The results are follows: 973,000,000, nine...
90,789 valid votes were cast from the same number of shares, accounting for 80.21% of share capital. For, 972,416,194. Against, 10,041. Abstain, 664,554. Now we have last resolution in this block, number 32 of the ordinary general meeting of Bank Millennium on discharging from performance of duties the member of Supervisory Board of the bank, for financial year 2025 for Ms. Izabela Olszewska. Secret ballot. Please cast your vote. All the votes were cast, we can close the voting. Please show results. Altogether, 973,090,789 valid votes were cast from the same number of shares, accounting for 80.21% of share capital.
For, 972,416,194. Against, 10,041. Abstained, 664,554. Resolution has been adopted. At this we close point 12 of voting on granting discharge for members of the management board and the supervisory board. All members of both bodies were discharged from their duties. Congratulations. Now we are moving to point number 13 of this general meeting, assessment of the Remuneration Policy in Bank Millennium S.A. We will adopt resolution number 33. Discussion has been already conducted on the issue. Report was presented by Madam Chair of the Supervisory Board. We can cast our votes on resolution number 33 on ordinary general meeting of Bank Millennium S.A. in the matter of performing the assessment of the Remuneration Policy at Bank Millennium S.A.
With reference to paragraph 28, Section 3 of Principles of Corporate Governance of Supervised Institutions adopted by the Polish Financial Supervision Authority on 22 July 2014. Wording is on tablets, and it was announced on the website. In this case, it's open ballot, simple majority. Please cast your votes. I understand I can close the voting. Please present the results. Altogether, 973,289,258 valid votes were cast from the same number of shares, which is 80.23% of share capital. For, 916,160,126. Against, 2,204. Abstained, 57,126,928. Resolution has been adopted.
Now, we shall move to point 14 of the agenda, taking a resolution in the matter of expressing opinion regarding the Supervisory Board report on the remuneration of members of the bank's management board and Supervisory Board. Resolution number 34. This report has been discussed and presented. Discussion was held, so we can move on to the voting. It's open ballot, simple majority. It is resolution number 34 of the Ordinary General Meeting of Bank Millennium S.A. in the matter of expressing the opinion on the Supervisory Board report on the remuneration of members of bank management board and Supervisory Board. The wording is known. Please cast your votes. I understand I can close the voting. Please show the results.
Altogether, 973,289,258 valid votes were cast out of the same number of shares, accounting for 80.23% of share capital. For, 820,957,534. Against, 152,316,630. Abstained, 15,094. Resolution has been adopted. That was number 34. Now let us move on to point 15 of the agenda, taking resolution on the assessment of the adequacy of internal regulations concerning the functioning of the Supervisory Board and effectiveness of its activity. That will be resolution number 35.
The resolution is under this agenda according to recommendations of KNF, and information of this recommendation implementation in the bank has been presented in the position of KNF of the thirtieth March 2023, and the contents were made accessible by the bank in connection with convening this meeting. External advisor issued an opinion, legal opinion on functioning of Supervisory Board for its functionality and effectiveness. The wording of the resolution is on tablets. It was announced with convening letter of convening this general meeting. I'm not going to read that. Just let me remind you that in this case we will be adopting resolution number 34 of the ordinary meeting of Bank Millennium S.A. on the assessment of adequacy of internal regulations concerning the functioning of the Supervisory Board and effectiveness of its activity. It's an open ballot.
A simple majority is required. Please cast your votes. Can we close this voting? I understand it is the case, so please show the results. Altogether, 973,289,255 valid votes were cast from the same number of shares, accounting for 80.23% of share capital. For 916,289,255 votes, against zero, abstained 57 million. Resolution has been adopted. Let's move to resolution 36 of the GMS of Bank Millennium S.A., taking a resolution on the gender balance policy in Bank Millennium S.A. We've heard a report on that from the chair of the Supervisory Board. I'm not going to read the wording of the act.
We will be voting on resolution number 36 on the Gender Balance Policy in the Bank Millennium S.A. Group. Please cast your votes. It's an open ballot. Simple majority is required. All votes were cast. I can present the results, which are as follows: 973,289,258 valid votes were cast from the same number of shares, accounting for 80.23% of share capital. For 973,289,258. No opposition, no abstentions. Unanimously, the resolution has been adopted. We have one last point of the agenda, point 17, information on the bylaws of Bank Millennium S.A. Supervisory Board. I understand in 2025 a change was made to the bylaws of Supervisory Board.
The changes relate to, as it is said on the documentation, on tables and on the website, paragraph five, section 1.1 and 8.1 and paragraph five, section 5.12.12 of the bylaws. It's a question of implementation of changes of the articles of association of the bank, which was done on the last general meeting, adding conducting supervisory activity. The Supervisory Board takes account of macroeconomic trends and the crossing out strategic committee and editorial wording regarding this committee and selection of audit company to audit reporting on development of the bank and capital group, and adding wording regarding competencies of audit of Supervisory Board with respect to sustainable development.
According to recommendation of the KNF requirements, it is necessary to notify GMS how this document is worded after the changes. We will be voting on resolution on 37 in the matter of informing the general meeting about the bylaws of the Supervisory Board of Bank Millennium S.A. It's an open ballot, simple majority. I don't think there is need for a discussion, we can move on to voting. Please cast your votes. Results are as follows: 973,289,258 valid votes were cast from the same number of shares, accounting for 80.23% of share capital. For 973,289,258 votes, against zero, abstained zero. Resolution has been adopted unanimously.
That was resolution number 37. For, as a point of order, we are coming back to the question of the of Mr. Lampart's question regarding the question of expenditures for education, sports, and so on. Any member of the management board would like to respond? I understand Deputy Chairman, Mr. Bicho like. Microphone is needed so that the question, or I should say response, sounds properly.
Coming back to the questions. We are sponsoring or charity activities on financial education for kids, for parents. It's all written in our report. Voluntary activity of our employees in bank and foundation. Other programs, social programs like for charity for Christmas, available finance, sponsoring of culture, Millennium Docs Against Gravity for many years now, and cooperation with Zachęta National Gallery of Art and other events, cultural events. We are supporting academic education actions addressing needs of young people.
It is all written in our report.
Thank you. Response was quite exhaustive, sufficient, I understand. Point 18 is left for us, closing of the general meeting. Very great thanks to all of you, to all shareholders, proxies, Management Board, Supervisory Board, experts for participating. This meeting was broadcast and it will be placed on the bank's website. Thank you very much for efficient conduct of this meeting. Thank you very much. The meeting is closed. Thank you.