I hereby open the General Meeting of Shareholders convened by the management board. I'm very pleased to welcome all the shareholders and their plenipotentiaries, members of the supervisory board, members and experts, representatives of the auditing company, KPMG, and all our guests who accepted the invitation to ordinary General Meeting of Shareholders. Before I will move on to the agenda of the meeting, please let me give a short introduction. Because of the unusual character of this ordinary meeting, this time, I will speak for myself. I have been honored to be a part of a supervision over the bank on your appointment. I have wanted to make sure that at the time of digital age, our company has moved into the future and to raise its value for the shareholders.
It has been my dream and wish that this direction is continued, this path is continued, which is not easy, especially at the times of the war and cyber threats related to the war in Ukraine. I would like to ask the representative of Unicom company to present instructions about the voting.
Good morning, ladies and gentlemen. Please let me remind you briefly how to use the tablet. On the first screen, you have two buttons. Once you press the button Your Data, you can verify the data of the shareholder you represent. Once you press the button Documents, you can see the documents relating to today's meeting, which have also been posted on the bank's website. As far as voting is concerned, when we vote, you will have three buttons: Yes, No, Abstain, and you decide what decision you make.
Once you press the button, on the next screen, you will see what decision has been made by you, and then you will see the button Confirm, where you can confirm your decision and cast a vote. I hope this is very clear. If you have any doubts, any questions or technical problems, we'll be here to assist you. Thank you very much.
Good morning, Paula Ziemiecka-Księżak. Good morning, Paula Ziemiecka-Księżak. I represent PZU, and I would like to present Radosław Kwaśniewski as the chairperson of the meeting. Do you have any candidates for the chairperson?
I can see no other candidates. Do you agree to be a candidate for the chairperson? Thank you. I am closing the list of the candidates for chairperson. Please let me remind you that in accordance with the Article 430 of the Code of Commercial Companies, it is personal voting.
Please let me open the voting for the chairman of the meeting. Have you all voted? I can see no objections, let me close the voting on the election of a chairperson. Please give us the results of the voting.
Thank you so much. In total, in secret ballot, 186,000,521 votes have been casted, which form 71% of the initial capital. You can see it on the screen. No abstentions, no votes against. In total, 186,521,492 votes have been casted.
Now I would like to give the floor to the chairperson who has been successfully selected.
Dear ladies and gentlemen, thank you very much for electing me as the chairperson. Let me now move on to the formal issues so that we can proceed in accordance with the agenda.
Please provide me with the information about the number of shares and shareholders and the percentages. Dear ladies and gentlemen, we still have the shareholders who are being registered. In the meantime, let me remind you that today's meeting has been convened formally in accordance with the abiding law and the statutes of the company. It has taken the form of the current reform Number 4 of 2024, of the 13th of March. We have had the proposal for the new resolutions, and Polski Fundusz Rozwoju has also presented the motion concerning the point 17 of the report of the 24th of April. All these draft documents have been posted on the company's website and are also uploaded on your devices.
Some technical matters, in accordance with paragraph 10.2 of the company's statutes, general meeting is appointed to adopt resolutions regardless of the number of shares represented. As a shareholder, I am presenting a motion for all the votings to be cast in a secret ballot, which will streamline the convening of the meeting. Thank you very much. I have obtained the list of attendance of the shareholders present or represented here in this room. Please let me remind you that some shareholders participate in this meeting in a remote mode. Please bear this in mind. I am hereby signing the list of attendance, and you can see this list during the meeting. After the closing of the meeting, the list of attendance is held by the company's management. Today, we have 186,593 shares represented, which forms 71.6% of all the shares. We have 186,563,869 votes.
This meeting has been convened properly and can adopt resolutions in accordance with the agenda. The agenda has been published in the current report and has also been uploaded on your mobile devices. The same rule applies to draft resolutions, who have also been announced and posted on the company's website and included in the current report, and also uploaded on your mobile devices. Should you have any questions, any doubts concerning the contents of the draft resolutions, please approach me and I will explain them. Another issue, all votes are cast in a secret ballot, especially in the case of personal matters. Why am I reminding you about that?
If you would like to make sure that this secret ballot is really secret and that you feel comfortable with casting a vote without worrying about someone sitting too close to you and that they can see what you're doing, please report it to me. We have enough space, so we can make sure that no one can see how you cast your vote. If you do not feel comfortable, please let me know. Please let me remind you that we are at the point 3 of the agenda, which concerns formal matters and the convening of a meeting. Let me now remind you the agenda. Let me move on to the point 4.
I'm sorry, I would like to present a motion concerning the agenda and to move point 3.7 about granting discharge to members of the management board to be considered after point 17, after the adoption of a resolution on the amendment of the statutes.
Do you have any other motions? Thank you very much. Let me discuss this motion in detail. Point concerning granting discharge to members of the management board and the members of supervisory board who have played this role during the previous financial role cannot be convened in the reverse order, because the two points would be the subject of consideration and voting after point 17 of the agenda. Speaking bluntly, at the end of the General Meeting. This is the suggestion. Do you have any doubts concerning this proposal?
If not, and I can see no such proposal, please vote on this proposal, which includes the change of the order of voting, which has been proposed by the representative of PZU. Please let me remind you that we are voting about changing the order of the agenda, which will result in the granting discharge being voted upon at the end of a General Meeting. That is after point 17 of the agenda. I can see no questions or doubts, so please let us cast a vote on this motion concerning changing the agenda. We are going to adopt a new agenda. This is a secret ballot, so please cast your votes. Has anyone of you wanted to cast your vote and hasn't managed? I'm also asking the remote participants. I'm closing the voting. Please present the results of this voting.
Dear ladies and gentlemen, the resolution has been adopted. We have had 126,613,948 votes for, against 12,377 votes, and 59,907,545 votes have abstained.
Before we move to points from five to nine, please let me remind you that they will be discussed jointly because they are functionally compounded. Before I move on to point nine and give the floor to the president, being the shareholder of the company, I would like to present a draft resolution concerning technical resolution, which will result in a break in today's meeting, which will take part until May the 16th, until 10:00 A.M. Then we will resume the meeting in the same venue. This break, this adjournment, will start after the consideration of point 17 of this agenda. What does it mean? This means that today's General Meeting proceeds up to point 17, the point 17 included.
Please remember that after point 17, we have points concerning granting discharge. Once we complete the discussion of point 17, we will adjourn until May the 16th at 10:00 A.M. Once we resume the meeting on the May 16th at 10:00 A.M., the meeting will consider only questions concerning granting the discharge. Is this draft resolution clear to you? Do you have any questions or doubts? I can see no doubts. Please let me remind you, in order to adopt this resolution, we need a qualified majority. It means two-thirds of all votes cast. Please start casting your votes. Has anyone of you voted, cast a vote and hasn't managed to? I can see two motions. How about the remote shareholders? How can I understand? Have we completed voting? Not yet. We are still waiting.
Just to streamline our operations, please make sure that one person says whether remote voters have completed their voting or not. I know. I'm aware, but it takes a bit more time, although the system is very efficient, but still. Please let me remind you, we are at the point concerning a general resolution concerning adjournment until May 16th, 10:00 A.M. After this adjournment, we'll consider only the points concerning granting discharge to members of the management board. Have remote members of the meeting completed casting their votes? I can hear that one person is missing here in the room. Still hasn't cast the vote. It's fine. Okay. Just to make sure, has any one of you wanted to cast a vote and hasn't managed to? I'm closing the meeting, and we are waiting for the result of these ballots.
I'm sorry, I have new information. 65.87% of votes have been cast.
How can I understand that? These are the votes for.
The situation is that 121,359,609 votes have been cast for, which stands for 65.8%. Votes against are 501, and we have had 62,874,934 votes abstained.
As a result, the resolution has not been adopted. We are continuing in accordance with the agenda as it has been published. There is no adjournment. Let me now move on to point five of the agenda. That is being considered together with number 5, 6, 7, 8, and 9. Let me give the word to the President, to the CEO.
Thank you very much. This is our privilege to present the whole block of the reports on the financial statements. Of course, the financial statement of the supervisory board, distribution of profit. 2023 has been a very good year for the bank. That was the result of huge effort that is clearly seen when we talk about the activity engagement of our employees, managers. We've introduced huge changes, technological changes, linked to the fact that the bank needs to be ready for the times when the percentage rates are going to be lower, interest rates are going to be lower. I would like to say thank you to all the employees who contributed to the record result of the bank as far as profit is concerned. Of course, it is a great opportunity to say thank you to our clients who are with us.
Some are coming back, returning clients. Some are enjoying new solutions, application for the corporate clients. Those who are using our solutions, thank you so much. Thank you for being with us. Thank you for being satisfied, which is proven by the ever-growing NPS index, which we are monitoring on an ongoing basis. Thank you very much to our employees. We regularly monitor and research the engagement level and satisfaction level. It is clear to us that the satisfaction, engagement, participation of employees is growing and is on the level that exceeds any benchmark levels of activities in banking sectors. A warm thank you and warm greetings to all the employees who contributed to the results of 2023.
Maybe I am about to give the voice to my colleague so that he can quote very specific numbers from the financial part, because in fact, we were able to pay record dividends also. It resulted from the fact that not only we distributed the profit of the previous year, but also we were able to divide this fixed profit from the previous year. The fact that we were able to do that is very satisfying for us. It was important for us, and it's still important. We are a healthy bank with good capital indexes, with a good tendency on growing volumes, increasing volumes, with increasing profit, with the cost risk is below the risk, 50, 60 points. We are performing. We are implementing the strategy. This is an opportunity to change the bank from the technological point of view to implement yet another technical solutions.
2023 was a fact, although we know that it's not all completed and it's not a completed process. Pekao S.A. wants to be still a leader, the most innovative, most modern bank that is able to compete not only with competitors here in Poland, but abroad as well. That perspective is also important for our employees, our managers, our board members of the bank. Thank you very much for your support to the supervisory board. That was a very good, fruitful cooperation year. That supervisory board has always been a body that was always very engaged into the matters of the bank and always engaged in the works. That support, that engagement is precious. Maybe we can quote specific figures right now. Of course, you know them all.
Ladies and gentlemen, thank you very much.
It is my great pleasure to meet you after this record year, 2023, when Pekao had this record result of PLN 6.5 billion and PLN 3 billion was reached. That was the first time ever that we had such an engagement level of our employees. For yet another year, we were rewarded for the best product, but also for the best application, PeoPay. It was recognized as one of the best in the world. We got an award as one of the best employers in Poland. We increased the sales of our products of where we were behind the market. ROE exceeded in 2023, 24.27%. Income, 32.7%. Record cost risks, somewhere around 30 percentage points, which is a record again, base points. CCR, 16.8%. Operational costs, well, the dynamics year-on-year.
Let me remind you, in the two-digit inflation year, 2022-2023, our operating costs were increased below the inflation cost and was 16.1%. We are after very good, very profitable emissions for the issues. They were very well-received in the market. What we want to emphasize, the whole banking sector, let me say, struggles with the huge overflow and our bank was no exception. However, we can be proud that the cost of this overflow is maintained on the maximally low level, which means that the percentage margin net in 2023 was exceeded 410 base points among others, and translated into such a high net profit. Because of that wonderful situation, capital profit-wise and operational costs that are strictly controlled.
Because of good perspective for the coming years of macroeconomics and the forecasting that we've prepared internally for the bank, the management board have adopted a resolution that was given to the supervisory board for adoption about directing maximal approved by Polish Financial Supervisory Authority payout of the part of profit as dividend for 2023. Let me remind you, we had the Polish Financial Supervisory Authority recommendations on the dividends that would not exceed 50% of profit. The only factor that was the reason for that kind of recommendation was the lack of maintaining NPL on the required level. We have analyzed that index very thoroughly. Should that index be clarified with the wallet of Ex Idea, which is in 100% reserved and secured by the BFG warranty.
If we could clear the NPL index with the portfolio of loans in credits, which is on the record level, the NPL index would be expressed below 5%. That would be 4.7%, if I can remember well. At the same time, before the recommendation on that part of profit on 2023, we have addressed the Polish Financial Supervisory Authority with a request to present an opinion of the distribution of profits, excuse me, for 2024. It was not opposed by the Polish Financial Supervisory Authority. Because of that, for 2019, therefore, those two elements translate into over PLN 5 billion for the dividends, which is 75% of the nominal net profit for 2023, and in shares is expressed in PLN 19.20. Which is yet another record that we can be proud of. That recommendation was also positively considered by the supervisory board of the bank.
Therefore, on today's General Meeting of Shareholders, we would like to present a motion to vote the dividends at that level in that amount for our shareholders. I hope that this brief but quite rich summing up is to your satisfaction. Should you have any questions before the vote, I'm ready to answer any questions. Thank you very much.
Thank you very much, Mr. President. Now the formal information. There is a shareholder in the room that was not present here before. Now we have shareholders with the right to vote in the number of 186,533,000. That is expressed in 71.0% of the shares. Let me remind you that we had a new order of the meeting. The points about granting discharge to members of management board and supervisory board have been moved towards the end of the meeting. Okay, we are moving on.
We have a request. Let's wait for the mic. Is the formal motion?
No, it's not. We've just listened to the information on success of the bank, the success story of the bank. Well, the shareholders are happy. The employees are happy because no one wants to work in a company in a bad financial situation. We are all very happy about this success. Thank you to the President of the Management Board for thanking the employees. However, I have not heard anything about the human cost that we paid. I have no regret, no grudge to any of the members of the management board, to any of the departments. However, it is my great regret that the retailing department is the worst-treated one. It started with the leader at five. We had the team that would go around for different branches.
They would have to have role-plays of sales. One would pretend to be a client, the other one would pretend to be an employee. The phone calls were intercepted. My question is: where's the human cost? Please do not disturb me, because this is why I came here in order to express this regret towards you. There is no power that would stop me.
You have expressed your question. Just wait a minute.
The president said that there is a high engagement of employees. It was very low, actually. Human resources went to branches and were explaining to people that what they did was wrong. They were transforming, because this engagement means how the company engages an employee, and they transformed it into a discourse where it was an accusation expressed by the employee to their supervisors.
The survey had good results because the people said that they are not going to put the truth in that survey, and that is the truth. The PLN 6.5 billion is the huge human cost that is not mentioned here.
Please excuse me. If you are not going to let me, I'm going to take your mic off.
I can still shout. There's a huge human cost. I would like to ask this management board. Maybe you will stay here for yet another term, because we mentioned it many times internally. I did not come here to all of the Ordinary General Meetings to express it, there's no understanding. Should there be new management board, I would like to ask you to increase the internal culture in the retail department. We do not want to live like that.
I will never forget the cries and tears of my colleagues.
If we could turn the mic off.
Ladies and gentlemen, the situation is as follows. We have an Ordinary General Meeting of Shareholders, such a body considers issues about the last financial year. It's not a forum for any conflict on the basis of the employee relations or management board employee or the trade unions relations. That's why I'm not taking your voice away. I'm just making a point and asking you to ask the questions to the management board Questions that are directly linked to the order of the meeting. Let me remind you that we're talking about 2023. I'm giving you the voice back. However, should you violate the rules of this meeting, I will take it away.
You know what? I've been taking my voice away, so I'm used to it.
I came here to ask you to change this situation, because Pekao can afford it. That will be it. Thank you.
Thank you very much. If the management board could reflect on this question.
Ladies and gentlemen, I would allow myself to comment on that matter because I have the privilege to represent the management board in the negotiations with trade unions and any other employee associations that function within our bank. Every year, I am a main negotiator when we talk about the index for remunerations. I also participate in the negotiations of the new motivational systems or schemes. Let me tell you a few facts, very briefly, I'll comment the issues that have just been expressed. Ladies and gentlemen, in 2023, the increase in our bank, in the whole network, was over 20% on average, the increase of remunerations.
Those with the minimal wages, those that were earning the least, were given increases around 25%. Half of the retail employees were granted increase in pay on the level of 20% and more. We have implemented a completely new motivational scheme, and these are all mechanisms that were negotiated with trade unions. There were agreements made and signed, among others, because of the fact that the trade unions were telling us about the low participation of the retail in the incentive program. They were also raising an issue of many different activities that they did not really agree with, like competitions or selling plans that were, according to them, too strict. We discussed very long about this new system, and we negotiated and we agreed.
From the level of participation of employees, we went from the level of 30% up to around 80%. I'm not going to quote specific figures here. However, just to make you aware, record sales people in retail are going to get fluctuating remuneration that is on the level of several thousand PLN. We are not saving on our employees whatsoever, and especially not on the retail employees. We are maintaining a never-ending dialogue, a constant dialogue with our employees and with trade union representatives in good faith so that we find the best possible solutions. From the selling plans that we had, sale plans that were, according to trade unions, too strict, we gave them up. We introduced minimal level of sales activity in order to introduce this changing remuneration.
In the survey of engagement, when we're researching that engagement and the thing that you quoted, I have no idea on what basis, on what grounds, then I really am saying nothing new because you were kind enough to mention that you don't believe in the results of the survey. I, on the other hand, do believe in that result. That survey presented the 30 percentage points of increase. This is on the level, on the 60% right now, which is a huge increase in engagement. The problems, the issue of payments, that were also quoted in the survey, that was very often quoted as the first position to be improved, moved to the third position from the end of that list, as the priorities to deal with.
I have no doubt, there's no doubt in my mind that the management board, continuing the negotiations with the representatives of trade unions, will find a model together that will be satisfactory for all of us, just as it used to be in the past three years, just as we did it for the past three years, that were the negotiations I participated in.
What we should pay attention to is lowering the employee turnover. It doesn't mean that our employees leave our company, our bank. To the contrary, they do stay with us. This turnover ratio has decreased. This ratio has decreased by several percent. I'm talking about relative values here. Any shareholder, especially the one who is president of a trade union, has the right to judge the situation based on their own perspective. We are drawing conclusions. However, taking into consideration the interest of a bank and the interest of the employees and having a good cooperation with the trade unions, I can declare, and I have declared it time and again, I accept the information provided.
I have understood the information provided by Madam President. During the subsequent negotiations, we will include these postulates, these suggestions during the next discussions. I'm also responsible for whistleblowing in our bank. Please let me point out that in 2023, despite the worsening situation of the retail division, we have had a smaller number of whistleblowing reports, although these reports are very safe. The level of anonymization is very high. If I continue to be the negotiator for the next year, I will personally be committed to solve these issues, the issues that Madam President has mentioned. Thank you very much.
Thank you so much, Mr. President. I can see some people who want to speak. I can see some raised hands. Now I will give the floor to the sir in the corner. Please introduce yourself. I'm sorry, I cannot hear the speaker.
Good morning. My name is Dariusz Kiziakiewicz. I'm the president of a trade union, Bankowiec. I would like to thank President Strączyński for his contribution, for his input, because today we are talking about facts. My question to President Kłysznicki only relates to facts concerning the year 2023. This is not my private judgment, but this is the judgment of Polish courts concerning the situation in the bank because of what Mr. Skiba, Strączyński, and Kaczoruk and other board members have done along with the madam. Let me ask the question, and please let me know that just if by accident, we have no recording of a previous General Meeting of Shareholders. Why are you scared of a question?
Because Mr. Skiba just eluded the answer to the question. He didn't want to admit that the bank just. Are you turning the microphone off?
No, please ask the question. I believe this meeting will be recorded. Please formulate your question. Is it a content related question?
The General Meeting is a festival for the company. This is a major event. It is held only once a year. Please do not interrupt me so that I can formulate my question. The first question is: Is it true that at the bank, in 2023, we have had the inspection of the National Labour Inspectorate, which has shown that when terminating the contracts with more than 20,000 of employees based on the solidarity index. Obviously, the inspection was held last year, but it concerned the events in 2020 and 2021.
Unfortunately, this is how the things are going in Poland. When terminating the contracts for more than 3,000 employees based on NBO contracts, concerning the solidarity index, they illegally contravene Article 42 of the Labour Code. This is you, Leszek Skiba, who has done that to those 3,000 employees, and you have done it illegally. My question is it true? Second question, is it true that the bank has lost in 2023 and keeps losing this year the litigations with employees for the annual bonus for 2020 and the court in Warsaw has established that the bank did not pay to the employees, here I mean Mr. Skiba, Strączyński, and all other management board members. You have illegally did not pay to those people annual bonus for 2021.
Here I mean for 2020, and here I mean the full amount of this bonus. In our judgment, you have stole from 3,000 employees, the amount. I am reminding you about personal interest. The total amount was PLN 50 million. We are not talking about PLN 100. Is it your question? 10,000 employees were not paid. This is the question, but I still am reminding you that this is the time to formulate your question. 10,000 people working to joint agreements, collective agreements, they were not paid PLN 30 million. Is it true that the courts have judged that this was the case? Now the third question.
Is it true that you, Leszek Skiba, being the President of the Bank Pekao S.A., despite being called by the courts and being summoned to be present during the hearing in 2023, it was in November 2023. You didn't appear at court for this case, for this trial. Please explain to us, to the representatives of employees, once we are summoned to court, we need to appear in court. Why do you stand above law and you do not need, do not feel like appearing at court once summoned? Who are you? Yes, this is the question for Mr. Skiba. Now the fourth question.
Is it true that a court in Warsaw expected to obtain explanations from Mr. Skiba and also from Paweł Strączyński and Marcin Gadomski, who are responsible for the finance and risk management at the Bank Pekao S.A. in 2023 and in preceding years. Why in 2020 a reserve fund was allocated for the COVID pandemic amounting to PLN 300 million. Why such a high amount of the fund which was not used in 2023 and in 2021, this fund was released and the income and capital assets and the assets of the company increased as a result. You had PLN 1 billion in reserve funds. You didn't use the reserve funds.
Are we talking about 2023?
Yes, because the court summons you.
What is your question?
My question is, was it really the case, as the court has established, the court in Warsaw, that you had a reserve fund amounting to PLN 1 billion. You didn't use it. You released this fund, and then you took PLN 80 million from the employees, saying that the financial result was lower, and you kept in your cupboard large amounts of money. Now let me move on to the fifth question. If the bank didn't lose their funds from the reserve funds in Swiss francs, and we had only the accounting entry in 2024, and being aware that the reserve funds in 2024 was included as the bank's income, you I'm not remember if a madam was present here.
Please let me remind you once again that the questions can relate to 2023.
Why did you make a decision- Dear president, if you are asking about other questions and other financial years.
I'm asking about court cases which you are losing to the employees. Is it true, and is it the fact that the court established that you have established reserve funds and then released them This is 2023, and this is what the court has established. Do you, as the members of the management board, are aware of these court findings, and can you relate to them? Sixth question. You can go on. If because of the infringement of the Labour Code and in the face of the court's findings, who worked based on NBO contracts, there were 3,000 of them and 10,000 of them working on other contracts, did you not pay to them any incentive payments?
Has any one director or any one management board member suffered any, have you been punished by any law enforcement services, state services? Have you been held accountable for such illegal action? Here, this question is asked in the face of the high standards you are boasting about. You are saying that you are a Top Employer, Top employers must be informed about all these illegal activities. What is your question to the management board? How come do you receive the Top Employer Award? What is it? Is it a total fiction and just a narrative?
Please let me remind you that I will take the microphone from you if you are moving away from the agenda and the legal framework of the agenda.
I would like to have a direct question to Mr. Skiba.
In the light of what has happened and of what you have done as the president, if you have taken away PLN 80 million from the employees, are you ready to say, "I'm sorry," to the employees of Bank Pekao S.A., that you acted that way? The question to Mr. Strączyński. Dear president, the participation in the quarterly bonus payments of Bank Pekao S.A. by the employees, and I'm sorry you do not know that, but you haven't learned from the experience of the past year. The bonus payments amounted to 80%-90%. I believe this is not true that these payments were lower. Please verify the information and the question to you.
Since you've started to answer the questions concerning the employees of Bank Pekao S.A., have you increased bonus payments in which participation has increased from 15% so far, which has resulted from the collective agreement? What are the percentages now? If not, why haven't you done it since you say that the situation has improved? From my judgment, there has been no improvement. Maybe you have added just one percentage point, but this 15% has remained on the same level for 24 years. Thank you very much.
Thank you so much. Dear ladies and gentlemen, please let me remind you that in accordance with law, there is no mechanism for asking questions to individual Management Board members. The questions can be asked to the Management Board as a collective body.
Please let me remind you once again that the questions must relate to the agenda. They need to be content related. As a result, being the Chairperson of the Meeting. You have asked whether there was an inspection. You have answered that, yes, there was the inspection. You read the results of inspection. As for the question number 3, asked directly to President Skiba. Please do not interrupt me. As for the question number 3 concerning the appearance at court by Mr. Skiba, in accordance with law, this question should not be formulated here on this level.
I just give liberty to the board members to decide whether they want to answer or not. Please let me remind you once again that the General Meeting of Shareholders is a very important element, a meeting or part of our operations for all the shareholders, not for individual shareholders. We have some more questions from the floor. Madam, the floor is yours.
Good morning. Edyta Chmielewska, a minority shareholder. My question concerns the year 2023. Yes, '23. Please tell us what measures have been taken by the Management Board of Bank Pekao S.A. in '23 in order to reduce the pay gap between females and males, which at the end of '23 is 34.8%, whereas women form nearly 68% of employees of the bank.
With the face of Article 18 of the Labour Code, in the face of being the Top Employer and boasting your pay increases exceeding 20% and increasing the funds for incentive programs, please answer these questions because I haven't found such information in the financial report for 2023. Please provide me an answer. You can answer now. Then please, within 2 weeks, send me information in writing to my address. This is one question. Thank you for this question. The second question is, will the bank pay the total NBO bonus for 2020 and incentives award for 2020 due to the litigation that was lost by the bank and that are still ongoing?
Please let me remind that the Ordinary General Meeting is about 2023.
Yes, this is about 2023, when the court orders were expressed.
Okay. Please continue.
In the context of the motion to distribute the non-divided profit for 2019 into dividends and due to the non-payment of-
Excuse me, what is the question on the 2023?
Will the bank pay to their employees?
This is not about the previous fiscal year.
Will the bank pay the total of the annual bonus that was not paid out in 2019?
Okay. Please move to your formally formulated question.
Well, I am not including this question because it's not about the previous fiscal year.
It is about the previous fiscal year because there were orders issued by the court on 2023.
Well, about the judgments, the ruling of the court, we were already discussed that. The management board will relate to that.
You will refer on the questions, comment on the questions of the Mr. before me, the speaker before me. I would like to ask my own question. I am asking you for the third time, do you have a formally formulated question?
Yes. You said that there are record salespeople who are granted several thousand PLN of bonuses. Therefore, I would like to ask a question. For 2023, how many of those record salespeople do you have? Because according to my data, there are only a few, and I'd like to know the exact number.
Okay. If we could collect all your questions you mentioned at bottom. You have to turn your mic on.
Mr. President, I can put it like that. Incentive bonus system that the bank implemented are more transparent than the ones that we used to have, because we had the reward bonus, appreciation bonus. Right now, each employee can calculate on the basis of the sales performed, how much have they earned. That's a change in plus. However, ladies and gentlemen, it cannot be that on the one hand, you grant pay increase, and on the other hand, you're crushing your employees down, because I've seen that done.
I would like to draw your attention again, this cannot happen. If you are going to continue like that, I'm going to turn your mic off.
Our internal culture must be revised urgently.
I would ask you to formulate questions about the 2023.
You are the chairman, but you are not the judge. You cannot stop me. You cannot tell me that I can't ask questions.
For yet another time, I'm asking you to formulate questions about the previous fiscal year. If we could turn off the mic. Are there any other questions about the previous fiscal year? We have a question from the mister.
I do understand, Mr. Kwaśniewski, that you have decided that the president is not going to answer any questions
No, quite to the contrary, the president will answer your questions.
Good. Let me clarify on the question of the floor speaker, because
Excuse me, but formal thing. If you want to ask the question of the lady, then okay.
No, I'm going to ask my own question. Ladies and gentlemen, in the materials that were given to us as the shareholders about the Ordinary General Meeting today, there's an information that the management board of the bank, even though we have 17th April 2024, is going back to 2019 events. Let me remind you that in 2019, the management board, almost in the same form as it is today, decided not to pay the dividends to shareholders, among others, to me.
Let me remind you for yet another time that you need to ask questions about 2023, and this is under the threat of taking the mic away from you.
My question is, since you are coming back to 2019 and want us shareholders to make the decision about that dividend that was not paid out in 2019 to pay it out, that makes me very happy, even though I'm a minority shareholder, because justice comes back after five years. It's better late than never. My question is, will you treat your employees in the same way, those that you have deprived of PLN 80 million by not paying them incentive bonuses? Just as you are going to pay the shareholders, you're going to pay them those PLN 80 million. Thank you very much.
Thank you very much for your voice. I mentioned it numerous times right now, and the president mentioned it also, the Ordinary General Meeting is a forum for shareholders on all the matters on the company.
I understand, the majority of issues voiced here was about relations with the employees and trade unions, and also the issues that are very crucial element of the bank operations. We need to take an overall look at all of that, and this is the priority that I'm using as a chairman, not the judge, but the chairperson of today's meeting to make sure that each of shareholders have the right to learn about all the aspects of the company. I would like to close this round of questions, and I give the voice to the management board.
Thank you very much for your questions. In fact, the general information for shareholders is that the dialogue with trade unions is sometimes quite a heated one. It is always fruitful, as I can assure you.
Every year that we discuss, we negotiate, pay increase, or changes in the incentive bonus or bonuses. The majority of trade unions representatives and the trade unions approve and engage. Thank you very much to the trade unions for this constructive cooperation, because as Paweł Strączyński mentioned, those bonus systems, the decision about the increase were approved. Of course, not all of the trade unions participate in the agreements, and usually there are some other voices. Those voices were heard today as well. Let me briefly speak about the subject that we would like to clarify on this 2020 issue. I allow myself to answer this question. That in fact, due to the fact that we had in the collective agreement, we are one of those employers who have the valid collective agreement.
The management board was approved in the right mode, and we had the solidarity index approved in order to limit the bonus level in NBO system. This is for 3,000 employees, and that's the issue you mentioned. Out of those 3,000 people, around these are 3,000 people with NBO status. That is an employment formula. Out of 12,000, we have the 3,000 mentioned here. We have 27 court cases right now, ongoing court cases. It is around 1% of those employee issues of NBO employees are currently ongoing court issues. In those litigations, there are different status. There are those that we won, those that we lost, due to the questioning of that decision of the management. There is no court ruling. We do respect all the ruling of the court. We do not believe that in majority of cases we are losing.
We don't feel like that. It's difficult to have it. In the first instance, we have those cases that we lost and that we won. My lack of my presence was because of the advice that it was better to have a representative of the bank who has greater knowledge on labor law than myself. My knowledge in that regard is quite limited if we compare it to our legal advisor. I believe I would not be the good actor to perform in the interest of bank. Of course, we did not have any sanctions that we would have to follow. There was no punishment for me not being there. There was a representative of the bank, our lawyers. These are the ongoing court cases. Of course, we talked about the National Labour Inspectorate inspection. We were not, again, punished for anything.
We had the recommendation that from now on forward on, we should maybe have the decisions when we talk about of the increase of payments or bonuses, we should have it in the form of annex and not in the form of decision. There are some elements that we do not fully agree with, but we do not foresee such situations in the future. Next time when we have such a situation when the solidarity index potentially would be questioned, then we would be able to fully analyze that recommendation of the National Labour Inspectorate. This is, of course, all about the future. All the cases that are ongoing cases in the court, as it was said, is around 1% of those cases.
When we talk about the 3%, the issue that was also mentioned for the employees in ZUZP and not NBO, the decision was made back then to have a more or less similar amount granted as special rewards. Those employees were not violated in any way. The money was given, but in a different mode. When we talk about the reserves. The decisions of increasing bank reserves in many different areas, because the greatest area is the franc mortgage and franc credits. All of the decisions about building the reserves is collectively approved by the auditor. There is no doubt that all our decisions taken in the past were audited, approved by the auditors that you all know. They have concluded that all the policy of the fiscal year has been done properly. There's no other opinion.
Everything in the previous years, in 2023, everything was drafted, prepared, and performed in the proper way. Is that all? I believe Mr. Strączyński.
Ladies and gentlemen, I'm going to omit those questions that were already answered by Leszek. I'll comment on the questions that have not been answered yet. The pay gap has reduced from 38% to 34.8%. However, let me point out that in the bank policy, we have a wording that no employee will be discriminated or preferred due to different kinds of reasons. Thus, we, upon the decision or taking the decision, operational decisions according to the bank policy, there is no gender criteria at any point. In the, for example, financial division, there are no analysis as far as gender, hair color, or orientation is concerned. No such provisions.
Every employee of the bank, regardless of the above-mentioned factors, has exactly the same rights and can execute exactly the same privilege. Ladies and gentlemen. Out of 38% to 34.8%. The action that we had in 2023 was addressed mainly for those employees who were earning the least, that were mainly the retail employees in the branches. If the average pay increase in the bank was on the level around 16% on average, and in retail and among the employees that were earning the least was around 20%, the natural effect is the mathematical calculation. You can see that this pay gap has been diminished for the natural reason. Majority of the employees, as the chairman and the chairwoman pointed, the majority employees in the network are women, and that huge part of increased fund was addressed to them in the previous year.
The fact that we still have lack of final ruling of the court, I believe we don't have to discuss this. Only at the moment of the final ruling of the court we can discuss. The chairwoman was kind enough to ask about the record salesperson. The Polish dictionary quotes that the record person, the champion, is only one. I believe what you meant was that there's a group of people who are achieving the highest results, because I've used several thousand. I decided it would be 50,000 and more, because 40 would be less. As you see, I try to be very precise in answering your questions. If your question is specific in its nature, I try to provide the same decision.
People who were given a bonus over 50,000 PLN in 2023, people who were given an increase over 50,000 in pay is 23. That is the number. Excuse me. I want to make sure that I quote the data correctly. I don't want to just quote it from my memory. 72% of employees were given the bonus by 10% more, which shows that the participation level was at least 80%, because the bonuses from 0% to 10% were granted to 21.6% of salespeople. At least 80% is the level of participation. About the comment of the chairman that the management board decided to pay out the dividends. We can formulate recommendations. That's all we can do. That is addressed to the Ordinary General Meeting of Shareholders.
These are our shareholders who make the decision whether the recommendation of the management board is okay, and should the dividend in that amount be paid out, or they change that decision and make their own decision. Also when we talk about the bonuses that we pay, this is, ladies and gentlemen, in 2023, this is over 15% limit. We've paid, let me calculate it quickly, around 20 million PLN of additional bonuses. Moreover, that was over what we had in the limit of 15%. I think I have not missed out any question. If I have omitted any question, please let me know. I'll try to be more precise.
Okay. Please excuse me. Issues on, as I mentioned, employee relations, trade union relations are very important from the point of view of shareholders, also important and in need of consideration.
I'm closing right now the discussion in the points 5 to 9. I'm moving on to the point 10 of the agenda. I rule for 15-minute technical break. Thank you very much. We will reconvene in 15 minutes exactly. Thank you.
[Break]
[Foreign language]
Dear ladies and gentlemen, it's time to resume. Please take your seats. We have overstayed our break, there was such a need. Now it is time to resume. Please come back to your seats, because maybe you are somewhere there discussing important matters, we are going to take important votes. I hereby resume the Ordinary General Meeting of Shareholders. We are on the point 10 of the agenda. Now it is time to resume voting on the draft resolution on the approval of the report on the activities of the Bank Pekao S.A. Group for 2023, jointly with the report on the activities of the Bank Pekao S.A. Let us cast the vote. I will remind you that all the votes are cast in secret ballot. Has anyone wanted to cast a vote and hasn't managed to yet? We have someone.
Once you cast your vote, please let me know that the voting has ended. In the meantime, I would like to inform you that the name of shareholders has changed, right now we have 186,534,175 votes, which form 71.06% of all votes. Have you all cast your votes? I'm closing the voting right now, we are waiting for the results of the voting.
[Foreign language]
The resolution has been adopted. 186,211,533 votes have been cast, one vote against, and 322,335 abstentions. Now, let us approve the resolution on the approval of standalone financial statements of the Bank Pekao S.A. for the year ended December 31, 2023. The technicalities are such that once I present the number of the draft resolution or its title, you can start casting your votes. Has anyone wanted to cast a vote and hasn't managed to yet? Yes, we have one. Once you cast your votes, please let me know. Ladies and gentlemen, I'm closing the voting. Please present the results.
We have had votes for 186,179,121 votes for, votes against 14,413, 322,000 abstentions.
Let us now move on to the resolution on the approval of the Consolidated financial statements of a bank. Are you leaving us now? If you're leaving the room, please, it must be noted.
Okay. Has any one of you wanted to cast a vote and hasn't done it yet? Yes. Received. Thank you. I'm closing the voting. We are waiting for the results.
The resolution has been adopted. We have had 186,199,293 votes for, 12,000 votes against, and 322,334 abstentions.
Now, I would like to start voting on the resolution on the distribution of profit of Bank Polska Kasa Opieki S.A. The voting is ongoing. Sometimes we have some technical problems. The numbers of resolutions are different. This is the number of voting, not the number of resolution that is being displayed. Has anyone voted to cast a vote that hasn't it done yet? I'm closing the voting.
The resolution has been adopted. We have had 186,533,097 votes for, 1,090 votes against, and 0 abstentions.
Now we are starting voting on resolution number 7 on the approval of the consolidated financial report in accordance with regulatory requirements. This is the voting in secret ballots. Has all of you casted votes? Please let me know once you're done. I'm closing the meeting. We are waiting for the results.
The resolution has been adopted. We have had 186,199,456 votes for, two votes against, and 334,711 abstentions.
Well, now, let us move on to points concerning the assessment of individual suitability of the members of Supervisory Board by approving the self-assessment of individual bank members. There are several resolutions. I will remind you the names of individuals on whom we are voting. We are voting on draft resolution number 8 on the assessment of individual suitability of Beata Kozłowska-Chyła. Have you all casted your votes?
We are closing the voting and waiting for the results.
The resolution has been adopted. We have had 186,521,289 votes for, eight votes against, and 12,878 votes abstained.
The same resolution on the same question concerning Joanna Dynysiuk. This is the secret ballot. Please cast your votes. Have you all cast your votes? I'm closing the voting, and we are waiting for the results.
The resolution has been adopted. We have had 186,520,989 votes for, eight votes against, and 12,0698 votes abstained.
Another resolution concerning the suitability of Małgorzata Sadurska. I'm reminding you this is the secret ballot, and the voting is open. Have you all cast your votes? Okay, I'm closing the voting, and we are waiting for the results.
The resolution has been adopted. We have had 186,520,989 votes for, 308 votes against, and 12,878 votes abstained.
Now, we are voting on the draft resolution number 11 concerning individual suitability of Stanisław Ryszard Kaczoruk. The voting is open. Have you all cast your votes? I'm closing the voting, and we are waiting for the results.
The resolution has been adopted. We have had 186,521,989 votes for, 508 votes against, and 12,378 votes abstained.
Now, we are voting on the draft resolution number 12 concerning the assessment of individual suitability of Marcin Izdebski. The voting is open. You can cast your secret ballots. Have you all cast your votes? Okay, we have one report. Someone needs more time. Now I'm closing the voting, and we are waiting for the results.
The resolution has been adopted. We have had 186,521,000 votes, 408 votes against, and 12,878 votes abstained.
Now we are voting on the resolution concerning the assessment of individual suitability of Sabina Bigos-Jaworowska. The voting is open. We are during voting. I'm not sure if Madam Jaworowska is present here, and the agenda does not allow for asking questions. Unfortunately, Mrs. Sabina Bigos-Jaworowska is not present here. Have you all cast your votes? I'm closing the voting, and we are waiting for results.
The resolution has been adopted. We have had 186,520,989 votes for, 302 votes against, and 12,878 abstentions.
Now we are voting on resolution number 14 concerning an assessment of individual suitability of Justyna Głębikowska-Michalak. The voting is open. Have you all cast your votes? We are waiting. We have one report. I'm closing the voting. We are waiting for the results.
The resolution has been adopted. We have had 186,521,289 votes for, eight votes against, and abstentions 12,878 votes.
Now we are voting on the draft resolution number 15 concerning the assessment of individual suitability of Michał Kaszyński. The voting is open. Have you all cast your votes? We are waiting one more person. Thank you. The voting is closed.
The resolution has been adopted. We have had 186,520,989 votes for, 308 votes against, and 12,878 abstentions.
Now we are voting on the draft resolution number 17 on the assessment of individual suitability of Marian Majcher. You can cast your votes now. Have you all cast your votes? The voting is closed and we are waiting for the results.
The resolution has been adopted. We have had 186,521,489 votes for, and 308 votes against, and 12,378 abstentions.
Now it's time to vote on the draft resolution number 17. Now it's the assessment of the collective. This is the resolution on the amending.
Now I'm opening the votes. This is resolution number 18 on the assessment of the collective suitability of the supervisory board, by approving the self-assessment of the collective suitability of a supervisory board of Bank Pekao S.A., if you didn't know what you were voting for. Have you all cast your votes? The voting is closed. We are waiting for the results.
The resolution has been adopted. We have had 189,668,818 votes for, 308 votes against, and 12,378 abstentions.
We have exhausted the agenda sub-points one up to six of the point 10 of the agenda. In accordance with the original agenda, we were supposed to adopt a resolution on granting discharge. However, because of the change of the agenda, we will consider this matter at the end of the meeting. Therefore, now we are moving to point 11 of the agenda.
Before we do it, before we proceed, please let me remind you that the number of votes represented has changed. Now it is 72.27% of votes, and the number is 189,681,504 votes. I'm sorry, number of shares represented. Now let us move to point 11 of the agenda. The report on the evaluation of the bank's remuneration policy for financial year 2023 has been posted on the website, and it has been included in the materials for the meeting. Let us cast votes on the resolution on the review of the report on the evaluation of the bank's remuneration policy in the past financial year. Well, I'm observing it, so let me cancel the previous vote. Yes, you have the right to ask a question, and please proceed with your question.
Dariusz Kiziakiewicz, president of NSZZ Bankowiec Trade Union, a minority shareholder.
Ladies and gentlemen, in the light of what we have said during the Ordinary General meeting of Shareholder, I am speaking to the key shareholders, mainly PFR or Polski Fundusz Rozwoju, who hold more than 30% of shares. Please do vote against the review of the report, because the supervisory board did not supervise the management board's work and the management board obstructed law and the bank has lost the case against the trade union and regional courts are now adjudicating in favor of the employees, which means that the management board has obstructed law.
I acted against the laws. Now we should consider another resolution, and it is not the time, obviously, to do so. Yes, thank you. Okay, one more question. Employees who had, because of the solidarity index implementation, had a lower bonus. If should that court case be won, and I believe that the Supreme Court will decide on that, will you, I will call it a mistake. I do not want to use bad words here. Did you make a mistake? No. After you have made a mistake, are you ready to correct for that mistake towards all the employees who have the decreased smaller bonus? I want to say that the tasks of Pekao are very ambitious and people have to work really hard in order to perform those tasks.
I always say bank is all about people, and the management board needs to make good decisions, but nothing would have happened with those decisions, without the people performing those decisions. There is lack of respect for those people. This is what we talk about. I did not say, Mr. President Strączyński, you have been prepared here, but we have been neglected in regards to sales and to technology. Not sales, sorry, payments and to technology. If you make a mistake, we are all only people, we can all make mistakes, you have to correct that mistake. Then I would like to ask you, if there is a Supreme Court ruling on that, will you treat it seriously towards all the employees who were touched by that? Thank you.
Okay. Of course. Yes. Thank you for this question.
The bank always respects all the rulings of the courts, and in this case, it will be the same.
Thank you very much. I am closing the discussion right now, and I am opening the voting of resolution number 19 on the evaluation of the remuneration policy of Bank Polska Kasa Opieki Spółka Akcyjna in 2023. Please cast your votes right now. The vote is in action. I am sorry, cannot hear the words from the room. I do not have any impact on your personal feeling. Has anyone been unable to perform their voting rights? Thank you very much. Please report when the voting is completed. Thank you very much. I am closing the vote. Let us wait for the results.
The resolution has been approved with 180,655,381 votes for. Against, 625,940. Against and abstained, 350,176.
Moving on to the point 12 of the agenda.
As a shareholder, I'd like to have a technical draft right now. I would like to go back to the break of today's Ordinary General Meeting of Shareholders one more time. Let me explain how it would look like. It means that the General Meeting would be stopped just before the granting of discharge to members of the management board and of the supervisory board. I would like to modify my initial draft, not 10:00 A.M., but 10:30 A.M. Maybe it would be more suitable. The day that we would reconvene would be the 16th of May. Let me explain that.
My draft as a shareholder that is proposed is that all the points up until 17, including the point 17, and the points that were moved from the point 10 on the discharge would be considered on the 16th of May at 10:30 A.M. should that technical draft be approved. Now I can see. Do you have any words against that technical draft?
Dariusz Kiziakiewicz, Chairman of NSZZ Bankowiec, minority shareholder. Ladies and gentlemen, Mr. Kwaśniewski, Mr. Skiba, Mr. Strączyński, first of all, thank you for granting me the answer. That is not entirely true. Excuse me. My formal motion is as follows. Ladies and gentlemen, we have learned
If you could maybe take the mic away.
Dear Mr. Chairman, please wait a second. Please allow me to explain.
We are at the moment when I have already raised a technical draft.
Should you want to comment on that proposal, yes, please take the floor. There are no other issues that can be discussed right now.
Chairman Kwaśniewski, you are terrorizing this room, but hopefully not for long. My motion is as follows. This room, when we talk about health and safety recommendations, is not compliant to the health and safety regulations. My formal motion is so that the management board can lease a room which would be compliant to the standards of health and safety regulations and will be more comfortable. I believe that the most important people here are the shareholders, and the cameras are only pointing to the management board.
I'm taking your voice away. I understand. Thank you.
We are voting on the draft proposal that I've just presented, which is about stopping today's meeting after we consider point 17, issues on the discharge to members of management board and to the members of supervisory board, to people that were performing those functions in 2023, would be reconvened on 16th of May, at 10:30 A.M. Additional information, Bank has the health and safety regulation assessment, this room does comply to all of those. This is just for your information. We have a secret ballot. Let's see if 10:30 A.M. is more suitable. Has anyone been unable to perform their right to vote? The voting is now closed. Please present the results. Let me remind you, we need the two-thirds of majority. There is a collection of votes by the machines.
This proposal has been approved with votes for 126,795,217, which constitutes 67.709% and so on. Votes against 560,467,226. Abstentions.
What it means, it means that today we are proceeding until point 17, including point 17. Then we have a break until May 16 at 10:30 A.M. At the same location, we are going to consider the issues granting the discharge. Okay. Coming back to the order of the meeting today that has been approved, the agenda that has been approved. I am moving on to point 12 and the voting on report on the remuneration of members of the management board and supervisory board of Bank Polska Kasa Opieki Spółka Akcyjna for 2023. The voting is now open. Has anyone been unable to perform their right of vote? Okay, there is one person, so we are waiting. I am closing the voting right now.
Let us see the results.
The resolution has been adopted. Votes for 135,623,759. Votes against 53,965,902 and against 91,843 abstentions.
Moving on to point 13, we are going to vote on the review on the self-assessment of the adequacy of internal regulations regarding the functioning of the supervisory board of Bank Pekao S.A. and the effectiveness of its operation in 2023. Now the voting is open. Has anyone been unable to perform their right of vote? Okay, we have one report. Please let me know when you have completed your voting. Thank you. The voting is now closed. Let us see the results.
The resolution has been adopted. Votes for 189,668,318. Votes against 807. Abstentions 12,378.
We are moving to point number 14 of the agenda, which let me point out that the report on the assessment of compliance by Bank Polska Kasa Opieki Spółka Akcyjna in 2023 with the principles of corporate governance for supervised institutions issued by the Polish Financial Supervision Authority on July 2014 has been presented on the website of the company and has been made available on your voting tools as well. We have a report here. We are on point 14 of the agenda.
Dariusz Kiziakiewicz, the President of the NSZZ Bankowiec. Minority shareholder. Mr. Kwaśniewski, Mr. Skiba, Mr. Strączyński. Ladies and gentlemen, the bank has violated the corporate governance in such a method that it has not complied with the recommendations of the Polish Financial Supervision Authority that has recommended stopping the changeable components of remuneration in 2020 or 2021.
This withdrawal has not been performed by all the members of the board present here.
Let me remind you that we are talking about the previous fiscal year.
Exactly. I am talking about the previous year. Only as late as in the previous fiscal year were we able to get the information that we are talking about right now. This is not the fact that you are describing everything in that report. It is only through the prosecutor's office, through the other institutions, we know what is happening. I want to inform you that the bank has violated that recommendation by not paying PLN 22 million to its employees and did not perform those recommendations. Thank you very much.
Thank you very much for that voice and for your opinion. I have to say that this report has been presented to the General Meeting, and I believe that this recommendation is without substance.
We are moving on to point 15 of the agenda and a few pieces of information. Let me tell you that on the 31st of December previous year, there was the end of the three-year term of the supervisory board. Together with the articles of the company, we need an additional meeting of the general assembly together with the consideration of the reports, which is the result of the Banking Act in Poland. What we have received, we have been given the documents on the candidature of the gentlemen that were raised by the shareholder of PZU S.A. The company informed about that in its report and together with the assessment of individual suitability of those candidates.
We also had the candidates of Anna Wawrzyńczak and some independent candidates, Mr. Czeszejko Sochacki, Mr. Niedzielski, Mr. Nowak-Far, that were raised by the Polski Fundusz Rozwoju Spółka Akcyjna, which has already been informed in the report number 10/2024 on the assessment of individual suitability of the candidates. Those candidates for the supervisory board that were pointed out by the given shareholders are compliant to the Article 22aa of the Banking Act and all the other provisions of the policy of the bank for the suitability of the candidates to perform key roles and about the suitability of those people to function as the management board in Pekao S.A. Let me draw your attention to the crucial part where we had approved the financial report of the bank for the previous fiscal year. Oh, excuse me. We have a motion.
Those candidates that Mr. Robert Sochacki, Robert Niedzielski, also comply to the independence criteria. Thank you very much. Continuing what I've just said. Let me inform you that with the moment of the approval of the financial report of the previous fiscal year, the mandates of the Supervisory Board members were expired because of the conclusion of the fiscal year. We don't have any other candidates because it is an exact list that is exactly respective to the number of places. Let's vote. We are right now voting according to the alphabetical order of those candidates. In the technical issues, I'm going to quote the name and surname of the candidate, and I'm going to open a secret ballot. I don't see any objections, so the draft of resolution of appointing Supervisory Board member, Mr. Krzysztof Czeszejko-Sochacki.
This is very important that this is for the joint term that will start in 2024. The voting is open. Has anyone been unable to perform their voting right? No? We're closing the voting, and let's wait for the results.
The resolution has been approved. Votes for, 109,784,268. Votes against, 60,271,221. Abstentions, 19,626,008.
Due to that fact, we are right now voting on the resolution on the appointment of Mr. Bartosz Grześkowiak, also for a joint term of three years commencing on the 18th of April 2024. Has there been anyone who was unable to perform their right to vote? No? We're closing the voting, and let's wait for the results.
The resolution has been approved. Votes for, 128,677,268. Votes against, 60,271,221. 733,008 abstentions.
Okay.
The voting on the draft resolution to appoint a member of the Supervisory Board, Mr. Radosław Niedzielski, for a joint term of three years commencing on 18th of April 2024. You have a question to Mr. Radosław Niedzielski? I don't know if he is here with us. Thank you very much. The voting is now open. Has anyone been unable to perform their right of vote? Okay, I'm closing the voting now. Let's wait for the results.
The resolution has been adopted. We have had 109,784,269 votes for, 60,271,221 votes against, and more than 19 million votes abstained.
Now we are voting on a resolution on the appointment of a member of Supervisory Board, Jacek Nieścior, for a joint term of three years commencing on the 18th of April 2024. Have you all been able to cast your vote? Now I'm closing the voting. Please give us the results.
The resolution has been adopted. We have had 109,784,269 votes for, 60,271,221 votes against, and more than 19 million of votes abstained.
The resolution has been adopted. Now we are voting on the resolution on the appointment of Artur Nowak-Far to the Supervisory Board for a joint term of three years, commencing on the 18th of April this year. Have you all cast your votes? I'm closing the voting.
We are waiting for the results. We are counting the votes. Let me remind you, we have shareholders who attend the meeting in a remote mode. This has an impact on the speed of voting. We have the results.
The resolution has been adopted. We have had 128,677,269 votes for, more than 60 million of votes against, and 733,006 votes abstained.
Now we are voting on the resolution on the appointment of Artur Olech to the Supervisory Board for the joint term of three years, commencing on the 18th of April 2024. Have you all managed to cast the votes? I'm closing the voting. We are waiting for the results.
The resolution has been adopted. Votes for 128,677,269 votes. Against, 60,258,844 against, and more than 745,000 abstentions.
Now, the resolution on the appointment of Robert Sochacki to the Supervisory Board for a joint terms of three years, commencing on the 18th of April this year. You can cast your secret ballot now. Have you all managed to cast the votes? I'm closing the voting. We are expecting the results.
The resolution has been adopted. Votes for 128,677,279. Votes against 60,271,221. Abstentions 733,007 votes.
Let us now vote on the resolution on the appointment of the Supervisory Board, Mrs. Anna Wawrzyńczak, obviously for a joint term of three years, commencing on the 18th of April this year. Have you all cast your votes? I'm closing the voting. We are expecting the results.
The resolution has been adopted. Votes for 128,677,269. Votes against 60,258,844, and abstentions 745,384 votes.
I hereby declare that all the candidates have been approved by the General Meeting, which means that all the candidates have been appointed members of the Supervisory Board. I congratulate the newly appointed members of the Supervisory Board. Before we start voting on the resolution concerning the assessment of the collective suitability of a Supervisory Board of Bank Polska Kasa Opieki S.A., I hereby order a 15-minute break in order to cast a vote. We are meeting at 1:00 P.M. We will resume at 1:00 P.M. Thank you.
[Break]
[Foreign language]
Welcome after the break. It's 1:05 P.M. Let us resume the meeting. The number of people at the table has changed. Łukasz Lipski supports me in accordance with the regulations, that the chairperson can use the services of external aides and lawyers. Let me justify this decision as far as the draft resolutions for amending the articles of association, so the management, so the two shareholders. This is very important to have the right order of voting the resolutions depending on which one has been approved and which one has not. In the meantime, just a few minutes ago, I have received a document, a collective assessment of collective suitability of Supervisory Board. I have this document in front of me. Please give me a minute to make sure that everything is by the book. All right. Now we are on point 16 of the agenda.
Let me remind you. The break was needed to make the review of the assessment of a collective responsibility of a Supervisory Board. I have received relevant documents. Now it is time to vote on the resolution on the assessment of a collective suitability of a Supervisory Board of Bank Polska Kasa Opieki Spółka Akcyjna. We are voting on the new Supervisory Board, just to make sure. It's time to cast secret ballot. The voting is open. You can cast your votes now. Have you all managed to exercise your right to vote? Yes, one person still needs more time. The voting is closed.
Now the resolution has been adopted. Votes for: 129,253,155. Against: 60,351,464. Abstentions, 76,877 votes.
With a view of the adoption of a resolution on the appointment of a new supervisory board, based on the documents available online, the first meeting of the supervisory board is convened by the management board within one week. We declare the readiness of the management board of the bank to cooperate with the supervisory board also as far as the convening of the first meeting of a supervisory board is concerned." End of quote.
Let us move to point 17 of the agenda. This is the last meeting point before the adjournment, we have a number of draft resolutions on which we really need to focus, because we have draft resolutions presented by the shareholders, PZU. Draft resolutions have been also presented by Polski Fundusz Rozwoju. We have draft resolutions presented by three sources: the management board, PZU, and Polish Development Fund.
First, we will vote on the resolutions presented by the management board, and depending on the result of votes, we will decide how we will proceed. It is very important what is voted upon. I will read draft resolutions and the source, so who have developed them, and what concerns, what is the topic of the resolution. Let us vote on the draft resolution on amending the articles of association of the Bank Polska Kasa Opieki S.A. and authorizing the supervisory board to establish the consolidated text of the articles of association. Paragraph first of the articles of association relates to paragraph six mainly. This is the long draft, and based on Article 430, the supervisory board is authorized to adopt the amended articles of association, obviously with the permission of a financial supervisory authority.
If you have no questions, it is now time to cast votes, obviously in secret ballot. The voting is open. Let me remind you that we need to adopt this resolution by qualified majority of votes. Have you all cast your votes? The voting is closed. We are waiting for the results.
The resolution has been adopted. Votes for 189,681,196, which is 99.99%. Votes against 300 votes and zero abstentions.
We are voting on another draft resolution, which is the resolution presented by the management board. In paragraph one, it refers to paragraph six, points 32 of the articles of association of a bank that concerns adding the following. Now it's time to cast the votes. On adding another point to the paragraph 6.1 and point 32. Have you all cast your votes? Yes, we need still more time.
Please let me know when you are ready. Thank you. The voting is closed. We are waiting for the results.
The resolution has been adopted. Votes for 189,681,196 votes. It is more than 99.99% of votes. 300 votes against, no abstentions.
It is now time to adopt another resolution, which has also been presented by the management board. Paragraph one is about adding point 33A to the paragraph six, subpoint one to the articles of association. The voting is open now.
Has anyone been unable to perform the right to vote? No. The voting is closed now. Let's see the results.
The resolution has been adopted unanimously, so 100% of votes for.
Let's move on to another part. Again, the draft issued by the management board on amending the articles of association of the bank. The paragraph one is that we want to change paragraph six by adding paragraphs four and five that are described in the draft. No decisions, no hesitations, so the secret ballot is in progress. We had second unanimous adoption of the resolution. Has anyone been unable to perform their voting rights? No. The voting is closed right now. Let's see the results.
The resolution has been adopted unanimously.
Congratulations to the management board on preparing such a draft that has been adopted by everyone, by all the shareholders.
That happens very rarely. Now, good, let's move on. Actually, I'm reminding you that the drafts of resolutions have been presented by two shareholders. We start with the draft by the Polish Development Fund that has been given to the information of the report 7/2024. To describe what we are going to vote upon, this is the draft presented by the Polish Development Fund. Thank you very much. This was the right call to ask legal advisor. In the first paragraph, we talk about subparagraph 13 when we add a point 15 with the defined wording, and then point 4 and 4A, point 11, paragraph 18. To be more descriptive about it's a long draft. Okay. Should you have any questions, hesitations, because here it is important that we all know which draft we are voting on. Maybe you could explain.
There are two drafts. If you want, I can give you the printout. Okay, we have a technical break for now. Or actually. Of course, yes. Do we have it on our devices for voting, just for voting, that material? There's turnabout, so I am withdrawing those votes that were cast already. It's important that each shareholder knows what they're voting on. If we could ask you for your patience, and if someone could assist the lady with the device. No, that's not my intention. I just would like you to have a clarity on what we are voting on. Have you managed to see this document? You're looking at me, smiling. Nonetheless, I'm keeping my question. I need you to answer it beyond any doubt. Okay. Any other questions or hesitations? Since I see none, I'm opening a voting.
The draft has been made published, and they were made available to all of you. However, I am ready to concur. Yes, I will give you three minutes to read that material through so that you feel comfortable. What it results from, ladies and gentlemen, so that we can loosen up the atmosphere here. Maybe a little anecdote. There used to be one very important Ordinary General Meeting, and it was difficult later. There was a problem to decide which resolutions had been voted on. Thus we need to be thorough here, which is not a waste of time. Yes, ready? Okay. They're all. We are starting the voting. I'm opening the voting right now. Please execute your right to vote. Has anyone been unable to perform their right of voting? The voting is now closed. Let's wait for the results.
The resolution has been adopted. Votes for 113,415,072, which is 60.5%. We have no votes against and 73,971,420 abstentions.
Therefore, now, because this resolution has not been adopted, we are going to vote on the drafts that were put forward by PZU. These are three. I'm going to tell you about all those drafts. The first draft is in paragraph one. We have paragraph 13.18, and then we have paragraph 18.18A. In paragraph two, we have also the authority to the supervisory board to establish the consolidated text. Oh, excuse me, my bad. Have I made a mistake? Yes, I'm confirming this right now. The voting is open right now. Has anyone been unable to perform their right to vote? We do have one report. The voting is now closed.
The resolution has been adopted. Votes for 164,353,238, which constitutes 87.7%. Votes against one, abstentions 23,033,253.
We are moving on to another voting on the draft of resolution that in paragraph one refers to subparagraph 21. Then it adds 21A, and of course it authorizes the supervisory board to establish the consolidated text. Hesitations? None. Please, the secret ballot is open right now. Please cast your vote. Has there been anyone who was unable to exercise their right to vote? I'm closing the voting and we're waiting for the results.
The resolution has been adopted. Votes for 178,528,289, which makes for 95.272%, and so on. Votes against one. Abstentions 8,858,202. Right now we have yet another draft of resolution. This draft in the first paragraph refers to paragraph 33A, and in addition, it adds paragraph 33B. Paragraph two, of course, authorizes the supervisory board to establish a consolidated text.
Has anyone been unable to perform their right to vote? We're waiting patiently. I would ask you after you've completed. The voting is now closed. Let's see the results.
The resolution has been adopted. Votes for: 178,548,666 votes, which constitutes 95.279%. Votes against none and abstentions in the amount of 8,845,826.
Ladies and gentlemen, I hereby decide to vote on the drafts. However it may seem, I will explain both what PZU and PFR, because they are referring on the same, they are exactly the same, so there is no point voting on them separately. Just giving you the source of the drafts, I'm telling you that there are two different sources.
Thus, I would like to open a voting for the amendment of the statute of the bank and to establish the consolidated text where in paragraph one, how it changes after paragraph 14A, we add 5A, 5B, 5D, and paragraph two authorizes the supervisory board to determine the consolidated text. The secret ballot now opens. Has anyone been unable to exercise their right to vote? I'm closing the voting right now. Let's see the results.
The resolution has been adopted. Votes for: 178,548,667, which constitutes 95.279%. Votes against none and abstentions, 8,845,825.
The situation, quite an analogical situation just from the moment before. The draft coming from two shareholders, that is PZU and PFR.
Before we vote, the paragraph 1, in paragraph 18 after point 4A, point 4B is added in a given wording and in paragraph 20 after paragraph 3A, paragraph 3B shall be added. Are there any hesitation about that? Any doubts? None. Okay, the secret ballot is open. Please cast your votes. Has anyone been unable to perform their voting right? No, the voting is closed. Let's see the results.
The resolution has been adopted. Votes for: 164,365,615, which constitutes 87.714%. Votes against, none and abstentions, 23,020,877 votes.
Ladies and gentlemen, right now we are at the moment when the agenda has been fulfilled, with exception of the discharge, as you may remember. Thus, within that scope, I'm closing the first part of the Ordinary General Meeting of Shareholders. The break starts right now.
The General Meeting as such is not concluded yet. We will reconvene on 16th of May at 10:30 A.M. at the same location that complies to the health and safety regulations. Have a good day. Thank you very much.