Organization

In 2018 PKO Bank Polski SA conducted a squeeze–out, i.e. mandatory repurchase of KREDOBANK SA shares from minority shareholders.

On 17 April 2018 all shares of KREDOBANK SA repurchased under the squeeze-out were registered in an escrow account of PKO Bank Polski SA in the Ukraine – PKO Bank Polski SA became the shareholder of all KREDOBANK SA shares.

On 28 May 2018 PKO Bank Polski SA concluded an agreement for the sale of Finansowa Kompania “Prywatne Inwestycje” Sp. z o.o., i.e. of the share constituting 95.4676% interest in the company’s share capital and votes at the Annual General Meeting, with Bankowe Towarzystwo Kapitałowe SA (a direct subsidiary of NEPTUN – fizan).

On 7 June 2018 the Articles of Association of Finansowa Kompania “Prywatne Inwestycje” Sp. z o.o. which accounted for the change of key shareholder were registered in the Uniform Register of Legal Persons, Individuals – Businesses and Social Organizations of the Ukraine. “Inter-Risk Ukraina” – a company with additional liability – remains the second shareholder of the company.

On 4 June 2018 the merger between GAMMA Towarzystwo Funduszy Inwestycyjnych SA (until 27 February 2018 the company operated under the name KBC Towarzystwo Funduszy Inwestycyjnych SA), as the acquiree and PKO Towarzystwo Funduszy Inwestycyjnych SA, as the acquirer, was registered with the National Court Register (KRS). The merger took place in accordance with Article 492 § 1 item 1 of the Commercial Companies Code (merger by acquisition) by transferring all the assets of the acquiree to the acquirer, with a simultaneous increase in share capital of the acquirer and conversion of the shares in the acquiree into the shares of the acquirer. After the merger PKO Bank Polski SA held shares constituting 97.506% of the share capital of PKO Towarzystwo Funduszy Inwestycyjnych SA, which entitled it to 97.506% votes at the Annual General Meeting. The remaining shares were held by PKO BP Finat Sp. z o.o.

On 28 September 2018 PKO Bank Polski SA concluded an agreement for the purchase of all shares in PKO Towarzystwo Funduszy Inwestycyjnych SA held by PKO BP Finat sp. z o.o. and became their owner as at that date.

The merger of both management companies under the business name of PKO TFI increases the scope of competencies which will be used in the future in further market expansion and in generating shareholder value.

In August 2018 PKO Bank Polski SA purchased A-series and B-series investment certificates in the strategic subfund Subfundusz Strategiczny A-series and B-series investment certificates in the financial subfund Subfundusz Finansowy issued by PKO VC – a close-end investment fund of non-public assets (the Fund). The total amount of the investment was PLN 200 million. On the date of entering the Bank to the register of the Fund’s participants as the sole shareholder, i.e. on 9 August 2018, the Fund became the Bank’s subsidiary.

The Fund is managed by PKO TFI SA and pursues a policy typical of venture capital funds, by investing in entities that offer technological financial innovations in the banking and banking-related areas, and in other innovative solutions for businesses.

On 29 November 2018 the Notarial Deed establishing the limited liability company Operator Chmury Krajowej sp. Z o.o. was signed. On 4 December 2018 PKO Bank Polski SA paid up all the shares in the company with a total value of PLN 4 million, and became the company’s sole shareholder. In accordance with the agreement signed by the Bank in October 2018, in 2019 there is a plan for another shareholder to accede to the company – Polski Fundusz Rozwoju SA.

The Company’s business is the provision of comprehensive data safekeeping and processing services. The product offer covers in particular cloud, transformation and security services for enterprises and public institutions.

* The company was registered with the National Court Register on 4 February 2019; as at 31 December 2018 – company in formation.