Management structure

A graduate of Economics at the Warsaw School of Economics and post-graduate Advanced European Studies at the College of Europe in Bruges. Since the beginning of her nearly 30-year professional career, Ms Lucyna Stańczak-Wuczyńska has been involved in banking. In 1992-1996 she worked at IBP Bank S.A. in corporate banking, then in 1996-1997 in Credit Lyonnais Bank Polska, in corporate finance. In 1997 she became Vice President of the Structured Finance Department at ABN Amro Bank Polska. Since 2000, Ms Lucyna Stańczak-Wuczyńska has been associated with the European Bank for Reconstruction and Development („EBRD”), initially as a Senior Banker responsible for investments in the energy and infrastructure sector, and since 2008 as EBRD Country Director in Poland. Since 2014, she has been Regional Director of EUBanks, Financial Institution, Central and Southern Europe region. In her professional career, Ms. Lucyna Stańczak-Wuczyńska has held a number of corporate governance positions, has been a member (or observer) of Supervisory Boards and a member of Audit and Risk Committees at Polkomtel Sp. z o.o., Alior Bank S.A., Polskie Inwestycje Rozwojowe, among others, currently at Erste Bank, Hungary and is a member of the Advisory Board of Concordia 21 Private Equity Fund. Since December 2020, she has been a member, then Vice-Chairman and now Chairman of the Supervisory Board of BNP Paribas Bank Polska S.A.

A graduate of the French business school Hautes Etudes Commerciale in Paris. He started his career in the companies of the Paribas Group, including Commerce Department at Paribas S.A. and Private Equity Department. He sat on the bodies of the companies, in 1996-1998 he held the position of Executive Director and member of the Management Board in Société Centrale d’Investissements, then he was a member of the Management Board of Klépierre S.A. (a company specialising in commercial real estate investments). Between 2004 and 2006 he was a member of the Executive Committee of Retail Banking of the BNP Paribas Group in France, where he was responsible for finance and strategy. Since 2006 he worked in Banca Nazionale del Lavoro in Italy where he supervised the process of integration of this company into the BNP Paribas Group and then in the years 2008-2009 he held the position of COO in this company. Since 2010 he has been working in the area of International Retail Banking (IRB), covering the retail banking of the BNP Paribas Group outside the Eurozone. In 2013-2021 he has been the Deputy Head of IRB, controlling the strategy and development of this segment. Among other things, he oversaw retail banking in Central and Eastern Europe and Asia. In addition, since 2017 he serves as a member of the Supervisory Board of BMCI in Marocco, since 1998 – a member of the Supervisory Board of L.D.C. in France and since 2010 – a member of TEB Holding A.S. in Turkey. Mr Jean-Paul Sabet was Chairman of the Supervisory Board of BNP Paribas Bank Polska from 2013 to 2015. In 2014-2015, he was Chairman of the Supervisory Board of BNP Paribas Bank Polska S.A. (then BGŻ S.A.), then Deputy Chairman of the Supervisory Board.

He graduated from the École Polytechnique and the École Nationale de la Statistique et de l’Administration Economique in Paris. He also holds a Master’s degree in Economics from Tilburg University in the Netherlands. He is also a graduate of the Kennedy School of Government at Harvard University. He started his career in 1994 at the French Ministry of Finance as Deputy Director of the Emerging Markets Department. He then served as Economic Advisor for Russia and the Commonwealth of Independent States at the French Embassy in Moscow. Between 1999 and 2001 he worked as Director of the International Trade Analysis Department at the French Ministry of Economy, Finance and Industry, then as Deputy Director of the Cabinet of the Minister for European Affairs. He has been with the BNP Paribas Group since 2004 when he took the position of Deputy Head of Corporate Banking Development. In the years 2007-2011 he worked for the Ukrainian bank in the BNP Paribas Group – UkrSibbank as the Deputy Head of Retail Banking and then as the Head of Retail Banking and Vice-President of the Bank’s Board of Executives. He then held the position of Director of Retail Banking of the International Retail Banking business line of BNP Paribas Group. In 2014, he became Managing Director for the Integration of BNP Paribas Bank Polska and Bank BGŻ. Then, from April 2015, he was Vice President of the Management Board of BNP Paribas Bank Polska S.A. responsible for the Integration Area, and from September 2015 for the Retail and Business Banking Area. Since September 2017, he has taken up a position in the IRB management of the BNP Paribas Group, where he is responsible for the Central and Eastern Europe and Turkey area. In addition, he serves as Chairman of the Supervisory Board of Ukrsibbank and as a member of the Supervisory Board of TEB AS. Since 2018, he has been a member of the Supervisory Board of BNP Paribas Bank Polska S.A. and currently the Vice-Chairman.

Graduate of Sapienza University in Rome and postgraduate studies at Bocconi University and London Business School. She was a participant of the Women on Board training program at the European Business School. She started her professional career in 1996-1997 at the Italian Association for International Organizations working with the Organization for Security and Cooperation in Europe (OSCE). From 1997 to 1998 she worked at the Italian Ministry of Foreign Affairs in the area of project financing. From 1998 to 2000 she worked at Abbott – Diagnostic Division as a Controlling Specialist responsible for Italy. From 2000 to 2009 she worked at Banca Nazionale del Lavoro, first as HR Business Partner in the area of „e-services”, Budget Manager and HR Manager for Talent Development, then as Payroll and Benefits Specialist and Head of International Mobility in the process of integration with BNP Paribas. Since November 2009, she has been the Managing Director of the HR Compensation and Finance System for the IRB Area. She is responsible for HR issues across the US and the Asia Pacific Region of the IRB Area.

Graduated in Applied Economics from the Catholic University of Leuven, Belgium. He started his career in 1988 at Bacob Bank, then became Head of Investment Banking at Artesia Banking Corporation in 1998, later being appointed CEO of Artesia Securities. He was then involved in Wholesale Banking at Dexia Bank Belgium, after which he served as CEO of Artesia Bank Netherlands, then from 2002 he was a member of the Executive Board of Dexia Bank Netherlands and Dexia Bank Belgium. From 2006 to 2011, he held the position of President of the Management Board of Dexia Bank Belgium, being also a member of the Management Board of Dexia S.A. He has extensive knowledge in retail and commercial banking as well as in the area of asset management, insurance and investment services. He served as Chairman of the Belgian Federation of the Financial Sector (Febelfin) from 2008 to 2011. Since September 2015, a member of the Supervisory Board of BNP Paribas Bank Polska S.A.

A graduate of the Faculty of Law and Administration at Adam Mickiewicz University in Poznań and the European School of Law and Administration in Warsaw. A graduate of the University of Minnesota/ Warsaw School of Economics. She also completed postgraduate studies at SWPS University of Humanities and Harvard Business School. She started her professional career in 1997-1999 in sales at Scala Polska, a global leader in ERP software. Next, she worked for Orange Polska, responsible for business development, and later the Orange B2B Corporate Market Office. In the years 2007-2012, she worked for Plus GSM, holding the position of Director of the Strategic Customer Department, Director of the Business Sales Department, Director of the Key Customers Department and then B2B Managing Director, where she was responsible for the management of the entire B2B sales processes and sales support processes. In the years 2011-2012, she was an investment advisor at MCI Management (VC and Private Equity). From 2012 to 2014, her professional activity was associated with Exatel, where she was Marketing Director and Vice President of the Board, responsible for Sales, Marketing, PR, Product Development and HR. Since September 2014 until now, she has been working at Google and has been the director of Google Cloud business development in the region of Central and Eastern Europe (Poland, Czech Republic, Slovakia and Hungary). Ms Magdalena Dziewguć, was a member of the Supervisory Board of PGE Dystrybucja SA and Chairperson of the Supervisory Board of NOM (Independent Interzone Operator) (2012-2014), a Chairperson of the Audit Committee of the LiderShe Association (2012-2018), a member of the Supervisory Board of the Humanites Foundation (2014-2018) and a member of the Board of Trustees of SWPS University of Humanities and Social Sciences (2016-2019). She has been a member of the Supervisory Board of BNP Paribas Bank Polska S.A. since June 2019.

He holds a Master’s degree in Economics from the University of Paris – École Polytechnique and a Master’s degree from the École Normale Supérieure de Lyon. He started his professional career in 1993 at Compagnie Bancaire (since 1997 Paribas), where he held the position of Director of Financial Models in the Planning and Development Department. Since 1999, he has been associated with the CETELEM Group where he has held various positions (External Development Director, CRM and Global B2C Analysis Director in the Sales Department, Planning and Development Director in the Finance Department). In 2009 he took the position of Director of Product Marketing in the Sales and Marketing Department in BNP Paribas Personal Finance. He continued his career with BNP Paribas Personal Finance as Director of Marketing Analysis and Controlling in the Sales and Marketing Department, Deputy Head of the Key Partner Department and Deputy CEO of the PF Inside Area. Currently, Mr Vincent Metz holds the position of Managing Director of the Latin America Area and PF Inside Area and is a member of the Executive Committee of BNP Paribas Personal Finance. His responsibilities also include overseeing BNP Paribas Personal Finance in six countries. Mr. Vincent Metz is a versatile expert in managing development projects (external development, partner relations). He specialises in financial services, and has extensive experience in sales and marketing, including finance and risk.

Graduate in economics from Paris Dauphine University. He completed postgraduate studies in „International Economic Relations” at the Institute of Political Science in Paris. He started his professional career as an economist, focusing on emerging markets and European issues. Afterwards he worked in the Business Development Department of BNP Paribas and in Corporate Finance Department where he was responsible for CEE region. Mr. Piotr Mietkowski is currently the Managing Director of Investment Banking for Central and Eastern Europe, CIS, Greece and Turkey at BNP Paribas Group and a member of the Supervisory Board at BNP Paribas Bank Polska S.A. (since September 2015).

She received her degree in commercial engineering from the EHSAL Business School in Brussels in 2000. She started her career at Siemens IT Services, where she was responsible for creating an e-commerce portfolio. Then she continued work at Siemens Business Services, where she was a project manager, sales portfolio manager and director of Bidding and Tendering. She also managed the IT team for Outsourcing and Pre-Sales. Since 2007, she has been working for Fortis Bank. Then she worked for BNP Paribas Fortis where she held many positions. Since 2010 she was the Head of IT Resource Management and Strategic Sourcing Team. Since 2013, she led more than a dozen process improvement initiatives in Distribution Channels and CRM before becoming Director of Distribution Channels and CRM in the E2E Operations Area in 2015. In 2018, she assumed the leadership of the Operations Department which leads Consumer and Business Customer Service. Since January 2020, she is Managing Director of the E2E Operations Area (called: Customer Service Center) and member of the Executive Committee of BNP Paribas Fortis.

The Bank’s Audit Committee is responsible for supporting the Supervisory Board in monitoring of financial information reliability, monitoring of internal control system effectiveness, monitoring of external audit function as well as ensuring effectiveness of the Bank’s internal audit function by supervising activities of the Internal Audit Line, ensuring flow of information and efficient cooperation between external auditor (certified auditor), internal audit and the Supervisory Board and preparing annual reports on activities of the Committee, including assessment of risk in areas being subject to Committee’s supervision, undertaken actions and their results. In addition, the Audit Committee supervises the activities of the statutory auditor and periodically evaluates its work. The Audit Committee was established by the Supervisory Board in accordance with the provisions of law regarding the appointment, composition and operation of the Audit Committee, as well as the independence of its members and their appropriate knowledge and skills, knowledge of accounting principles and auditing.

Composition of the Audit Committee

The Audit Committee is composed of four members, three of whom are independent members of the Supervisory Board who meet the independence criteria set out in the Ordinance of the Minister of Finance on the Audit Committee and § 16 par. 4 of the Bank’s Statute, as well as the provisions of the Act on Statutory Auditors, Audit Firms and Public Supervision.

Composition of the Audit Committee as at 31 December 2021:

• Mariusz Warych – Chairman of the Committee (independent member)
• Lucyna Stańczak-Wuczyńska – Member of the Committee (independent member)
• Jarosław Bauc – Member of the Committee (independent member)
• Francois Benaroya – Member of the Committee

All members of the Audit Committee have adequate knowledge, competence and many years of experience in the financial and accounting sphere:

• Mariusz Warych – competence in accounting, auditing and internal audit, confirmed by a CIA diploma. Participant of the ACCA Coursework programme. Many years of experience as an independent member of supervisory boards and audit committees (JSW, Selena FM, Ukrsibbank Ukraine). External auditor at Ernst & Young – auditing banks in Poland, UK, Canada and USA. He assessed the functioning of Audit Committees. Chairman of the Heads of Audit Club in Poland. He gained his knowledge and skills as a Citi Group CFO in leasing companies and as a KBC regional coordinator supervising KBC’s operations in Poland.
• Lucyna Stańczak-Wuczyńska – economic education and experience in the field of banking and finance gained during her 30-year work experience in the banking sector, in commercial banking and EBRD. During her professional career, Ms Lucyna Stańczak-Wuczyńska held a number of corporate governance positions, was a member (or an observer) of supervisory boards and a member of audit and risk committees (e.g. Alior Bank). She gained her industry knowledge and skills through many years of managing (as Director of EU Banks Team at EBRD in London) the portfolio (debt and equity) of a significant group of banks in 12 countries of the European Union, in Central and Southern Europe.
• Jarosław Bauc – holds a PhD in economics. He gained his experience serving on the management and supervisory boards of a number of companies (Powszechne Towarzystwo Emerytalne SkarbiecEmerytura, Skarbiec Investment Management, Skarbiec Asset Management Holding and Skarbiec Towarzystwo Funduszy Inwestycyjnych, Polkomtel, HAWE, PGNiG). He has a comprehensive knowledge of finance and banking in Poland and abroad.
• Francois Benaroya – with a degree in economics, he gained knowledge and experience in banking during his long-term employment in the banking sector on senior positions within the BNP Group. He was a member of the Management Board of BNP Paribas Bank Polska S.A. responsible for Integration Area, then for Retail and Business Banking. He serves on Supervisory Boards (Ukrsibbank Ukraine, TEB AS) and in the IRB management of the BNP Paribas Group where he is responsible for CEE and Turkey.

Detailed information on the education and professional experience of the Committee members is presented in the Supervisory Board section and on the website.

Regular members of the Audit Committee meetings also attend the meetings:

• Chairman of the Board
• Board member who supervises the Finance Area,
• Board Member who supervises the Risk Area,
• Managing Director of the Internal Audit Division,
• Managing Director of the Compliance Division.

Audit Committee Meetings

The Audit Committee meets at least four times a year or more frequently, depending on the needs arising from its tasks, including each time before the publication of the Bank’s results and financial reports.

In 2021 the Audit Committee held 9 meetings, including 2 written meetings, to discuss, among other things:

• financial statements for 2020,
• the report on operations of the Bank’s Capital Group for 2020,
• report containing non-financial information for 2020,
• quarterly and semi-annual reports on financial performance in 2021,
• the provision of additional services by the audit firm
• action plans of the Internal Audit Division and Compliance Division,
• periodical reports on the activities of the Audit and Compliance Divisions,
• annual report on evaluation of effectiveness of internal control mechanisms and processes,
• periodical reports on the status of monitored audit recommendations and the implementation of the PFSA’s recommendations,
• the issue of the Bank’s compliance with the „Best Practice for WSE Listed Companies 2021”,
• recommendation to renew the contract with the auditing firm,
• the results of the Bank’s BION assessment in 2021.

In addition, the Committee periodically evaluated the performance of the external auditor. It discussed and reviewed updated regulations in the areas of accounting, auditing and compliance, and recommended to the board of directors to adopt them.

In 2021 all members of the Audit Committee actively participated in Committee meetings and demonstrated a high level of commitment to the proper performance of their duties. The number and duration of meetings, as well as access to resources, were sufficient to enable the Audit Committee to fully discharge its responsibilities.

Audit Committee oversight of selection of audit firm

The Audit Committee supervises the activities of the statutory auditor. It issues recommendations to the Supervisory Board on the selection or resignation from the services of the entity authorised to audit financial statements, monitors compliance with the auditor’s independence and objectivity principles, as well as rules of information exchange, supervises the auditor’s work and performs a periodic evaluation of the external auditor’s performance.

In September 2017, the Supervisory Board approved the following prepared by the Audit Committee:

• “Policy on the selection of the audit firm at BNP Paribas Bank Polska S.A.”
• „Procedure for the selection of the audit firm at BNP Paribas Bank Polska S.A.”
• „Policy on the provision of permitted non-audit services by the audit firm, by affiliates of the audit firm and members of the audit firm’s network at BNP Paribas Bank Polska S.A.”

The main objective of the Policy and Procedure for the selection of the audit firm is to ensure the correctness and compliance with the applicable legal provisions, including those related to:

• the maintenance of the independence of the audit firm and the key statutory auditor,
• applying transparent and non-discriminatory evaluation criteria when selecting an audit firm during the tender process,
• ensuring that principles for the appropriate rotation of audit firms and the key statutory auditor are followed, including cooling-off periods.

The fundamental assumption of the Policy on rendering permissible non-audit services by the audit firm, by entities related to the audit firm and members of the audit firm’s network at BNP Paribas Bank Polska S.A. is to analyse compliance of the additional service with legal regulations as well as to control and monitor independence of the key statutory auditor and the audit firm. The policy allows for the provision of permitted services, to the extent not related to the Bank’s tax policy, following an independence analysis and authorization to their provision.

On 12 December 2019, the Bank’s Supervisory Board adopted a resolution appointing Mazars Audyt Sp. z o.o. as the audit firm authorised to audit and review the stand-alone financial statements of BNP Paribas Bank Polska S.A. and the consolidated financial statements of the BNP Paribas Bank Polska S.A. Group together with the reporting packages, for the years 2020-2021.

On 9 December 2021 the Board decided to extend the agreement with the existing audit firm for 2022-2023.

The Audit Committee’s recommendation on the selection of the audit firm to audit the financial statements was made following an organised selection procedure that meets the applicable criteria.

In addition, in accordance with the requirements set forth in the Selection Policy (§ 4) and Audit Firm Selection Procedure (§ 8), taking into account the rotation rules for the audit firm and the key statutory auditor (§ 6 and 7 of the Policy), the Audit Committee recommended, and the Supervisory Board decided, to re-appoint the existing audit firm and to renew the audit contract with this firm for the financial statements of the Bank and the Bank’s Group.

In 2021, the audit firm provided permitted non-audit services to the Bank in respect of the review of the Bank’s and the Bank Group’s half-yearly financial reports and consolidation packages. In assessing the independence of the audit firm and agreeing to provide the service, the Bank used the approval e-path for the key auditor and the audit firm to conduct the statutory audit of the Bank’s and the Bank Group’s financial statements as set out in the Certified Auditor Selection Policy.

The Risk Committee’s responsibility is to support the Supervisory Board in its fulfilment of supervisory duties in the risk management area, particularly including: providing opinion on the Bank’s current and future ability to take risk, providing opinion on the risk management strategy in the Bank’s operations prepared by the Management Board and on information from the Management Board concerning execution of this strategy, supporting the Supervisory Board in supervision over implementation of risk management strategy in the Bank by executive employees, verifying whether prices of liabilities and assets offered to clients reflect in full the business model of the Bank and its risk strategy, and where these prices do not adequately reflect the risks in accordance with the model and strategy – presenting to the Management Board recommendations on how to ensure the adequacy of prices of liabilities and assets with these risk categories.

Composition of the Risk Committee

The Committee is composed of at least three members of the Supervisory Board.

Composition of the Risk Committee as at 31 December 2021:

• Francois Benaroya – Chairman of the Committee
• Małgorzata Chruściak* – Member of the Committee (independent member)
• Lucyna Stańczak-Wuczyńska – Member of the Committee (independent member)
• Mariusz Warych – Member of the Committee (independent member)

* Małgorzata Chruściak has been a member of the Risk Committee since 29 September 2021. Previously, the Risk Committee consisted of three members.

Risk Committee Meetings

The Risk Committee meets at least once every six months or more frequently if necessary. Meeting dates are set by the Committee Chairman. In 2021 the Risk Committee held four meetings.

During the meetings, the Risk Committee discussed periodic reports on:

• credit risk,
• market and liquidity risk,
• operational risk and fraud prevention,
• ALMT risk,
• legal risk,

In addition, the Committee provided opinions and recommended resolutions to the Supervisory Board, which included:

• operational risk strategy for 2021,
• operational risk strategy for 2022,
• investment strategy of BNP Paribas Bank Polska S.A,
• methodology of stress testing analysis of sensitivity of interest rate, foreign exchange, liquidity and capital positions,
• policy on internal capital estimation at BNP Paribas Bank Polska S.A.,
• Risk appetite of BNP Paribas Bank Polska S.A,
• risk management strategy,
• approval of risk tolerance level for models,
• recovery plan of BNP Paribas Bank Polska SA,
• information policy of BNP Paribas Bank Polska S.A. regarding capital adequacy.

In 2021 the Committee paid particular attention to the issue of legal risks related to litigation on foreign currency/CHF-denominated loans.

The number of Committee members attending each Risk Committee meeting allowed for the proper conduct of all Committee meetings in 2021.

The Remuneration Committee supports the Supervisory Board in the fulfilment of its supervisory duties in the respect of human resource management by monitoring and overseeing key processes, in particular: HR policy, professional development of employees and remuneration policy. The competences of the Committee include, among others: analysing the performance of the members of the Management Board and proposing recommendations to the Supervisory Board in this respect as well as recommending to the Supervisory Board key performance indicators for the members of the Management Board, giving its opinion and monitoring succession plans for key positions in the Bank, monitoring the level and structure of remuneration for key positions in the Bank and submitting to the Supervisory Board annual information on the employment and remuneration structure in the Bank.

Composition of the Remuneration Committee

The Committee is composed of at least three members of the Supervisory Board.

Composition of the Remuneration Committee as at 31 December 2021:

• Jean-Paul Sabet – Chairman of the Committee
• Géraldine Conti* – Member of the Committee
• Francois Benaroya – Member of the Committee
• Lucyna Stańczak-Wuczyńska – Member of the Committee (independent member)

* Géraldine Conti has been a member of the Remuneration Committee since 29 September 2021. Until 30 June 2021, Józef Wancer was a member of the Committee.

Remuneration Committee Meetings

The Remuneration Committee meets at least once every six months or more frequently as needed. In 2021, the Remuneration Committee held four meetings – including one in writing form. During the meetings, the Committee discussed:

• an evaluation report on the functioning of the remuneration policy in 2020, including the remuneration policy for persons with a material impact on the Bank’s risk profile,
• the annual objectives of the members of the Bank’s Management Board and the achievement of these objectives,
• remuneration principles and variable remuneration of members of the Management Board and managers of the audit and compliance area,
• report on employment and remuneration at the Bank in 2020,
• system of granting incentive awards,
• a change in the employee remuneration policy, remuneration policy for persons with a material impact on the Bank’s risk profile and remuneration policy for the Supervisory Board members,
• changes to the Remuneration Committee Regulations.

The Nominations Committee supports the Supervisory Board in evaluating the qualifications of candidates for members of the Bank’s Management Board and Supervisory Board. Together with the Supervisory Board, the Nominations Committee determines the criteria to be used in the selection of the members of the Management Board and the Supervisory Board. The criteria take into account: knowledge, competence and expected commitment in terms of time required to perform the function. In addition, the Committee determines the responsibilities of a candidate for the Bank’s Management Board. The Nominations Committee periodically assesses, at least once a year, the knowledge, competence and experience of the Bank’s Management Board as a whole as well as individual members of the Management Board. It also evaluates the structure, size, composition and effectiveness of the activities of the Bank’s Management Board and then makes recommendations to the Supervisory Board for any changes in this respect.

The Nominations Committee creates and updates the „Suitability Assessment Policy for Supervisory Board Members, Management Board Members and Key Function Holders at BNP Paribas Bank Polska SA” applied by the Bank. It monitors its effectiveness. The assessment policy verifies the adequacy of the Supervisory Board members, Management Board members and persons who perform the most important functions at the Bank. The Nominations Committee periodically reviews the policy and makes recommendations for changes to the Supervisory Board. In addition, the Nominations Committee provides oversight of key processes such as succession plans and employee professional development. It makes recommendations to the Board regarding the nomination and succession process for individuals in key positions and recommendations to reduce or increase the number of members of the Bank’s Management Board.

Composition of the Nominations Committee

The Committee is composed of at least three members of the Supervisory Board. The members of the Nominations Committee must have appropriate knowledge, competence and experience to properly assess the composition of the Management and Supervisory Boards and the recommended candidates for the Management and Supervisory Boards.

Composition of the Nominations Committee as at 31 December 2021:

• Jean-Paul Sabet – Chairman of the Committee
• Géraldine Conti* – Member of the Committee
• Francois Benaroya – Member of the Committee
• Lucyna Stańczak-Wuczyńska – Member of the Committee (independent member)

* Géraldine Conti has been a member of the Nominations Committee since 29 September 2021. Józef Wancer was a member of the Committee until 30 June 2021.

Nominations Committee Meetings

The Committee’s meetings are held with the frequency necessary to effectively fulfil its mission, on dates determined beforehand by the Chairman. In 2021, the Committee held five meetings – including two in written form.

In 2021, the Committee periodically assessed the individual and collective adequacy of members of the Supervisory Board and members of the Bank’s Management Board. With the five-year term of the Supervisory Board ending in 2021, the Committee performed and confirmed a positive assessment of the suitability of the members of the Supervisory Board prior to their appointment for a new term. The Committee also evaluated the suitability of new Supervisory Board and Management Board candidates and assessed the individual suitability of Supervisory Board members prior to their appointment to the Committees. Moreover, the Committee discussed amendments to the Policy of assessing the suitability of the Supervisory Board members, Management Board members and persons performing the most important functions at BNP Paribas Bank Polska SA. At the same time the Committee discussed the Policy on Appointment and Dismissal of Supervisory Board Members and Management Board Members and the Policy on Succession Planning. The Committee recommended that the Supervisory Board approves the above regulations.