Current Report No. 19/2013 Appointment of supervisory staff

Current Report No. 19/2013

Date of the report: March 27th 2013

Abbreviated name of the Company: KRUK S.A.

Subject: Appointment of supervisory staff

Legal basis: Art. 56.1.2 of the Public Offering Act – current and periodic information

Text of the report:

The Management Board of KRUK S.A. (the “Company”) reports that on March 27th 2013 the Extraordinary General Meeting of KRUK S.A. appointed, with effect as of the same date, the following persons to serve on the Company Supervisory Board: Józef Wancer, Piotr Stępniak, Krzysztof Kawalec and Arkadiusz Jastrzębski.

Brief resumes of the curricular vitae of the new Board members are presented below.

Mr Józef Wancer:

Adviser to the Management Board of Deloitte Polska on practical aspects of the financial services sector, firm's representative in public debate on matters related to the financial sector. One of Poland’s most experienced bankers. Previously, Mr Józef Wancer served as the CEO and President of Bank BPH S.A. He has considerable experience as member of senior management staff, as well as an extensive track record and qualifications in international banking, financial transactions, economic development and marketing, restructuring, mergers and spin-offs in the US, Asia and Europe.  Since January 2011, he has served as the President of the American Chamber of Commerce in Poland. He was awarded with the Knight's Cross of the Order of Polonia Restituta for outstanding contribution to the creation of the modern banking system in Poland and development of the Polish Bank Association.

He graduated from the Webster University of Vienna, having obtained a Master’s degree in Management and a Master’s degree in Interpersonal Relations. He holds also a Bachelor’s degree in Economics (CCNY, NY University). Mr Józef Wancer has been a member of the Supervisory Board of KRUK S.A. since 2011.

Mr Piotr Stępniak:

A graduate from the Guelph University, Canada with BA double major: Economics, Management. He is also completed the EMBA programme at Ecole Supérieure de Commerce de Rouen, France and holds an MSc in Management from Purdue University, USA. In his career he has held positions of the CEO and President of the Management Board of GETIN Holding S.A. and Vice-president of the Management Board of Lukas Bank S.A.

Mr Stępniak serves as a member of the supervisory boards of FM Bank S.A., Skarbiec Asset Management Holding S.A., and ATM Grupa S.A. Mr Stępniak has been a member of the KRUK S.A. Supervisory Board since 2009. 

Mr Krzysztof Kawalec:

A graduate from the faculty of Organisation and Management at the Lodz University of Technology where he was awarded the title MSc., Eng. in Enterprise Management.  In 2002, he completed the postgraduate programme of Value Based Management Studies at the Warsaw School of Economics (SGH). In 2003, he also completed the postgraduate programme in Management Accounting and Controlling at the Warsaw School of Economics (SGH). In 2006, Mr Kawalec completed the MBA programme at the PAM Centre Uniwersytet Łódzki, University of Maryland.

In 1998-2001, he was a Manager at International Fast Food Polska Sp. z o.o., Warsaw  In 2001, he held the position of the Contracting Department Manager at Magellan S.A., and in 2002-2003 he was a member of the Management Board and CFO of Magellan S.A.

From 2003, Mr Kawalec served as the COO and Vice-President of the Management Board, and since July 1st 2008 he has held the position of the CEO and President of the Management Board of Magellan S.A. He is also a member of the supervisory boards of Magellan Slovakia s.r.o and MedFinance Magellan s.r.o., operating in Slovakia and the Czech Republic. Mr Kawalec has been a member of the Supervisory Board in KRUK S.A. since 2009.

Mr Arkadiusz Jastrzębski:

A 1997 graduate from the Faculty of Finance and Banking at the Warsaw School of Economics (SGH), and of doctoral studies on competitiveness at the Collegium of World Economy at the Warsaw School of Economics (SGH).  Since 1995, he has been actively involved in the Polish capital market. Mr Jastrzębski was one of the first investment advisers in Poland (licence No. 14). He is a licensed security broker (1994).Mr Jastrzębski is also a certified financial analyst (CFA, Association for Investment Management and Research, USA) and  a licensed SFA Securities Representative (UK) . His professional experience is extensive and includes international work. Since 1995, Mr Jastrzębski has held positions with investment banks (West Merchant Bank in London), investment firms (Raiffeisen Poland, NFI), private equity funds (Innova Central Europe), venture capital funds and consulting firms (Hexagon Capital Polska, Hexagon TFI SA); also worked as an entrepreneur (Red Point Publishing) and served on supervisory boards of listed companies (Forte SA, Koelner SA, Atlanta Poland SA, the Polish Energy Partners SA, Comp SA, Integer.pl SA). Mr Jastrzębski is also experienced in investments on the capital market and real estate markets, strategic and operational management, product development, restructuring, and ownership supervision.

Mr Arkadiusz Jastrzębski currently serves on the supervisory boards of the following entities: Polish Energy Partners S.A., Integer.pl S.A.; Comp S.A., Atlanta Poland S.A., holding the position of Deputy Chairman.

Following the decision of the Extraordinary General Meeting setting the number of Supervisory Board Members at seven, the appointment of the above Supervisory Board Members by the Extraordinary General Meeting, and the submission of representations on the appointment of supervisory staff by the authorised shareholders, referred to in Current Report No. 18/2013, the composition of the Supervisory Board of KRUK S.A. of the new term of office is as follows:

1. Mr Dariusz Prończuk – Chairman of the Supervisory Board,
2. Mr Józef Wancer – Member of the Supervisory Board,
3. Mr Krzysztof Kawalec – Member of the Supervisory Board,
4. Mr Piotr Stępniak – Member of the Supervisory Board,
5. Ms Katarzyna Beuch – Member of the Supervisory Board (since April 1st 2013),
6. Mr Robert Koński – Member of the Supervisory Board,
7. Mr Arkadiusz Orlin Jastrzębski – Member of the Supervisory Board.

Based on the submitted representations, none of the persons specified above is engaged in any activities competitive to the Company’s business or is a partner in any competitive partnership under civil law or another type of partnership, or a member of a governing body of any competitive company or other legal entity. Further, none of these persons is entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register.

Legal basis: Par. 5.1.22 of the Regulation of the Minister of Finance of February 19th 2009 on current and periodic information to be published by issuers of securities […].

For the Company:

Piotr Krupa – President of the Management Board

Rafał Janiak – Member of the Management Board