Appointment, Composition and Qualifications

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Pursuant to Par. 14.1 of the Bank's Statute, the Supervisory Board is composed of seven to nine members, appointed by the General Meeting of Shareholders for a joint three-year term of office. The number of Supervisory Board members is determined by the General Meeting of Shareholders. The General Meeting of Shareholders may remove a Supervisory Board member from office at any time.

The Supervisory Board elects from among its members the Chairperson, two Deputy Chairpersons and the Secretary.

In the period from 1 January to 31 December 2014 the Supervisory Board was composed of nine members.

Pursuant to Par. 14.3 of the Bank's Statute, at least half of the members of the Supervisory Board, including its Chairperson, should possess a thorough knowledge of the Polish banking market, i.e. they should meet all of the following criteria:

  • they have professional experience gained on the Polish market, relevant for the performance of a supervisory function at the Bank,
  • they are permanently domiciled in Poland,
  • they have command of the Polish language.

As at January 1st 2014, the aforementioned criteria were met by five members of the Supervisory Board, including the Chairman.

The Supervisory Board members have the knowledge and experience required to perform their duties.

Their professional backgrounds may be viewed at the Bank's website.

 

Prof. Jerzy Woźnicki, Chairman of the Supervisory Board, Member of the Audit Committee and Remuneration Committee.

From 10th September 1999 to 19th January 2005 Deputy Chairman of the Supervisory Board of Bank Pekao S.A.; from 20th January 2005 to 1st June 2011 Chairman of the Supervisory Board; from 1st June 2011 to 1st June 2012 Deputy Chairman of the Supervisory Board; from 2nd June 2012 member and from 24th July 2012 Chairman of the Supervisory Board.

Mr J. Woźnicki is professor of technical science (in electronics), also having academic achievements in the field of social science (in public politics science). public. He went through all stages of academic career, from junior lecturer to full professor at the Warsaw University of Technology. The scope of his research covers the issues of IT and such fields as knowledge society, innovation and knowledgebased economy. He was Dean of the Electronics and IT Faculty and, subsequently, Rector of the Warsaw University of Technology. He was also President of the Conference of Rectors of Academic Schools in Poland, and for many years of the Organization and Legislation Committee in KRASP. Professor J. Woźnicki held a number of positions at various companies, including the position of President of Softex Sp. z o.o., Deputy Chairman of the Supervisory Board of PKN Orlen, and member of the Board of the FIRE Innovation Centre. On 14th June 2013 the Minister of Economy appointed Prof. J. Woźnicki into the Economic Committee of the Strategic Thinking.

Currently Prof. J. Woźnicki is the President of the Polish Rectors Foundation and Director of the Institute of Knowledge Society, Chairman of the National Council for Science and Higher Education. He is also a member of the Committee of Ethics in Science operating at the Presidium of the Polish Academy of Sciences. He is the originator and co-author of the ‘Code of Best Practices for Higher Education Institutions'.

During his over 15 year tenure on the Supervisory Board of Bank Pekao S.A. professor J. Woźnicki gained substantial expertise and experience in banking and in the Bank's operations. He was honoured with a medal ‘For Merit to Banking' by the President of the National Bank of Poland. Moreover, he was awarded the Commander's Cross with the Star of the Order of the Rebirth of Poland and the Knight Cross of the French National Order of the Legion of Honour. In 2013 the Wrocław University of Environmental and Life Sciences awarded prof. J. Woźnicki with the title of Doctor Honoris Causa.

 

Roberto Nicastro, Deputy Chairman of the Supervisory Board of Bank Pekao S.A., Member of the Financial Committee and Chairman of the Remuneration Committee.

Member of the Bank's Supervisory Board in the years 1999-2003; from 29th April 2010 a member and from 16th June 2010 to 1st June 2012 Deputy Chairman of the Supervisory Board.

From 2nd June 2012 a member and from 24th July 2012 Deputy Chairman of the Supervisory Board. From 30th April 2014 Chairman of the Remuneration Committee.

He attended Bocconi University, where he became guest researcher after his degree in Business Administration.

He worked for Salomon Brothers (London) and McKinsey & Co (Milan) as Strategic Advisor, developing organizational-strategic projects for Financial and Regulatory Organization, and Consumer Companies based in Italy and South America.

Before joining UniCredit Group in 1997 he became Head of Planning & Participations in Credito Italiano. Later he has been appointed as Group Deputy General Manager and Head of the New Europe Division of the UniCredito, to develop a brand new leader position in Central and Eastern Europe.

In 2003 he was appointed Head of Retail Division and CEO of UniCredit Banca. In 2007 he assumed the position of Deputy CEO of the Group.

Since November 2010 he is General Manager of UniCredit, with responsibility on Austria, Central and Eastern Europe, Marketing Retail and Multichannel, Group Internal Control System, Fineco and relationship with Regulators.

He is member of the Supervisory Board of UniCredit Bank Austria – Vienna, and UniCredit Bank Zao – Moscow, Comitato Esecutivo ABI and Comitato Direttivo Assonime.

From 2009 until 2012 he served as Chairman of EFMA (European Financial Marketing Association).

 

Prof. Leszek Pawłowicz, Deputy Chairman of the Supervisory Board, member of the Audit Committee.

Member of the Supervisory Board since 8th January 1998, Deputy Chairman of the Supervisory Board since 7th November 2012. Member of the Audit Committee since 24th January 2000.

He graduated in economics from the University of Gdansk in 1973.

In 1977 he obtained a Ph.D. in economics and in 1988 habilitacja (the highest Polish academic qualification) in economics.

Since the beginning of his professional career he has been in the Faculty of Production Economy (now: the Faculty of Management) in the University of Gdansk where he passed by all levels of academic career. In 1993 he obtained the title of Professor of the University of Gdansk. Since 2003 he is Director of Banking Department of the University of Gdansk.

Since 1990 he is Deputy President of the Board of "Instytut Badań nad Gospodarką Rynkową" (The Gdansk Institute for Market Economics).

Since 1992 he has been Director of the Gdansk Academy of Banking.

Previously he was Chairman and then Member of the Supervisory Board of Bank Gdański S.A., Member of the Expert Group for VBM of Telekomunikacja Polska S.A., Member of the Scientific Board of Bank Gospodarki Żywnościowej S.A., Chairman of Economic Section in Scientific Research Committee and Member of the Board of PPUP Poczta Polska.

Currently, prof. L. Pawłowicz is Vice-Chairman of the Supervisory Board of PKN Orlen S.A., Vice President of the Supervisory Board of BEST S.A., Member of the Programme Board of the Finansowanie Nieruchomości (Real Estate Finance) quarterly and Member of the Programme and Scientific Council of the Bezpieczny Bank (Safe Bank) journal. He is Member of the Committee of Financial Sciences of the Polish Academy of Sciences.

Prof. L. Pawłowicz is an expert in the domain of banking and goodwill management; he is an author of numerous dissertations and articles on the subject.

 

Alessandro Decio, Secretary of the Supervisory Board, member of the Audit Committee and Financial Committee.

Member of the Bank's Supervisory Board from 19th April 2011; from 1st June 2011 to 1st June 2012 Secretary of the Supervisory Board; from 2nd June 2012 member and from 24th July 2012 Secretary of the Supervisory Board.

A graduate from the Department of Economics, Commerciale L. Bocconi University, Alessandro Maria Decio holds an MA from INSEAD (the European Institute for Business Administration) and has worked as a research assistant for six months at Commerciale L. Bocconi University.

Starting his finance career at IMI International, Mr. A. Decio held the post of Vice President until 1991. Subsequently, he was employed by Morgan Stanley International as an associate and afterwards by McKinsey until 1994 with the same position.

At the end of 1994 Alessandro M. Decio joined the European Bank for Reconstruction and Development (EBRD) and left in 2000 as a Director. 

In June 2000, he joined UniCredit Group as the Head of Foreign Banks Strategy, Mergers, Acquisitions, Planning and Control Group. In October 2002 he was appointed Chief Operating Officer (COO) for Zagrebacka Banka within UniCredit Group. He served as COO at Bulbank in Bulgaria, another UniCredit Group company between 2003 and 2005.

Mr A. Decio was appointed Manager of UniCredit Group's Germany Integration Project at the beginning of 2006, before going on to serve as UniCredit Group Deputy Head of Integration Office from July 2006 to July 2007. Appointed as Executive Director of Yapi Kredi on 26th April 2007, he also became the Chief Operating Officer of the Bank on 1st July 2007. As of 30th January 2009 A. Decio has been appointed as the Deputy CEO of Yapi Kredi.

In February 2011 he became Head of Family & SME Division in UniCredit, Responsible for Retail and SME for Italy, Austria, Germany and also Responsible for Global Leasing, Factoring, Consumer Finance, Asset Gathering (CEE Countries).

As of 1st August 2012, he has been appointed as Group Chief Risk Officer and Member of the Executive Management Committee.

He is also: Member of the Board of Mediobanca S.p.A., Member of the Board of Borsa Italiana S.p.A. – London Stock Exchange Group, Member of the Board of UBIS Scpa – UniCredit Business Integrated Solution, Member of the Supervisory Board of UniCredit Bank Austria and ZAO UniCredit Bank.

 

Małgorzata Adamkiewicz, member of the Supervisory Board since 12th June 2013.

Medical Doctor (PhD). She graduated from Faculty of Medicine at the Medical University of Warsaw. Holds first and second degree specialization in internal medicine, specializes in endocrinology. A graduate of the Stockholm School of Economics Executive Educations.

In 1991-2002 she practiced at the Clinic of Endocrinology at the Centre of Postgraduate Medical Education in Warsaw.

From its very beginning involved with the Adamed Group, a Polish pharmaceutical and biotechnological company – leader on the domestic market of new generation medicines. Holds a number of positions within the Group: Vice President of the Management Board of Zakłady Farmaceutyczne Adamed Pharma S.A., Vice President of the Management Board of Adamed Sp. z o.o., Member of the Supervisory Board of Adamed Consumer Healthcare S.A. and Chairwoman of the Supervisory Board of Pabianickie Zakłady Farmaceutyczne Polfa S.A. Since 2006 serves as Managing Director of the Adamed Group, of which she is also the co-owner.

She is also a member of: the Supervisory Board of the Polish Pharmaceutical Industry Employers Association, the Polish Business Roundtable, the International Endocrinology Society.

 

Paweł Dangel, Member of the Supervisory Board since 10th September 1999. Member and Chairman of the Audit Committee since 7th November 2012.

He obtained degree of master of arts in Directing and Producing a Theatre Production at Academy of Theatre Arts in Moscow.

In the years 1980-1984 he worked as a theatre producer in Poland and from 1984 to 1986 as a producer and lecturer in theatre academies in London.

From 1986 he worked as an adviser, manager, financial and insurance director for the UK-based insurance companies.

He has extensive experience in insurance and finance, having completed a number of specialist courses in management, insurance and finance.

In the years 1994-1997 he was Vice President of the Management Board and Sales and Marketing Director at the Life Insurance Company: Nationale Nederlanden Polska S.A.

Next, from 1997 to April 2013 he was President of the Management Boards of Insurance Company: Allianz Polska S.A. and Allianz Życie Polska S.A.; he was also Chairman of the Supervisory Board of PTE Allianz Polska S.A.

Since 27th January 2014 P.Dangel has been a member of the Chapter of the Order of Polonia Restituta.

 

Laura Penna, member of the Supervisory Board since June 2nd 2012. Since July 24th 2012 member of the Audit Committee and Financial Committee.

Ms Laura Penna got a degree in Economics at Bocconi University, Milan, in 1989.

In January 1990 she started her career in the strategic consulting industry working for Accenture, where she remained till 1999 as Senior Engagement Manager for strategic services.

In November 1999 she joined Rolo Banca (an Italian bank then merged in UniCredito Italiano) as Head of Planning and Control. In June 2001 she was appointed Head of Group Planning for UniCredit Group. She covered such position till October 2005, when she was given the Financial Controlling responsibility within the Integration Office, a unit set up to manage the HVB integration in the UniCredit Group.

After setting up and heading, between September 2006 and March 2007, the Strategic Business Development Structure, in April 2007 she was appointed Head of UniCredit Management Consultancy, a highly specialized unit aiming at providing in-house high level strategic advisory to the Group.

Member of the Board of Directors and Member of Internal Control & Risks Committee of UniCredit Business Integrated Solutions SCPA, Member of the Board of Directors of Finecobank S.p.A.

 

Wioletta Rosołowska, member of the Supervisory Board of Bank Pekao S.A. since 2nd June 2012. Member of the Remuneration Committee since 24th July 2012.

Wioletta Rosołowska developed her leadership skills, acquired business knowledge at senior manager courses in Insead, Harvard and Oxford. She got postgraduate degrees in journalism from the University of Warsaw, and in social rehabilitation at the Academy of Special Education.

From 1991 to 1993 she worked for international advertising agencies Young & Rubicam and Saatchi & Saatchi and was responsible for developing media strategies and purchasing of the media for customers of the Agencies.

In 1993 she started work for Tchibo in Poland, where she held the position of marketing director in Poland and Baltic countries. She was also responsible for international marketing for the Tchibo brand in Tchibo Gmbh in Hamburg.

From 2000 to 2007 she was general manager of Tchibo with responsibility for the FMCG business in Poland and Baltic countries, operations of Tchibo shops and a factory in Poland.

As member of the Management Board of Tchibo GmbH in Hamburg, from 2007 to 2013, she was responsible for developing the FMCG business, retail and e commerce in eleven countries of Eastern Europe.

She was recognized twice by the Financial Times Deutschland as one of the most influential women in business.

In January 2014 Wioletta Rosołowska joined L'Oréal Group and in July 2014 she took up the position of the President of L'Oréal Polska.

In L'Oréal Polska she manages the group of over 900 people and she is jointly responsible for the operations of Kosmepol in Poland, which is one of the most important factories of the L'Oréal Group.

 

Doris Tomanek, Member of the Supervisory Board since 2nd June 2012; since July 24th 2012 member of the Remuneration Committee.

She holds a Master's degree in Macroeconomics at the University of Economics, Vienna in 1981, Mag.Rer.soc.oec.

In the years 1975-1978 she started her career working in the banking sector at Creditanstalt-Bankverein.

She started her Human Resources career in 1982 in MobilOil Austria AG, where she soon advanced to a HR Generalist with experience in recruiting, compensation and benefits, organizational and employee development.

In 1988 she joined the Coca-Cola Organization where she held regional Human Resources positions with increasing responsibility, covering all Central and Eastern European countries as well as Austria, Italy, Switzerland and Nigeria.

2005 she joined UniCredit Bank Austria AG, where she became Head of Human Resources Austria and CEE in 2006. In 2008 she has been appointed Executive Vice President and became Member of the Board of Bank Austria in 2010.

Since May 2010 she has been Member of the Management Board of UniCredit Bank Austria AG, Head of Human Resources Austria & Central and Eastern Europe, and Member of the Supervisory Board of Public Joint Stock Company Ukrsotsbank, Ukraine. Since 2015 she has been Member of the Board of Directors of UniCredit and Universities Foscolo Foundation, Italy.