Corporate Governance
Best Practices
Bank Handlowy w Warszawie S.A. has been compliant with the corporate governance rules since 2003, i.e. since the moment they were prepared by the Warsaw Stock Exchange. At present the current document "Best Practices of WSE Listed Companies" is available on a special website dedicated to corporate governance at: www.corp-gov.gpw.pl.
Regulations
- Statutes, PDF file (231 KB)
- Regulations of the Supervisory Board of Bank Handlowy w Warszawie S.A., PDF file (265 KB)
- Regulations of the Bank's Supervisory Board Committees
- Regulations of the Audit Committee, PDF file (21 KB)
- Regulations of the Nomination and Remuneration Committee , PDF file (168 KB)
- Regulations of the Risk and Capital Committee, PDF file (288 KB)
- Regulations of the Strategy and Management Committee, PDF file (127 KB)
- Regulations of the General Meeting of Shareholders of Bank Handlowy w Warszawie S.A., PDF file (257 KB)
- Regulations of the Management Board of Bank Handlowy w Warszawie S.A., PDF file (355 KB)
- Remuneration policy for members of the Management Board and members of the Supervisory Board of Bank Handlowy w Warszawie S.A., PDF file (179 KB)
- Policy for the assessment of Supervisory Board Members at Bank Handlowy w Warszawie S.A., PDF file (230 KB)
Please find below the Bank's statements and reports regarding the compliance with corporate governance rules:
The Supervisory Board of the Bank adopted the Report of the Regulations and Cooperations with Regulatory Institutions’ Compliance Department at Compliance Division containing an independent assessment of the compliance by the Bank with the "Principles of Corporate Governance for Supervised Institutions".
The Supervisory Board of the Bank assessed that the Bank in 2023 applied the rules resulting from the "Principles of Corporate Governance for Supervised Institutions" except § 11.2, § 16.1 for principles with respect to which it was decided not to comply.
- Statements of Bank Handlowy w Warszawie S.A. on its application of corporate governance rules in 2014, PDF file (332 KB)
- Statements of Bank Handlowy w Warszawie S.A. on its application of corporate governance rules in 2013, PDF file (196 KB)
- Statements of Bank Handlowy w Warszawie S.A. on its application of corporate governance rules in 2012, PDF file (217 KB)
- Statements of Bank Handlowy w Warszawie S.A. on its application of corporate governance rules in 2011, PDF file (192 KB)
- Statements of Bank Handlowy w Warszawie S.A. on its application of corporate governance rules in 2010, PDF file (132 KB)
- Statements of Bank Handlowy w Warszawie S.A. on its application of corporate governance rules in 2009, PDF file (177 KB)
- Extract form the report on Acitivities of Management Board of ther Bank Handlowy w Warszawie S.A. regarding the compliance with the coporate governance rules in 2008, PDF file (130 KB)
- Report of Bank Handlowy w Warszawie S.A. regarding the compliance with corporate governance rules incorporated in "Best Practices in Public Companies" (2008), PDF file (185 KB)
- Declaration of Bank Handlowy w Warszawie S.A. regarding the compliance with corporate governance rules incorporated in "Best Practices in Public Companies" (2007), PDF file (127 KB)
- Declaration of Bank Handlowy w Warszawie S.A. regarding the compliance with corporate governance rules incorporated in "Best Practices in Public Companies" (2006), PDF file (215 KB)
- Declaration of Bank Handlowy w Warszawie S.A. regarding the compliance with corporate governance rules incorporated in "Best Practices in Public Companies" (2005), PDF file (87 KB)
- Declaration of Bank Handlowy w Warszawie S.A. regarding the compliance with corporate governance rules incorporated in "Best Practices in Public Companies" (2004), PDF file (162 KB)
- Declaration of Bank Handlowy w Warszawie S.A. regarding the compliance with corporate governance rules incorporated in "Best Practices in Public Companies" (2003), PDF file (155 KB)
On July 22, 2014 the Polish Financial Supervisions Authority (the PFSA) issued a document entitled “The Principles of Corporate Governancefor Supervised Institutions” ("Principles").
The Principles are a set of rules that determine the internal and external relations of institutions supervised by the PFSA, including the relations with shareholders and clients, their organization, the functioning of the internal supervision and the key internal systems and functions, as well as statutory bodies and principles of their cooperation.
The aim of the Principles is to raise corporate governance standards in financial institutions and increasetheir operational transparency, which should contribute to strengthening investors’ confidence and trust in the financial market in Poland.
On December 9, 2014 the Management Board of Bank Handlowy w Warszawie S.A. made a declaration of the Bank’s compliance with the Principles and on December 18, 2014 the Supervisory Board approvedthe observance of the Principles which fall within the competence of the Supervisory Board.
At the same time it was decided that the Bank should refrain from applying three principles:
1) § 8 item 4 (e-General Meeting) – the currently available IT solutions do not guarantee safe and proper organization of electronic General Meetings. However, the Management Board recognizes the importance of this way of shareholders’ participation in General Meetings of the Bank and, therefore, it decided to take a separate decision in this respect prior to each General Meeting.
2) § 11 item 2 (transactions with affiliated entities)– this principle will not be applied in relation to agreements concluded within the framework of current operations, in particular related to liquidity management, due to the nature of transactions and a large number of agreements and in the scope of transactions carried out on the basis of a brokerage agreement for the execution of orders with the Client: CGML and CGME, as these transactions are carried out on market terms.
3) § 16 item 1 (the use of the Polish language at Management Board's meetings) – Management Board meetings attended by foreigners, especially foreigners being members of the Management Board, who do not speak Polish are held in English. At the same time, motions to the decision of the Management Board as well as all materials and minutes of the meetings are prepared and archived in Polish.
2023
- Report on the activities of the Supervisory Board of Bank Handlowy w Warszawie S.A. 2023 with Report on Remuneration, PDF file (510 KB)
- Report of the Audit Committee of the Supervisory Board for the year 2023, PDF file (157 KB)
- Report of the Nomination and Remuneration Committee of the Supervisory Board for the year 2023, PDF file (118 KB)
- Report of the Risk and Capital Committee of the Supervisory Board for the year 2023, PDF file (113 KB)
- Report of the Strategy and Management Committee of the Supervisory Board for the year 2023, PDF file (116 KB)
2022
- Report on the activities of the Supervisory Board of Bank Handlowy w Warszawie S.A. 2022 with Report on Remuneration, PDF file (505 KB)
- Report of the Audit Committee of the Supervisory Board for the year 2022, PDF file (154 KB)
- Report of the Nomination and Remuneration Committee of the Supervisory Board for the year 2022, PDF file (168 KB)
- Report of the Risk and Capital Committee of the Supervisory Board for the year 2022, PDF file (122 KB)
- Report of the Strategy and Management Committee of the Supervisory Board for the year 2022, PDF file (122 KB)
2021
- Report on the activities of the Supervisory Board of Bank Handlowy w Warszawie S.A. 2021/2022 with Report on Remuneration, PDF file (505 KB)
- Report of the Audit Committee of the Supervisory Board for the year 2021, PDF file (154 KB)
- Report of the Nomination and Remuneration Committee of the Supervisory Board for the year 2021, PDF file (168 KB)
- Report of the Risk and Capital Committee for the year 2021, PDF file (122 KB)
2020
- Report on the activities of the Supervisory Board of Bank Handlowy w Warszawie S.A. 2020/2021 with Report on Remuneration, PDF file (382 KB)
- Report of the Audit Committee of the Supervisory Board for the year 2020, PDF file (136 KB)
- Report of the Nomination and Remuneration Committee of the Supervisory Board for the year 2020, PDF file (93 KB)
- Report of the Risk and Capital Committee for the year 2020, PDF file (111 KB)
2019
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2019/2020,
PDF file (309 KB) - 2019 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (118 KB)
- 2019 Report of the Nominations and Remuneration Committee of the Supervisory Board of Bank Handlowy w Warszawie S.A., PDF file (99 KB)
- 2019 Report of the Audit Committee of the Supervisory Board, PDF file (108 KB)
2018
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2018/2019,
PDF file (241 KB) - 2018 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (80 KB)
- 2018 Report of the Nominations and Remuneration Committee of the Supervisory Board of Bank Handlowy w Warszawie S.A., PDF file (80 KB)
- 2018 Report of the Audit Committee of the Supervisory Board, PDF file (90 KB)
2017
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2017/2018,
PDF file (234 KB) - 2017 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (111 KB)
- Report of the Nominations and Remuneration Committee of the Supervisory Board of Bank Handlowy w Warszawie S.A. for 2017, PDF file (100 KB)
- 2017 Report of the Audit Committee of the Supervisory Board, PDF file (155 KB)
2016
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2016/2017,
PDF file (227 KB) - 2016 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (81 KB)
- 2016 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (78 KB)
- 2016 Report of the Audit Committee of the Supervisory Board, PDF file (84 KB)
2015
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2015/2016,
PDF file (227 KB) - 2015 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (81 KB)
- 2015 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (78 KB)
- 2015 Report of the Audit Committee of the Supervisory Board, PDF file (84 KB)
2014
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2014/2015,
PDF file (113 KB) - 2014 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (81 KB)
- 2014 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (76 KB)
- 2014 Report of the Audit Committee of the Supervisory Board, PDF file (83 KB)
2013
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2013/2014,
PDF file (191 KB) - 2013 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (77 KB)
- 2013 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (76 KB)
- 2013 Report of the Audit Committee of the Supervisory Board, PDF file (83 KB)
2012
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2012/2013,
PDF file (83 KB) - 2012 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (11 KB)
- 2012 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (49 KB)
- 2012 Report of the Audit Committee of the Supervisory Board, PDF file (54 KB)
2011
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2011/2012,
PDF file (69 KB) - 2011 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (37 KB)
- 2011 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (51 KB)
- 2011 Report of the Audit Committee of the Supervisory Board, PDF file (50 KB)
2010
- Report
on the activities of the Supervisory Board of Bank Handlowy w Warszawie S.A
2010/2011,
PDF file (47 KB) - 2010 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (30 KB)
- 2010 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (22 KB)
- 2010 Report of the Audit Committee of the Supervisory Board, PDF file (34 KB)
2009
- Report
on the activities of the Supervisory Board of Bank Handlowy w Warszawie S.A
2009/2010,
PDF file (43 KB) - 2009 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (11 KB)
- 2009 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (14 KB)
- 2009 Report of the Audit Committee of the Supervisory Board, PDF file (13 KB)
2008
- Report on the activities of the Supervisory Board of Bank
Handlowy w Warszawie S.A 2008/2009,
PDF file (46 KB) - 2008 Report of the Risk and Capital Committee of the Supervisory Board, PDF file (10 KB)
- 2008 Report on the activity of the Remuneration Committee of the Supervisory Board, PDF file (13 KB)
- 2008 Report of the Audit Committee of the Supervisory Board, PDF file (11 KB)
2007
- Report on the activities of the Supervisory Board of Bank Handlowy w Warszawie S.A., PDF file (77 KB)
- 2007 Report of the Audit Committee of the Supervisory Board, PDF file (43 KB)
- 2007 Report of the Remuneration Committee of the Supervisory Board, PDF file (47 KB)
2006
- 2006 Report of the Audit Committee of the Supervisory Board, PDF file (12 KB)
- 2006 Report of the Remuneration Committee of the Supervisory Board, PDF file (13 KB)
Under the equity compensation plan, selected employees are offered awards in the form of Citigroup stock or Citigroup stock options. Additionally, according to the Policy introduced in the Bank in 2012, the Management Board of the Bank and other managerial staff having a significant influence on the Bank's risk profile receive variable remuneration in relation to individual performance and Bank's financial results.
Detailed information on the equity compensation plan as well as the related expenses incurred by the Company is provided in explanatory note 12 - "General administrative expenses" as well as explanatory note 50 - "Employee benefits" to the Annual Financial Statements of Bank Handlowy w Warszawie S.A. for the period ended 31 December 2013.
The Annual Financial Statements of Bank Handlowy w Warszawie S.A. for the period ended 31 December 2013 are available in the Financial results section.
The Bank carries out sponsorship activities, which are part of its business mission and positioning of the company. The aim of sponsorship activities is to advertise and strengthen the brand through increasing the brand awareness and expand its coverage, to build a positive image of the organization as well as to support its promotional and business activities. The strategic objectives of sponsorship also include the Bank's support for business initiatives (conferences, seminars, public debates, etc.), initiatives aimed at protecting the national heritage - through, among others, sponsorship of selected cultural events as well as other important local projects.
Sponsorship Requests go through a qualification process, and talks are initiated with selected partners. All negotiations are carried out with due diligence and in good faith. The Bank aims to ensure that its cooperation with the Sponsored Party is based on mutual respect and a clear understanding of each other's responsibilities, roles and duties. The Parties define and set in the sponsorship contract the objectives of cooperation and mutual benefits coming from it. At the same time, the Parties undertake to protect each other's images, including trademarks.