| | POLISH FINANCIAL SUPERVISION AUTHORITY | |
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| | | UNI - EN REPORT No | 34 | / | 2007 |
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| | Date of issue: | 2007-06-21 | | | | | | | | |
| | Short name of the issuer | | | | | | | |
| | BZWBK | |
| | Subject | | | | | | | | | | |
| | Statement on compliance with corporate governance principles | |
| | Official market - legal basis | | | | | | |
| | Inne uregulowania
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| | Unofficial market - legal basis | | | | | |
| | Contents of the report: | | | | | | | | |
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21-06-2007
Subject: Statement on compliance with corporate governance principles
Current report no. 34/2007
In reference to the Bank Zachodni WBK Annual Report published on 22 February 2007 which contained the Bank’s Management Board statement on compliance with corporate governance principles defined in the “2005 Best Practices in public companies" introduced by force of Resolution no. 44/1062/2004 of the Warsaw Stock Exchange Board, the Management Board confirms the application of principles envisaged in the 2005 Best Practices in public companies except for principle no. 42.
Bank Zachodni WBK declared that it would take every effort to have the External Auditor changed at least every five years.
This principle cannot be currently applied as in line with the applicable Allied Irish Banks Group (AIB) policy of which BZWBK is a member, a decision has been made to have one and the same Auditor across all AIB Group.
Allied Irish Banks has decided not to change the Auditor which is fully compliant with the European legislation (Directive 2006/43/EC of the European Parliament of 17 May 2006 on statutory audits of annual accounts and consolidated accounts), which regulates, amongst others, the principle of independence of the key partner - the External Auditor that is in charge of carrying out the audit if their change is made at least every seven years.
The important thing is that the process of Bank Zachodni WBK 2006 financial reporting process was tested, by the current Auditor acc. to the standards recommended by Sarbanes-Oxley Act. AIB Group is a company also listed on NYE. This means that all AIB units (including Bank Zachodni WBK S.A. as member of AIB Group) must comply with American requirements stemming from the SOX act (as it is commonly known). The Bank would have to be certain that the agreed accounting procedures and standards will be confirmed next year. Hence, the continuity of the auditor’s function was considered highly desirable.
When appointing an auditor, Supervisory Board of BZWBK takes into account first of all the quality of the offered services and Auditor’s adherence to the global standards whereas the KPMG company ensures the highest quality in all aspects.
The authorities of Bank Zachodni WBK, based on their experience to-date, are deeply convinced that a decision on appointing the Auditor for another year will not impact either the independence or professionalism of the audit.
Legal grounds:
§ 29 of the Stock Exchange Regulations passed by force of Resolution nos. 5/1114/2006 and 6/1114/2006 of the Stock Exchange Board dated 15 February 2006.
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| | Annexes | | | | | | | | | | |
| | File | Description | |
| | Best Practices.pdf | Best Practices Public Companies including the comment of BZWBK | |
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