The General Meeting approves the annual financial statements of Komerční banka, a. s., for the year 2025 in the wording submitted by the Board of Directors and published on the website of Komerční banka, a. s.
139.390.594 valid votes were cast in total, representing 139.390.594 shares corresponding to73,807911 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 139.390.341 votes, which corresponds to 99,894391 % of the present number of votes, voted in favor of the resolution. Shareholders having 253 votes, which corresponds to 0,000181 % of the present number of votes, voted against the resolution. Shareholders having 147.111 votes, which corresponds to 0,105427 % of the present number of votes, abstained from voting.
The General Meeting approves the distribution of the profit of Komerční banka, a. s., as
follows:
To be distributed among shareholders:
the profit for the year 2025 in the total amount of CZK 16,304,138,937.23
from retained earnings the amount of CZK 1,864,570,318.77
The share in the profit to be distributed among shareholders (the dividend) totals CZK 18,168,709,256.00. The amount of the dividend per share is CZK 95.60 before taxation. The dividend can be claimed by each shareholder holding a share of Komerční banka, a. s., with ISIN CZ0008019106 as of 5 May 2026. The dividend shall be due on 25 May 2026.
139.482.856 valid votes were cast in total, representing 139.482.856 shares corresponding to73,856764 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 139.482.603 votes, which corresponds to 99,960511 % of the present number of votes, voted in favor of the resolution. Shareholders having 253 votes, which corresponds to 0,000181 % of the present number of votes, voted against the resolution. Shareholders having 54.849 votes, which corresponds to 0,039308 % of the present number of votes, abstained from voting.
No. 9: Approval of the consolidated financial statements for the year 2025The General Meeting approves the consolidated financial statements of Komerční banka, a. s., for the year 2025 in the wording submitted by the Board of Directors and published on the website of Komerční banka, a. s.
139.354.097 valid votes were cast in total, representing 139.354.097 shares corresponding to73,788585 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 139.352.396 votes, which corresponds to 99,867198 % of the present number of votes, voted in favor of the resolution. Shareholders having 1.701 votes, which corresponds to 0,001219
% of the present number of votes, voted against the resolution. Shareholders having 183.608 votes, which corresponds to 0,131583 % of the present number of votes, abstained from voting.
No. 10: Decision on amendments to the Articles of AssociationThe General Meeting decided to amend the current Articles of Association as follows:
Subsection (1) in Section 14 Election and Removal of Members of the Supervisory Board newly reads as follows:
(1) The Supervisory Board shall consist of twelve members, natural persons, who meet the conditions specified by the generally binding legal regulations and who are not prevented from serving on the Supervisory Board based on the requirements set forth by the Companies and Cooperatives Act. The term of office of a member of the Supervisory Board shall be four years. Two thirds of the members of the Supervisory Board shall be elected and removed by the General Meeting; one-third of the members of the Supervisory Board shall be elected and removed by Bank employees. Only employees who are employed by the Bank have a right to elect and remove members of the Supervisory Board elected by employees. The way and the rules to have members of the Supervisory Board elected and removed by Bank employees shall be defined by the Bank's election rules prepared and approved by the Board of Directors following a discussion with the trade union.
Subsection (3) in Section 16 Meetings of the Supervisory Board newly reads as follows:
(3) The Supervisory Board shall constitute a quorum if at least seven members of the Supervisory Board are present at the meeting. Resolutions of the Supervisory Board are adopted if approved by the absolute majority of all members of the Supervisory Board. Members of the Supervisory Board who are a related party within the intention of the Business Undertaking Act do not take part in the assessment of the fulfilment of the conditions for exceptions from the approval and publication of material transactions with related parties under the Business Undertaking Act within the intention of Section 13 (2) u).
Section 39 Closing Provision newly reads as follows:
The Bank conformed to the Companies and Cooperatives Act by the decision of the General Meeting of 28 January 2014 with effect from 10 March 2014.
These amended Articles of Association shall take force and effect at the moment of their approval by the General Meeting of the Bank.
139.479.257 valid votes were cast in total, representing 139.479.257 shares corresponding to73,854858 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 139.456.577 votes, which corresponds to 99,943518 % of the present number of votes, voted in favor of the resolution. Shareholders having 22.680 votes, which corresponds to 0,016254
% of the present number of votes, voted against the resolution. Shareholders having 56.133 votes, which corresponds to 0,040229 % of the present number of votes, abstained from voting.
No. 11: Election of members of the Supervisory BoardThe General Meeting elects Ms. Cecile Bartenieff born on 25 June 1967, residing at 75017 Paris, 5 rue Gounod, French Republic, as a member of the Supervisory Board with effect from 23 April 2026.
132.062.637 valid votes were cast in total, representing 132.062.637 shares corresponding to69,927726 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 128.645.416 votes, which corresponds to 92,202592 % of the present number of votes, voted in favor of the resolution. Shareholders having 3.417.221 votes, which corresponds to 2,449187 % of the present number of votes, voted against the resolution. Shareholders having
7.462.091 votes, which corresponds to 5,348221 % of the present number of votes, abstained from voting.
No. 12: Election of members of the Supervisory BoardThe General Meeting elects Mr. Hervé Audren de Kerdrel born on 12 November 1960, residing at 75007 Paris, 44 rue de Lille, French Republic, as a member of the Supervisory Board with effect from 23 April 2026.
139.285.181 valid votes were cast in total, representing 139.285.181 shares corresponding to73,752094 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 139.249.478 votes, which corresponds to 99,802723 % of the present number of votes, voted in favor of the resolution. Shareholders having 35.703 votes, which corresponds to 0,025589
% of the present number of votes, voted against the resolution. Shareholders having 239.547 votes, which corresponds to 0,171688 % of the present number of votes, abstained from voting.
No. 13: Election of members of the Supervisory BoardThe General Meeting elects Mr. Bruno Delas born on 28 September 1967, residing at 69480 Anse, 310 Chemin des Hauts de Bassieux, French Republic, as a member of the Supervisory Board with effect from 23 April 2026.
132.107.097 valid votes were cast in total, representing 132.107.097 shares corresponding to69,951268 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 128.680.381 votes, which corresponds to 92,227652 % of the present number of votes,
voted in favor of the resolution. Shareholders having 3.426.716 votes, which corresponds to 2,455992 % of the present number of votes, voted against the resolution. Shareholders having 7.417.631 votes, which corresponds to 5,316356 % of the present number of votes, abstained from voting.
No. 14: Election of members of the Supervisory BoardThe General Meeting elects Mr. Pierre Villeroy de Galhau born on 30 January 1974, residing at 92100 Boulogne-Billancourt, 25 rue de Vanves, French Republic, as a member of the Supervisory Board with effect from 23 April 2026.
132.107.892 valid votes were cast in total, representing 132.107.892 shares corresponding to69,951689 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 128.676.756 votes, which corresponds to 92,225054 % of the present number of votes, voted in favor of the resolution. Shareholders having 3.431.136 votes, which corresponds to 2,459160 % of the present number of votes, voted against the resolution. Shareholders having 7.416.836 votes, which corresponds to 5,315786 % of the present number of votes, abstained from voting.
No. 15: Election of members of the Audit CommitteeThe General Meeting elects Mr. Pierre Villeroy de Galhau born on 30 January 1974, residing at 92100 Boulogne-Billancourt, 25 rue de Vanves, French Republic, as a member of the Audit Committee with effect from 23 April 2026.
131.812.605 valid votes were cast in total, representing 131.812.605 shares corresponding to69,795333 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 128.231.157 votes, which corresponds to 91,910501 % of the present number of votes, voted in favor of the resolution. Shareholders having 3.581.448 votes, which corresponds to 2,567026 % of the present number of votes, voted against the resolution. Shareholders having 7.704.812 votes, which corresponds to 5,522473 % of the present number of votes, abstained from voting.
No. 16: Approval of the Report on Remuneration for the year 2025The General Meeting approves the Report on Remuneration for the year 2025 in the wording submitted by the Board of Directors.
127.851.095 valid votes were cast in total, representing 127.851.095 shares corresponding to67,697697 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 120.636.060 votes, which corresponds to 86,467286 % of the present number of votes, voted in favor of the resolution. Shareholders having 7.215.035 votes, which corresponds to 5,171459 % of the present number of votes, voted against the resolution. Shareholders having
11.665.322 votes, which corresponds to 8,361254 % of the present number of votes, abstained from voting.
No. 17: Decision on the appointment of a statutory auditor to make the statutory audit for the year 2026
The General Meeting appoints KPMG Česká republika Audit s.r.o. a company with its registered office at Pobřežní 648/1a, Prague 8, postal code 186 00, identification No. 496 19 187, reference No. 071, and, regarding the registered branch of Komerční banka, a. s., located on the territory of the Slovak Republic, KPMG Slovensko spol. s r.o. a company with its registered office at Dvořákovo nábrežie 10, 811 02 Bratislava, as the external auditor of Komerční banka, a. s., to make the statutory audit for the year 2026.
139.419.757 valid votes were cast in total, representing 139.419.757 shares corresponding to73,823353 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 139.408.558 votes, which corresponds to 99,922691 % of the present number of votes, voted in favor of the resolution. Shareholders having 11.199 votes, which corresponds to 0,008027
% of the present number of votes, voted against the resolution. Shareholders having 96.660 votes, which corresponds to 0,069282 % of the present number of votes, abstained from voting.
No. 18: Decision on the appointment of a statutory auditor to provide an assurance opinion on the sustainability report for 2026
The General Meeting appoints KPMG Česká republika Audit s.r.o. a company with its registered office at Pobřežní 648/1a, Prague 8, postal code 186 00, identification No. 496 19 187, reference No. 071, as the external auditor of Komerční banka, a. s., to provide an assurance opinion on the sustainability report for 2026.
139.478.575 valid votes were cast in total, representing 139.478.575 shares corresponding to73,854497 % of the registered capital of Komerční banka, a.s., reduced by the shares in the nominal value of CZK 119.336.000, that may not be used to exercise the voting right. Shareholders having 139.473.686 votes, which corresponds to 99,969372 % of the present number of votes, voted in favor of the resolution. Shareholders having 4.889 votes, which corresponds to 0,003504
% of the present number of votes, voted against the resolution. Shareholders having 37.842 votes, which corresponds to 0,027124 % of the present number of votes, abstained from voting.