Governance structure

Przeskocz do 2-9
Przeskocz do 2-10
Przeskocz do 2-11
Przeskocz do 2-12
Przeskocz do 2-13
Przeskocz do 2-10
Przeskocz do 2-18
Przeskocz do 2-13

Przeskocz doS-P1
Przeskocz doG-P1

GRI:
Highest governance body structure and composition2-9
Nomination and selection of the highest governance body2-10
Chair of the highest governance body2-11
Role of the highest governance body in overseeing the management of impacts2-12
Delegation of responsibility for managing impacts2-13

GPW:
Diversity in supervisory bodiesS-P1
Structure of management bodiesG-P1

Our Management Board*

Michał Gajewski
President of the Management Board, CEO

Andrzej Burliga
Vice-President of the Management Board
Risk Management Division

Juan de Porras Aguirre
Vice-President of the Management Board
Corporate and Investment Banking Division

Arkadiusz Przybył
Vice-President of the Management Board
Retail Banking Division

Lech Gałkowski
Member of the Management Board
Business and Corporate Banking Division

Patryk Nowakowski
Member of the Management Board
Digital Transformation Division

Maciej Reluga
Member of the Management Board
Finance Management Division

Carlos Polaino Izquierdo
Member of the Management Board
Financial Accounting and Control Division

Dorota Strojkowska
Member of the Management Board
Business Partnerships Division

*Composition of the Management Board of Santander Bank Polska S.A. as at 31 December 2021.

Appointment of the Management Board

GRI:
Nomination and selection of the highest governance body2-10
Evaluation of the performance of the highest governance body2-18

The members of the bank’s Management Board are appointed and dismissed in accordance with the provisions of the Commercial Companies Code and the Banking Law and the provisions of the bank’s Statutes.

The appointment of two members of the Management Board, including the President, is subject to the approval of the Polish Financial Supervision Authority (KNF). Members of the Management Board may be dismissed by the Supervisory Board or the General Meeting of Shareholders at any time.

Our internal regulation specifying, among other things, the requirements for Members of the Management Board is the ”Policy of Nominating and Assessing the Suitability of Members of the Management Board and Key Executives of Santander Bank Polska S.A.” According to it, when appointing members of the Management Board and the Supervisory Board, we take into account criteria that ensure the comprehensiveness and diversity of these bodies. All members of the Management Board are subject to an individual suitability assessment and the Management Board as a whole to a collective suitability assessment.

The requirements for Management Board Members, the appointment process and the duties of Management Board Members are described in detail in the ”Management Report on the Activities of the Santander Bank Polska Group in 2021”²

² Hereinafter referred to as the Management Board Report.

Duties

The Members of the Management Board manage the Company’s affairs jointly, in particular:

define the mission of the bank,
set long-term action plans and strategic objectives,
develop assumptions for business and financial plans,
approve plans and monitor their implementation,
keep the Supervisory Board regularly informed of the bank’s situation, at times and in the scope agreed with that body,
set up standing and ad hoc committees and designate persons responsible for steering the work of these committees.

Committees

GRI:
Delegation of responsibility for managing impacts2-13

The Committees are composed of Management Board Members and other appointed persons. Our standing committees include:

Assets and Liabilities Committee (ALCO)
Credit Policy Forum for Retail Portfolios
Credit Policy Forum for SME Portfolios
Credit Policy Forum for Business and Corporate
Portfolios
Provisions Committee
Operational Risk Management Committee (ORMCO)
Disclosure Committee
Information Management Committee
Risk Management Committee
Model Risk Management Committee
Savings and Investment Products Strategy Committee (Deposit Working Group)
Marketing Forum
Risk Management Forum
Regulatory and Reputational Risk Committee
Anti-Money Laundering and Counter-Terrorism

Financing Committee
Credit Committee
Local Marketing and Monitoring Committee
Public Policy Committee
Restructuring Committee
Responsible Banking and Corporate Culture
Committee
Capital Committee
Suppliers Panel
Capital Stress Test Forum
Investment Advisory Committee
Risk Control Committee
Special Situations Management Committee
Operations Committee of the Business Model
Transformation Area
General Compliance Committee

Supervisory Board

The Supervisory Board of Santander Bank Polska S.A. exercises continuous supervision over the bank's activities and may appoint committees and designate persons responsible for managing their work.