ING Bank Śląski | Annual Report 2014

ING BANK ŚLĄSKI

ING BANK ŚLĄSKIAnnual Report 2014

Bank Management Board operations

Bank Management Board composition

The Bank Management Board is composed of 3 to 8 members appointed by the Supervisory Board. The number of the Bank Management Board Members in a given term of office is determined by the Supervisory Board. 

The Bank Management Board Members are appointed for a 5-year term of office. In the event of changes to the Bank Management Board composition during the term of office, the mandate of the Bank Management Board Member appointed during the term of office expires upon the termination of the Bank Management Board’s term of office.

At least a half of the Bank Management Board Members have to be Polish citizens. Two Bank Management Board Members, including the Bank Management Board President and Vice-President in charge of credit risk management, are appointed with the consent of the Polish Financial Supervision Authority. Other Bank Management Board Members are appointed by the Supervisory Board upon consultation with the Bank Management Board President. The Bank Management Board Members may be dismissed at any time by the Supervisory Board. Vice-President of the Bank Management Board may be dismissed by the Supervisory Board upon consultation with the Bank Management Board President.

The powers of the individual Bank Management Board Members are presented on ING Bank Śląski S.A. website at www.en.ingbank.pl/#management=1.

Powers of Bank Management Board

The Bank Management Board manage the Bank and represent it with external matters. Any matters not restricted to the powers of other Bank’s bodies pursuant to the laws or the Bank Charter shall rest with the Bank Management Board. The Bank Management Board act collectively with reservation of those matters which in line with the Bank’s internal regulations have been entrusted to individual Bank Management Board Members.

The Bank Management Board formulate the strategy of the Bank’s operations as part of a three-year rolling action plan, to be approved by the Supervisory Board.

The Bank Management Board pass resolutions provided that the meeting is attended by more than a half of all Bank Management Board Members and all Members had been invited. Resolutions of the Bank Management Board are passed with the absolute majority of votes. In the case of a tie, the Bank Management Board President shall have the casting vote.

The Bank Management Board Members supervise individual divisions and organisational units in accordance with the segregation of duties defined by the Supervisory Board, at the request of the Bank Management Board President, and bear responsibility for implementation of their missions and core tasks. 

Organisation of the Bank Management Board’s work, the scope of matters requiring a resolution of the Bank Management Board and the mode of their operations are defined in the Bylaw of the Bank Management Board passed by the Bank Management Board and approved by the Supervisory Board. Powers of individual Bank Management Board Members are defined in the Bank Organisational Bylaw and the regulations concerning functioning of their areas as enacted by the Bank Management Board.

Scope of Responsibilities of Bank Management Board Members
As at 31 December 2014 As at the report’s publication date
Ms Małgorzata Kołakowska President of the Bank Management Board in charge of some units reporting directly to the Bank Management Board (including: Management Board Bureau, Press Office, Internal Audit Department, Legal Department, Compliance Department, non-financial risk management units and HR units) Ms Małgorzata Kołakowska President of the Bank Management Board in charge of some units reporting directly to the Bank Management Board (including: Management Board Bureau, Press Office, Internal Audit Department, Legal Department, Compliance Department, non-financial risk management units and HR units)
Mr Mirosław Boda Vice-President of the Bank Management Board in charge of the Finance Division and Treasury Department Mr Mirosław Boda Vice-President of the Bank Management Board in charge of the Finance Division and Treasury Department
Mr Michał Bolesławski Bank Management Board Vice-President in charge of the Corporate Sales Network Division Mr Michał Bolesławski Bank Management Board Vice-President in charge of the Corporate Sales Network Division
Ms Joanna Erdman Vice-President of the Bank Management Board in charge of the Strategic Customers Division and the Financial Markets Division Ms Joanna Erdman Vice-President of the Bank Management Board in charge of the Strategic Customers Division and the Financial Markets Division
Mr Ignacio Juliá Vilar Vice-President of the Bank Management Board in charge of the Retail Banking Division Mr Ignacio Juliá Vilar Vice-President of the Bank Management Board in charge of the Retail Banking Division
Ms Justyna Kesler Vice-President of the Bank Management Board in charge of: the Operations Division, Services Division and IT Division as a well as the Project Management Department and the position of the Bank Management Board Representative for the Environmental Management System Ms Justyna Kesler Vice-President of the Bank Management Board in charge of: the Operations Division, Services Division and IT Division as a well as the Project Management Department and the position of the Bank Management Board Representative for the Environmental Management System
Mr Oscar Swan Vice-President of the Bank Management Board in charge of the Credit and Market Risk Management Division and the Model Validation Department Mr Oscar Swan Vice-President of the Bank Management Board in charge of the Credit and Market Risk Management Division and the Model Validation Department

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