Levantamiento:

Being a listed Company, Fortis Bank Polska SA observes corporate governance rules and therefore internally promotes and monitors their functioning. Since 1 January 2008 “The Best Practices in Companies Listed on WSE” have been in force.

Pursuant to the Warsaw Stock Exchange Regulations and Ministry of Finance Ordinance dated 19 February 2009, regarding current and periodical information submitted by issuers of securities, on 6 April 2009, Fortis Bank Polska SA published a Report on corporate governance observance by Fortis Bank Polska SA in 2008 along with the Annual Report for 2008. At the end of 2009, the Bank entered into an Electronic Database system made available by the GPW SA in order to inform about a permanent or incidental breach of corporate governance rules.

“The Best Practices in Companies Listed on WSE” require that in the composition of the Supervisory Board there are at least two independent members. Moreover, as regards supervisory board members’ independence criteria and operation of the supervisory board committees, the document refers to the European Commission Recommendation of 15 February 2005 on the role of non-executive or supervisory directors of listed companies and on the committees of the (supervisory) board. Independent members of the Supervisory Board of Fortis Bank Polska SA fulfil the independence criteria set out in the Supervisory Board Regulations approved by the General Meeting. They however do not satisfy one of the independence criteria recommended by the EC, i.e. the limitation of the tenure to maximum 12 years. In order to preserve the continuity of the Supervisory Board operation during changes in ownership, independent members of the Board have not been changed during their term of office.

Pursuant to the Bank’s Statute and the Regulations of the Supervisory Board, an Audit Committee and Committee for Compensation of the Board of Executives’ Members are established within the Supervisory Board of Fortis Bank Polska SA Audit Committee has been operating at the Bank since 2006. The Committee monitors accuracy of financial reports, external audit process, functioning of internal control, in particular the risk management system and efficiency of internal audit.

On 1 September 2009, the Bank’s Supervisory Board assessed qualifications of the Audit Committee members and confirmed that the Audit Committee operates in accordance with the binding regulations of

the Act on Statutory Auditors and Their Council of 7 May 2009. Formal qualifications of one of the

independent members of the Board meet requirements as regards accountancy.

Due to changes in the Fortis Bank SA/NV Group’s shareholder structure, successive changes in the Bank’s Supervisory Board’s composition took place. During the transition period from September 2008 to June 2009, the Supervisory Board consisted of fewer than 7 members required at that time by the Bank's Statute. The composition was not fewer than at least 5 persons pursuant to Art. 22 of the Banking Law Act The General Meeting held on 26 June 2009, adopted the amendment to the Bank’s Statute, reducing the required minimum composition of the Supervisory Board of Fortis Bank Polska SA to 5 members. After recording this amendment to the Statute, the Bank's Supervisory Board meets the Statute’s requirements. In 2009 the Code of Commercial Companies and Acts regulating the capital market, especially as regards the organization of General Meetings, were considerably amended. The Bank will publish information about its General Meetings in compliance with legal requirements likewise corporate governance rules. The required information will be available at the Bank’s registered office and on the website.

At the moment, the work to adjust corporate documents to requirements of the amended Code of Commercial Companies is in progress. Relevant amendments to the Statute and Regulations of the General Meeting will be tabled at the next General Meeting. The Bank does not intend to webcast the General Meeting’s sessions or publish these recordings which, taking into account the current shareholders’ structure, does not seem justified. All the entitled persons, as well as the press representatives, may participate in the general meetings.

Except for the above issues related to rule 1 in Part I and rule 6 in Part III of Best Practices, in 2009 Fortis Bank Polska SA observed all the other principles of corporate governance rules specified in “The Best Practices in Companies Listed on WSE”.

The Bank runs an investors relations section which provides shareholders and potential investors with access to any essential information concerning its organisation and business. The website service dedicated

to investor relations is permanently developed and updated. A dedicated email box, to serve as the information exchange platform between shareholders and the Bank, has been launched. Corporate documents and the Bank’s reports are also available on the Bank’s website.

Based on the Investor Relations news service presented by the WSE, the Bank on a daily basis adjusts its website to set standards and makes all efforts to update the website service by all information that an investor may need.

On October 14, 2008 the Bank entered into a Liquidity Support Program. Bank’s participation in the Program enables to increase the activity related to the presence on the regulated market and a permanent improvement of standards for market communication.

There is also the Compliance Department in the organisational structure of the Bank. One of the aims of its operating is to monitor compliance with corporate governance standards.

The report on corporate governance observance by Fortis Bank Polska SA in 2009 will be published on 12 March 2010, along with the Annual Report for 2009.