COMPANY BODIES AND CORPORATE GOVERNANCE
The
Company's
corporate
governance
is
based
on
a
dualistic
system
and
structure
consisting
of
the
Supervisory
Board
and
the
Management
Board
of
the
Company.
The
Supervisory
Board
and
the
Management
Board
together
with
the
General
Assembly,
in
accordance
with
the
Statute
and
the
Companies
Act,
represent
the
three
fundamental
bodies
of
the
Company.
The
specific
management
power
and
responsibilities
of
these
managing
bodies
are
regulated
by
the
applicable
Croatian
legislation,
the
Company's
Articles
of
Association
and the Corporate Governance Code, as well as regulations or prescribed acts.
The
General
Assembly
of
the
Company
elects
six
members
of
the
Supervisory
Board,
while
one
member
is
appointed
by
the
company's
employees
in
the
legally
prescribed
manner.
Members
of
the
Supervisory
Board
shall
be
elected
for
a
term
of
four
years.
The
Supervisory
Board
appoints
members
of
the
Management
Board
of the Company for a term of office of up to five years.
The
Management
Board
of
the
Company
consists
of
two
members,
who
are
authorized
to
represent
the
Company
independently
and
individually.
The
composition
of
the
Management
Board
of
the
Company
as
at
December 31, 2023 is as follows:
-
Nino Varga, President of the Management Board
-
Marijan Sršen, Member of the Management Board.
Until 24 April 2023, the Supervisory Board of the Company consisted of:
-
Stjepan Varga, Chairman of the Supervisory Board
-
Marko Orešković, Deputy Chairman of the Supervisory Board
-
Katarina Varga, Member of the Supervisory Board
-
Vladimir Bulić, Member of the Supervisory Board
-
Damir Metelko, Member of the Supervisory Board
-
Marija Drvoderić, Member of the Supervisory Board
-
Lidija Posavec, member of the Supervisory Board, representative of workers.
Lidija
Posavec,
a
member
of
the
Supervisory
Board
acting
as
a
representative
of
workers,
has
a
term
of
office
beyond
24
April
2023,
while
the
remaining
members
of
the
Supervisory
Board
have
expired
on
24
April
2023,
with
the
exception
prescribed
by
the
Company's
Articles
of
Association
(Art.
32nd
century.
2.)
on
the
basis
of
which
the
mandate
of
the
members
of
the
Supervisory
Board
is
Stjepan
Varga,
Marko
Orešković
and
Damir Metelko ceased with the conclusion of the General Assembly held on 30 August 2023.
After
the
General
Assembly
held
on
August
30,
2023,
the
Supervisory
Board
of
the
Company
consists
of
five members. During 2023, the Supervisory Board held seven meetings.
The composition of the Supervisory Board of the Company as at 31 December 2023 is as follows:
-
Krešimir Kvaternik, President of the Supervisory Board
-
Damir Metelko, Deputy Chairman of the Supervisory Board
-
Katarina Varga, Member of the Supervisory Board
-
Igor Komorski, Member of the Supervisory Board
-
Lidija Posavec, member of the Supervisory Board, representative of workers.
Changes in the composition of the Supervisory Board and the Company's Management during March 2024
By
the
decision
of
the
Supervisory
Board
from
March
6,
2024,
Krešimir
Kvaternik's
mandate
in
the
Supervisory Board is suspended starting from March 7, 2024.
Nino
Varga
ceased
to
be
the
President
of
the
Management
Board
by
resigning
on
March
6,
2024.
Krešimir
Kvaternik
was
appointed
Deputy
President
of
the
Management
Board
and
represents
the
company
individually
and
independently,
based
on
the
decision
of
the
Supervisory
Board,
starting
from
March
7,
2024
until October 7, 2024.
On
March
22,
2024,
Vanja
Kutnjak
was
appointed
to
the
Supervisory
Board
of
the
Company
for
a
term
of
4
years, starting from March 22, 2024, instead of Lidija Posavec.
