CzeCh airlines - České aerolinie

Corporate Governance and Management
annual report 2010 | 11
Shareholders
Shareholder Share (%)
Ministry of Finance of the Czech Republic 95.6898
Česká pojišťovna a.s. 2.2642
City of Prague 1.5345
City of Bratislava 0.5115
Administrative Bodies
General Meeting
The General Meeting is the supreme body of the Company and is composed of the
Company’s shareholders. The General Meeting makes decisions on fundamental economic,
organizational and operating issues, as well as determining the strategic focus
of the Company. Its competence and powers are defined by the Commercial Code and
the Company’s Articles of Association.
Supervisory Board
A controlling body with enhanced powers. In 2010, it was composed of six members.
The Supervisory Board oversees the implementation of the Company’s business
activities, elects and dismisses the members of the Board of Directors, and reviews the
Board’s work. Four members of the Supervisory Board are elected by shareholders and
two by the Company employees. As of April 2011, the number of members dropped
to three, one of whom is elected by the employees. The composition, competence,
and powers of the Supervisory Board are defined in the Commercial Code and in the
Company’s Articles of Association. The Supervisory Board usually meets once
a calendar month and at least eight times a calendar year. The Supervisory Board has
assumed the obligations of the Audit Committee.
of the General Meeting or Supervisory Board of the Company. The Board of Directors
meets at least once a month.
Working Commissions, Teams and Committees of the
Supervisory Board and Board of Directors
In 2010, the following bodies were part of the Czech Airlines corporate governance:
▶ Audit Committee (of the Supervisory Board)
▶ Holding Committee (of the Board of Directors)
▶ Risk Management Committee (of the Board of Directors)
Supervisory Board
Prof. Ing. Michal Mejstřík, CSc.
Chairman of the Supervisory Board since 18 November 2009, member of the
Supervisory Board since 14 September 2009
A graduate of the Prague University of Economics in the field of econometrics.
Acquired the Candidate of Economic Sciences title (CSc.) for his academic research
in the area of project evaluation. Completed his studies at the London School of
Economics (1990–91). During the past 18 years, he has repeatedly served as an external
consultant to international organizations (e.g. USAID, the World Bank, the European
Commission in Central and Eastern Europe and Asia), the Czech Government and a
number of corporations. In 2002–2008, he served as a Vice-Chairman or member of
the supervisory boards of Východočeská Plynárenská, Západočeská Plynárenská and
Severomoravská Plynárenská. He has published over 150 articles both domestically and
abroad.
Board of Directors
It is a statutory body managing the activities of the Company and acting in the
Company’s name and obligating the Company in accordance with the rules defined in
the Company’s Articles of Association. The Board of Directors was comprised of five
members in 2010. The statutory body is elected by the Supervisory Board; its members
are usually holders of senior executive Management positions in the Company. The
Board of Directors makes decisions on all Company matters which are not regulated by
legislation or by the Articles of Association and which are not within the competence
Since 1997, he has been a professor of Banking and Corporate Finances at Charles
University in Prague. He is active in the prestigious Institute of Economic Studies at
the Faculty of Social Sciences of Charles University in Prague (IES), which he built up
in the years 1993–2010 and headed as its director. He is also a member of the National
Economic Advisory Council (NERV) to the Czech Government and, since November
2009, the Chairman of the Supervisory Board of Czech Airlines. He also holds the position
of the Chairman of the Czech branch of the International Chamber of Commerce
(ICC CR). In 1991 he founded the firm EEEIP, a.s., which provides consulting services in