CzeCh airlines - České aerolinie

Corporate Governance and Management
annual report 2010 | 14
Ing. Marek Týbl
Vice-President for Flight Operations since 1 December 2009
Throughout 2010 and up to the date the Annual Report went to press, five extraordinary
General Meetings and one regular General Meeting of the Company were held.
List of members of Senior Executive Management
who left office in 2010 or 2011, up to the date the
Annual Report went to press
Ing. Peter Jusko, MBA
Vice-President for Ground Operations from 1 July 2006, then for Operational Services
from 1 November 2009 to 31 July 2010
Extraordinary General Meeting of the Company, held on 8 February 2010:
▶ Approved the conclusion of an agreement regarding the transfer of a part of the
Company, an independent organizational unit called “SOJ Chartery”, where the parties
to the agreement are Czech Airlines as the seller and Travel Service as the purchaser.
▶ Approved the transfer of 100% of the business shares held by Czech Airlines in Slovak
Air Services, s.r.o., under the conditions of a standard tender.
▶ Approved changes to the Articles of Association of the Company.
Corporate Governance and Management Code Based
on OECD Principles
Czech Airlines a.s. statement on the level of compliance of its corporate governance
and Management with the Corporate Governance Code Based on OECD Principles
Since 2004, Czech Airlines has followed the Corporate Governance and Management
Code Based on OECD Principles. The administrative bodies of the Company thus declared
their willingness to respect the principles of proper corporate governance.
The ongoing implementation of the corporate governance model at Czech Airlines
was initiated in 2005. The Company Secretary’s Office was set up, and the position of
Company Bodies Secretary was established.
Throughout 2010 and up to the date the Annual Report went to press, nineteen regular
and twelve extraordinary sessions of the Board of Directors were convened. The
Supervisory Board met altogether seventeen times, out of which two meetings were
extraordinary. In 2010, the Audit Committee of the Supervisory Board, the Holding
Committee and the Risk Management Committee carried out their duties. The activities
of the commission, individual committees and Company Secretary all complied with the
relevant statutes or rules of procedure.
Extraordinary General Meeting of the Company, held on 20 May 2010:
▶ Approved the Czech Airlines Restructuring Plan that was endorsed by the Government
of the Czech Republic on 3 May 2010.
▶ Decided on increasing the registered capital of Czech Airlines.
▶ Approved the conclusion of an agreement regarding the transfer of a part of the
Company, an independent organizational unit called “SOJ Charters”, into the registered
capital of HOLIDAYS Czech Airlines, a.s.
Regular General Meeting of the Company, held on 28 June 2010:
▶ Besides discussing the matters required by law, it decided on changes to the Articles
of Association.
▶ Approved the conclusion of an agreement regarding the transfer of a part of the
Company, an independent organizational unit called “Technical Operations”, into the
registered capital of Czech Airlines Technics, a.s.
Extraordinary General Meeting of the Company, held on 30 September 2010:
▶ Appointed KPMG Česká republika Audit, s.r.o., as the auditor of the regular and consolidated
financial statements of Czech Airlines for 2010.
▶ Approved changes of the Articles of Association.
▶ Made personnel changes to the Supervisory Board as of 30 September 2010.
Extraordinary General Meeting of the Company, held on 9 March 2011:
▶ Approved the transfer of 100% of the business shares held by Czech Airlines in Czech
Airlines Handling.
▶ Approved agreements regarding the exercise of office of members of the Supervisory
Board.