ANNUAL REPORT - HSE

ANNUAL REPORT HSE | INTRODUCTION
22
1.3 Report of the
Supervisory Board
In accordance with provisions of Article 282 of the
Companies Act (ZGD-1b), the Supervisory Board of
Holding Slovenske elektrarne d.o.o. hereby informs
the General Meeting of the following:
• the method and extent of the examination of the
company’s operations in the financial year 2008,
• the examination and confirmation of the annual
report of the company HSE and the HSE Group for
2008,
• the examination of the proposal for the allocation of
accumulated profit,
• the Supervisory Board’s position on the auditor’s reports.
Until 14/10/2008, the company’s Supervisory Board
was comprised of Alojz Stana, M.Sc. (president), Andrej
Aplenc, M.Sc. (vice-president), France Križanič,
Ph.D., Franc Bogovič, Franc Ervin Janežič and Janez
Požar, all serving as owner’s representatives. The
members Boštjan Jančar, Branko Sevčnikar and
Miran Božič served as employee representatives until
01/10/2008.
On 14/10/2008, the Government of the Republic of Slovenia,
being the company's founder, relieved France
Križanič, Ph.D. and Franc Bogovič of their posts as
Supervisory Board members, replacing them with Silvester
Jeršič and Viktorija Komavec, M.Sc., for the period
until the end of their predecessors' term of office.
The employee representative Branko Sevčnikar was
replaced by Silvester Medvešček on 01/10/2008.
Until the end of 2008, the Supervisory Board consisted
of the following members:
• owner’s representatives: Alojz Stana, M.Sc. (president),
Andrej Aplenc, M.Sc. (vice-president), Franc
Ervin Janežič, Janez Požar, Silvester Jeršič, Viktorija
Komavec, M.Sc.;
• employee representatives: Boštjan Jančar, Miran
Božič and Silvester Medvešček.
Until 14/10/2008, the Supervisory Board's audit committee
was comprised of the Supervisory Board members
Franci Križanič, Ph.D. (president), Alojz Stana,
M.Sc., Andrej Aplenc, M.Sc., and Branko Sevčnikar, as
well as of Alenka Podbevšek, who was appointed to
the audit committee as an independent expert in the
field of accounting and taxes, in accordance with Article
280 of the Companies Act.
Because of the end of Branko Sevčnikar's term of office
as a Supervisory Board member, his appointment
to the audit committee also ceased to be effective.
That is why the Supervisory Board appointed Boštjan
Jančar to the audit committee on 14/10/2008. Because
of the end of France Križanič’s, Ph.D. term of office
as a Supervisory Board member, his appointment as
member and president of the audit committee also
ceased to be effective. That is why the Supervisory
Board appointed Franc Ervin Janežič to the audit committee,
nominating him chairman of the committee.
Until the end of 2008, the audit committee had the following
members:
• members of the Supervisory Board: Franc Ervin
Janežič (chairman), Alojz Stana, M.Sc., Andrej
Aplenc, M.Sc., and Boštjan Jančar;
• independent expert in the field of accounting and
taxes in accordance with Article 280 of the Companies
Act: Alenka Podbevšek.
Monitoring and
supervision of the
company's operations
The company's Supervisory Board held twenty-five
meetings in 2008, of which thirteen were regular meetings
and eleven were correspondence meetings. In
addition to obtaining information about the company’s
operations and discussing legal transactions requiring
its preliminary approval, the Supervisory Board was
also brought up to date in all areas that significantly
affect the company’s long-term interests, the implementation
of its development strategy and socially responsible
improvements to its economic efficiency.
In accordance with Article 17 of the Articles of Incorporation,
the company's management needs to seek
a preliminary approval from the Supervisory Board
to enter into any legal transaction exceeding EUR
2,955,000 in value, which also includes electricity trading
transactions. Because these transactions are concluded
on a daily basis, a large number of Supervisory
Board meetings were required to enable the company
to operate smoothly. On 22/12/2008, the president of