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ANNUAL REPORT - HSE

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the Articles of Incorporation, the Supervisory Board<br />

has the following powers:<br />

• it supervises the management of the company,<br />

• it examines the structure of the annual report and the<br />

proposal for the allocation of accumulated profit,<br />

• it prepares a report on the results of the examination<br />

of the annual report for the founder,<br />

• it confirms the annual report or makes comments<br />

thereon,<br />

• it gives an opinion on the business policy bases and<br />

development plan of the company,<br />

• it approves the business plan of the company,<br />

• it proposes to the founder the decisions falling within<br />

its area of competence or gives opinions on the<br />

proposals made by the management in connection<br />

with the decisions to be accepted by the founder,<br />

• it appoints or removes the management,<br />

• it concludes employment contracts with the management,<br />

• it authorises the management to take decisions at<br />

the general meetings of subsidiaries when there are<br />

changes in the status or equity structure,<br />

• it adopts the Rules governing the work of the Supervisory<br />

Board,<br />

• it may request reports on other matters,<br />

• it issues preliminary approvals for legal transactions<br />

such as acquiring, disposing of and pledging<br />

the shares and interests in subsidiaries, establishing<br />

or winding up other companies, branch offices<br />

and plants, acquiring, exchanging or pledging<br />

the property owned by the company, and any legal<br />

transactions exceeding 10% of the company’s nominal<br />

capital other than electricity trading transactions<br />

executed via trading portals and commodity<br />

exchanges.<br />

The Supervisory Board appointed an audit committee<br />

to ensure even greater transparency of the company’s<br />

and the Group’s operations.<br />

The company is run and represented by the management,<br />

which is comprised of two members – managing<br />

directors. Managing directors are appointed by<br />

the Supervisory Board. After the expiry of their term<br />

of office, managing directors can be re-appointed. In<br />

accordance with provisions of the Articles of Incorporation,<br />

the management represents and runs the<br />

company on its own responsibility in line with the<br />

goals, strategy and guidelines. The division of responsibilities<br />

for individual business fields between<br />

management members, the management’s activities,<br />

competences and work and decision-making methods<br />

are determined in accordance with the rules governing<br />

the work of the management as adopted by the<br />

Supervisory Board.<br />

As regards the financial reporting procedure, the company's<br />

internal control and risk management system<br />

focuses in particular on the following:<br />

• identification of important business events which directly<br />

and significantly affect the financial reporting<br />

process;<br />

• accounting categories, individual accounts and related<br />

processes;<br />

• updating of records concerned with the performance<br />

of business processes;<br />

• evaluation of results and elimination of weaknesses<br />

in the planned and existing internal controls.<br />

The company Holding Slovenske elektrarne d.o.o. follows<br />

no particular code in its operation.<br />

Viljem Pozeb, M.Sc. Jože Zagožen, Ph.D.<br />

Managing Director of <strong>HSE</strong> Managing Director of <strong>HSE</strong><br />

Ljubljana, 31/03/2009<br />

The Supervisory Board may also carry out other tasks<br />

laid down in regulations, the company’s governing<br />

documents and the founder’s decisions.<br />

<strong>ANNUAL</strong> <strong>REPORT</strong> <strong>HSE</strong> | BUSINESS <strong>REPORT</strong><br />

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