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Annual report 2005 - Sava dd

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a n n u a l r e p o r t | 2 0 0 5<br />

3 6 |<br />

implementing the corporate strategy of <strong>Sava</strong> d.d. and its<br />

subsidiaries.<br />

Managing subsidiaries is carried out at several levels:<br />

• council of directors of the <strong>Sava</strong> Group, which consists<br />

of members of <strong>Sava</strong> d.d. Board of Management,<br />

directors of subsidiaries and the director of<br />

competence centres of knowledge;<br />

• competence centres of knowledge, which exercise the<br />

business policy at expert levels and transfer<br />

knowledge within the <strong>Sava</strong> Group;<br />

• shareholders’ meetings of subsidiaries, at which <strong>Sava</strong><br />

d.d. exercises its voting right and protects its interests;<br />

• supervisory board meetings of subsidiaries, at which<br />

the representatives of the <strong>Sava</strong> d.d. management<br />

exercise their managing role; and<br />

• occasional consultations, if so required by the nature<br />

of business.<br />

The Council of Directors is headed by the chairman of<br />

<strong>Sava</strong> d.d. Board of Management. Members meet on a<br />

monthly basis and deal with business achievements and<br />

other important aspects of the company business in the<br />

Group. Furthermore, the Board of Management of <strong>Sava</strong><br />

d.d. regularly (twice a year) convenes a business<br />

conference of the <strong>Sava</strong> Group. The June meeting is<br />

intended for forecasting the business results by the year<br />

end, whereas the December meeting deals with the<br />

business plans for the following year.<br />

Representatives of the <strong>Sava</strong> d.d. management actively<br />

engage in governing and managing the subsidiaries as<br />

members of their supervisory boards. Their tasks<br />

include regular assessments of the implementation of<br />

company strategic policies and their efficiency, giving<br />

approvals to strategic decisions and appointing or<br />

recalling members of the management bodies, as well as<br />

their remuneration.<br />

There were no changes in <strong>2005</strong> in the management<br />

teams of the subsidiaries.<br />

Managing key strategic<br />

areas through the competence<br />

centres of knowledge<br />

The continual development of operations demands<br />

improvements, which is why we have formed two new<br />

competence centres of knowledge in <strong>2005</strong> such as<br />

Internal Audit and EU Projects.<br />

The competence centres of knowledge are the<br />

organisational form established in order to manage key<br />

strategic areas at the level of the entire Group; they were<br />

formed in 2002 and represent the organisational<br />

successor of the previous network management of<br />

individual areas. One of the Board of Management<br />

members is competent for each of the centres as its<br />

administrator. The fundamental role of the competence<br />

centres that, as a rule, have their management centre in<br />

the holding company, is to take care of performing the<br />

adopted business policy in their particular area of<br />

expertise. The competence centre members in the<br />

subsidiaries exercise common principles within their<br />

companies. The operation of this organisational form of<br />

management and securing knowledge transfer within the<br />

Group is defined in the regulations book of the Board of<br />

Management.<br />

Establishing an internal audit in the form of a<br />

competence centre is substantial progress in<br />

strengthening the corporate governance system,<br />

especially with regard to controlling the business<br />

performance of its subsidiaries. The basic task of<br />

internal auditors in the <strong>Sava</strong> Group is to provide<br />

assurances, which are based on independent and<br />

impartial audits, about the suitability of procedures for<br />

dealing with risks and to advise on how to improve the<br />

efficiency and success of such procedures in all business<br />

areas.<br />

The tasks of the second newly established competence<br />

centre, EU Projects, is to work systematically and to use<br />

opportunities for funding utilising European structural<br />

funds.<br />

Within the <strong>Sava</strong> Group there are 14 competence centres<br />

of knowledge: Internal Audit, Risk Management,<br />

Strategic Finance, Finance, Strategic Accounting,<br />

Planning and Analyses, Marketing Systems, HR, Law<br />

and Organisation, Corporate Communications, Strategic<br />

Purchasing, Strategic Informatics, Quality Systems,<br />

Cost Control and Operational Excellence, Safety, and<br />

EU Projects.

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