Governance Information • Jun 29, 2022
Governance Information
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All questions contained in this questionnaire relate to the period of one calendar year.
The Corporate Governance Code is intented with two-tier governance structure considering that such a governance structure is most common in companies whose shares are listed on the Zagreb Stock Exchange. It the questionnaire on management practices is answered in accordance with Appendix B of the Code of Corporate Governance
Companies respond to questions from the compline with YES, NO or Partially by selecting answers from a drop-down menu for each question. For questions where company has responded with YES column Explanation is not filled.
Instructions for generating XML Schena from XLS files are published on Hanfa's website under Technical instructions and forms in section Transparency of the issue.
| Year | Institution code |
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|---|---|---|---|
| 2021 | 90298 |
Instructions:
* Year is entered without period (eg. 2019)
* Enter the year for which data are entered in the questionnaire
| CHAPTER | PROVISION | ARTICLE | QUESTION | ANSWER (Each question is answered by chosing the answer from the drop-down menu) |
EXPLANATION (fulfill only for questions that were answered with "NO" or "PARTIALLY") |
|---|---|---|---|---|---|
| 1 | Cooperation | 1 | The articles of association and/or other internal acts clearly define the powers of the supervisory board and management board. |
YES | |
| 1 | Cooperation | 1 | The articles of associationand/or other internal acts are available free of charge on the website of the company. |
YES | |
| 1 | Cooperation | 2 | The supervisory board has adopted a decision in which it stated categories of decisions and legal ftransactions that require prior approval by the supervisory board and those decisions about which management board must consult with the supervisory board before making a decision, and a summary thereof is available free of charge on the website of the company. |
YES | |
| 1 | Cooperation | 2 | The articles of association and/or internal company acts provide for prior consent of the supervisory board for making important decisions that affect the strategy of the company, expenses, risk exposure and reputation. |
YES | |
| 1 | Cooperation | 3 | The articles of association and/or internal company acts stipulate that the supervisory board and its committees have timely access to documents, premises and employees when necessary for the performance of their duties. |
YES | |
| 1 | Cooperation | র্ব | The articles of association and/or other internal company acts stipulate that the management board must report to the supervisory board at regular intervals on the operating results of the company, financial situation, substantial financial risks and results of interaction with shareholders and other stakeholders. |
YES | |
| 1 | Cooperation | 5 | Statutes and/or internal company documents stipulate that the president of the management board shall immediately notify the supervisory board if there is or is likely for an event to arise that has the potential to significantly affect the results, financial position of the company. |
YES | |
| 1 | Rules of conduct | ട | The supervisory board approved the code of conduct (or other internal act), which establishes (rules of conduct to be followed by members of the management and supervisory board members, employees and others acting on behalf of the company, which also contains rules and measures to be taken in case of its violations. |
YES | |
| 1 | Rules of conduct | ട | Code of Conduct (or other internal act) is available free of charge on the website of the company. YES | ||
| 2 | Conflict of interest | 7 | For members of the management board and the supervisory board the prohibition of participation in decision-making in relation to which there are conflicts of interest is stipulated. |
YES | |
| 2 | Conflict of interest | 7 | The supervisory board has given prior consent to the policy for managing conflicts of interest. | YES | |
| 2 | Conflict of interest | 7 | The policy for managing conflicts of interest is available free of charge on the website of the company. |
YES | |
| 2 | Conflict of interest | 8 | Members of the supervisory board are obliged to inform the entire supervisory board that they are in an actual or potential conflict of interest. |
YES | |
| 2 | Conflict of interest | 8 | Management board members have a duty to inform the president of the supervisory board and other members of the management board of an actual or potential conflict of interest. |
YES | |
| 2 | Conflict of interest | 8 | The supervisory board keeps records of all notices pertaining to conflict of interest. | YES | |
| 2 | Conflict of interest | 9 | Member of the management board or the supervisory board has an obligation to inform the President and/or Vice-President of that board if it considers that another member of management YES or supervisory board is in an actual or potential conflict of interest. |
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| 2 | Competition ban | 10 | Members of the supervisory board and management do not perform activities that compete with (the business of the company, are not members of the management or supervisory boards of the YES companies that carry out such activities nor hold more than 5% stake in such companies. |
||
| 2 | Competition ban | 10 | Members of the management board and the supervisory board who hold shares in the companies with which the company is in the competition, informed the secretary of the company of all the shares in such companies and the details of these shares are available free of charge on the website of the company. |
no | Members of the Management Board and the Supervisory Board do not have shares in the companies which are in the competition with the Company. |
| 2 | Related party transactions |
11 - | No transactions between members of the management or supervisory board and the company (or a person affiliated with any party) can not be concluded without the prior consent of the supervisory board. |
YES | |
|---|---|---|---|---|---|
| 2 | Related party transactions |
11 - | The fair value of each material transaction must be confirmed by an independent expert prior to any such transaction, and his or her report has to be available free of charge on the website of the company. |
YES | |
| 2 | Related party transactions |
12 | The company has adopted procedures for the approval and disclosure of transactions between members of the management or supervisory board and the company (or a person affiliated with any party). |
YES | |
| 2 | Related party transactions |
12 | The audit committee annually assesses the effectiveness of these procedures. | YES | |
| 3 | The role of the supervisory board |
13 | The supervisory board is responsible for appointing and dismissing members of the management board and making recommendations for candidates for members of the supervisory board to the general meeting. |
IYES | |
| 3 | The role of the supervisory board |
13 | The supervisory board has approved formal and transparent procedure for the appointment to both management and supervisory boards. |
YES | |
| 3 | The role of the supervisory board |
14 | The supervisory board has set as a target percentage of female members of the supervisory board and the management board, which must be achieved in the next five years and adopted a plan for the implementation of this goal. Percentage on target and plan were published in the annual report. |
NO | Currently, the percentage of female members of the Management Board is 20%, the percentage of female members of the Committees of the Supervisory Board is 50%, while there are currently no female members in the Supervisory Board. Members of the aforementioned Boards and Committees are selected on the basis of knowledge, skills and competencies, regardless of gender. The percentage of employed women in the Company is 25%, which is above the Croatian and European average for the IT industry, while 35% of key managerial positions are women. If the Company subsequently assesses that it is necessary to determine the future goals of women's representation in these Boards and Committees, the Company shall inform about it in the future. |
| 3 | The role of the supervisory board |
14 | A report explaining progress on the plan has been published in the annual report. | NO | See answer to previous question. |
| 3 | The role of the nomination committee |
15 | The nomination committee has all the tasks listed in Article 15 of the Code. | YES | |
| 3 | Election of supervisory board members by the general meeting |
16 | When nominating candidates for the supervisory bord to the general meeting for election the company provides information within the general meetin materials on the items requested by Article 16. of the Code. |
NO | All members of the Supervisory Board were selected before the listing of the Company's shares on the Official Market of the Zagreb Stock Exchange d.d. The Company shall meet the requirements from the subject point of the Questionnaire during the next election of members of the Supervisory Board. |
| 3 | Election of supervisory board members by the general meeting |
16 | Informations provided by Article 16 of the Code are freely available on the company's website. | NO | All members of the Supervisory Board were selected before the listing of the Company's shares on the Official Market of the Zagreb Stock Exchange d.d. The Company shall meet the requirements from the subject point of the Questionnaire during the next election of members of the Supervisory Board. |
| 3 | Election of supervisory board members by the general meeting |
17 | Materials for the general meeting contain all the information listed in Article 17 of the Code. | NO | All members of the Supervisory Board were selected before the listing of the Company's shares on the Official Market of the Zagreb Stock Exchange d.d. The Company shall meet the requirements from the subject point of the Questionnaire during the next election of members of the Supervisory Board. |
| 3 | Election of supervisory board members by the general meeting |
18 | The information referred to in Article 17 of the Code is available free of charge on the website of [the company also in cases where workers' representative or another member of the supervisory NO board which is not elected by the shareholders at the general meeting is apointed. |
All members of the Supervisory Board were selected before the listing of the Company's shares on the Official Market of the Zagreb Stock Exchange d.d. The Company shall meet the requirements from the subject point of the Questionnaire during the next election of members of the Supervisory Board. |
|
| 4 | Responsibilities of the supervisory l board |
19 | The terms od reference of the supervisory bord include all the responibilities set in Article 19. of the Code. |
YES | |
| 4 | Composition | 20 | The supervisory board has developed a supervisory board profile which specifes the minimum number of members and combination od skills, knowledge and education, as well as professionaln and practical experience that required in the supervisory board. |
YES | |
| 4 | Composition | 21 | The supervisory board includes members of different gender, age, profile and experience to ensure a diversity perspective when making decisions. |
PARTIALLY | The Supervisory Board includes members of different ages, profiles and experiences, while the Committees of the Supervisory Board include members of different genders. |
| ব | Composition | 22 | Majority of the members of the supervisory board are independent in accordance with the definition set out in Appendix A of the Code. |
PARTIALLY | 50% of the members of the Supervisory Board are independent. |
|---|---|---|---|---|---|
| 4 | Composition | 22 | The President or deputy president of the supervisory board are independent. | YES | |
| 4 | President | 23 | The president of the supervisory bord is responible for the activities listed in Article 23. of the Code. |
YES | |
| ব | Board committees | 24 | Supervisory board established the nomination committee. | YES | |
| 4 | Board committees | 24 | Supervisory board established the renumeration committee. | YES | |
| 4 | Board committees | 24 | Supervisory board established the audit committee. | YES | |
| 4 | Board committees | 24 | The supervisory board stipulated the manadate and activities of each committee. | YES | |
| ব | Board committees | 26 | Each committee of the supervisory board consists of members who have the necessary skills, knowledge and education, as well as professional and practical experience to carry out the committee responsibilities effectively. |
YES | |
| 4 | Board committees | 27 | Each committee of the supervisory board has at least three members. | YES | |
| Board committees | 27 | Majority of the members of each committee of the supervisory board are independent (as defined in Appendix A of the Code). |
YES | ||
| 4 | Board committees | 27 | Board members are prohibited to be members of the committee of the supervisory board. | YES | |
| 4 | Board committees | 28 | The terms of reference of each committee is made freely available on the company's website | YES | |
| ব | Board committees | 28 | The Company's annual report includes a report on the work of each committee of the supervisory board as well as information on the number of meetings held and the members of the committee. |
PARTIALLY | The record of attendance was published as part of the report of the Supervisory Board to the General Assembly. |
| Time commitment | 29 | The minimun expected time commitmnet of each supervisory board member is specified on their appointment. |
YES | ||
| Time commitment | 29 | The annual report includes record of attendance at the meetings for each member of the supervisory board and its committees. |
NO | The record of attendance was published as part of the report of the Supervisory Board to the General Assembly. |
|
| Time commitment | 30 | The articles of association and/or internal company acts stipulate the obligation of the supervisory board member to inform the secretary of the company about their membership in the YES supervisory board or the management board of other companies. |
|||
| Frequency and format of meetings |
31 | The supervisory board meets at least every three months. | PARTIALLY | In accordance with the provisions of the Companies Act and the Rules of Procedure of the Supervisory Board, in 2021 the Supervisory Board held 3 sessions and adopted decisions by correspondence 6 times. |
|
| Frequency and format of meetings |
31 | The supervisory board has adopted a workplan that includes time and agenda of future meetings. YES | |||
| Frequency and format of meetings |
31 | Committees of the supervisory board shall meet as often as necessary for the effective discharge of their duties, and regularly report to the supervisory board on its activities. |
YES | ||
| 4 | Frequency and format of meetings |
32 | The supervisory board can meet without the participation of the management board where it considers it appropriate. |
YES | |
| 4 | Frequency and format of meetings |
32 | Non-Board committee memebers can participate in committee meeting only at the invitation of the committee. |
YES | |
| ব | Support | 33 | The company has designated an individual to carry out the duties of a company secretary. | YES | |
| ব | Support | 33 | According to the company's internal acts, the person carrying out the duties of a company secretary is responsible for ensuring that supervisory board procedures are complied with, advising the supervisory board on governance matters, supporting the president of the supervisory board and helping the supervisory board and committees to function efficiently. |
YES | |
| ব | Quality and timeliness of information |
34 | The board terms of reference and/or internal acts require the materials for supervisory board meetings to be provided to all its members at least one week before the meeting. |
YES | |
| Quality and timeliness of information |
34 | The bord committee terms of reference and/or internal acts require the materials for board committee meetings to be provided to all its members at least one week before the meeting. |
YES | ||
| Quality and timeliness of information |
રૂટ | The articles of association and/or internal company acts anticipate that the minutes of the meeting of the supervisory board must be available to all members of the supervisory board. |
YES |
| 4 | Quality and timeliness of information |
રૂદિ | The supervisory board has the right to receive information and advice from people outside the company at the expense of the company if it considers it necessary to successfully carry out its duties, provided that the procedure for it is specified in the internal documents of the company issued by the management board with the consent of the supervisory board. |
YES | |
|---|---|---|---|---|---|
| 4 | Training and development |
37 | All members of the supervisory board at the time of appointment received introduction training for their role. |
PARTIALLY | Individual members of the Supervisory Board have many years of experience in managing and supervising companies |
| I raining and development |
37 | All supervisory bord members receive ongoing training and education to improve their sills and knowledge. |
YES | ||
| Training and development |
38 | The supervisory board members receive regular updates and briefings from the management board and experts on matters relevant to the company and to their duties. |
YES | ||
| 4 | Supervisory board evaluation |
39 | The supervisory board evaluated its effectiveness in the past 12 months. | YES | |
| র্ব | Supervisory board evaluation |
રૂત્વે | The supervisory board assessed the individual results of its members in the last 12 months. | YES | |
| র্ব | Supervisory board evaluation |
39 | The evaluation of the supervisory board was led by the president or deputy president. | YES | |
| 4 | Supervisory board evaluation |
40 | The evaluation of the supervisory board included an assessment of all the matters specified in Article 40 of the Code |
YES | |
| ব | Supervisory board evaluation |
41 | The annual report includes the assessment report of the supervisory board and its committees in which they assessed all the circumstances set out in Article 41 of the Code. |
NO | The assesment report of the Supervisory Board and its Committees is included and published in the report of the Supervisory Board to the General Assembly of the Company. |
| 5 | Responsibilities of the management bord |
42 | The duties of management board include all the activities listed in Article 42 of the Code. | YES | |
| 5 | Responsibilities of the management bord |
43 | The supervisory board has approved internal rules of procedure adopted by the management board that define the matters specified in Article 43. of the Code. |
YES | |
| 5 | Responsibilities of the management bord |
44 | In the case of groups, the management board of the parent company is obliged to ensure effective oversight over the activities of other companies in the group. |
YES | |
| 5 | Responsibilities of the management bord |
44 | The articles of association and/or internal company acts contain rules governing responsibilities and reporting procedures at the level of the parent company and subsidiaries. |
YES | |
| 5 | Composition | 45 | The supervisory board ensures that management maintains a profile of the management board which determines the minimum number of members and a combination of members who possess the skills, knowledge and education, as well as professional and practical experience that are required for management board. |
YES | |
| 5 | The president | 46 | The president of the management board is formally responsible for the activities listed in Article 46. of the Code. |
YES | |
| 5 | Limits on other appointments |
47 | Internal company documents provide that the members of the management board must obtain the prior consent of the supervisory board before accepting appointment to the management board or supervisory board which is not part of the same group. |
YES | |
| 5 | Limits on other appointments |
47 | Internal documents of the company provide that board members are prohibited from holding morel, than two positions in the management or supervisory board of other such companies. |
YES | |
| 5 | Board evaluation | 48 | The supervisory board in the last 12 months, evaluated the effectiveness of arrangements for cooperation between the supervisory board and the management board, as well as the adequacy YES of support and information received from the management board. |
||
| 5 | Board evaluation | 48 | Results of the evaluation of arrangements for cooperation between the supervisory board and management are included in the annual report. |
NO | The results of the evaluation of arrengements for cooperation are included and published in the report of the Supervisory Board to the General Assembly of the Company. |
| 5 | Board evaluation | 49 | The management board has evaluated its own effectiveness and that of its individual members in the last 12 months. |
YES | |
| 5 | Board evaluation | 49 | The management board has reported the conclusions of the evaluations of its members to the supervisory board. |
YES |
| ട | Role of remuneration committee |
50 | The duties of the remuneration board include all the activities listed in Article 50 of the Code. | YES | |
|---|---|---|---|---|---|
| ട | Remuneration of management board members |
51 | The supervisory board determines the annual remuneration of of each member of the management board, based on recommendations of the remuneration committee and in accordance with the approved remuneration policy. |
YES | |
| ട | Remuneration of management board members |
52 | The level of receipts of members of the management board takes into account the agreed Istrategy, risk appetite, the economic environment in which the company operates as well as wages and conditions of workers within companies. |
YES | |
| 6 | Remuneration of management board members |
રેંડ | Remuneration policy provides that a management board member may not dispose of the shares assigned to it as part of the remuneration at least two years from the date on which the shares were assigned to him or her. |
no | The Remuneration policy has not been enacted for the year 2021. |
| 6 | Remuneration of management board members |
53 | Remuneration policy provides that a management board member may not make use of stock options assigned to him or her as part of the remuneration for at least two years from the date on NO which stock options were assigned to him or her. |
Not applicable. Please see answer to previous question. | |
| 6 | Remuneration of management board members |
રિંગ્લ | Remuneration policy includes provisions that closely define the circumstances in which a portion of the remuneration of management board member was put on hold or to was asked to be returned. |
no | Not applicable. Please see answer to previous question. |
| ട | Remuneration of supervisory board members |
54 | Remuneration level for the president of the supervisory board and of other members of the supervisory board reflects the time commitment and responsibilities, including the time commitment and responsibilities in the committees of the supervisory board. |
YES | |
| 6 | Remuneration of supervisory board members |
રેક | Remuneration policy and/or internal company documents prohibit the inclusion of variable elements or other elements related to performance in the remuneration of the supervisory board. |
NO | The Remuneration policy has not been enacted for the year 2021. |
| 6 | Reporting on remuneration |
રેક | Remuneration policy of the company was approved by shareholders at a general meeting. | NO | Adoption of the Remuneration Policy is on the agenda of the General Assembly, held on June 13, 2022. |
| 6 | Reporting on remuneration |
રક | The company has made freely available on its website its remuneration policy, as approved by the shareholders. |
NO | Adoption of the Remuneration Policy is on the agenda of the General Assembly, held on June 13, 2022. |
| 6 | Reporting on remuneration |
57 | Annual report on remuneration includes data on remuneration of each individual member of the supervisory board as well as other information contained in Article 57 of the Code. |
YES | |
| 7 | Roles of the supervisory and management boards |
58 | Management board, with the prior approval of the supervisory board, adopted a policy that determines the nature and extent of risk that company needs and that is willing to take in order to NO achieve all the long-term strategic objectives ( "risk appetite"). |
The document is being drawn up. | |
| 7 | Roles of the supervisory and management boards |
ട്ടു | The management board is formally responsible for the activities listed in Article 59 of the Code. | ||
| 7 | Role of the audit committee |
60 | Terms of reference of the audit committee includes all activities listed in Article 60 of the Code. | YES | |
| 7 | Role of the audit committee |
61 | The audit committee, the supervisory board or one of its committees, undertook the activities referred to in Article 61 of the Code. |
YES | |
| 7 | Relations with the external auditor |
62 | The audit committee oversees the process of selection and appointment of external auditors in accordance with the legal requirements and makes recommendations to the supervisory board for the selection of the external auditor and conditions for their appointment. |
IYES | |
| 7 | Relations with the external auditor |
દર્ | The audit committee in the last 12 months approved the external auditors, which includes the scope and content of the activities to be audited. |
YES | |
| 7 | Relations with the external auditor |
63 | The audit committee shall meet as necessary with the external auditors to discuss the issues that have been identified during the audit and to oversee the quality of services provided. |
YES | |
| 7 | Relations with the external auditor |
64 | The audit committee if responsible for monitoring the independence and objective of external auditor. |
YES | |
| 7 | Relations with the external auditor |
64 | The audit committee approved a policy on permitted non-audit services provided by the external auditor |
YES | |
| 7 | Risk management and internal control |
દર્ | The audit committee evaluated the effectiveness of risk management and internal control system as a whole at least once a year. |
YES |
| 7 | Risk management and internal control |
65 | The audit committee, where appropriate, makes recommendations to the supervisory board and management board regarding the effectiveness of risk management and internal control systems. |
YES | |
|---|---|---|---|---|---|
| 7 | Risk management and internal control |
ee | The company maintains an effective risk management system that provides reliable identification of risk measurement, answers, reporting and supervision. |
YES | |
| 7 | Risk management and internal control |
ee | The company has determined clear internal responsibilities for the maintenance of the risk management system and a clear procedure for maintaining contact between persons responsible YES and the audit committee. |
||
| 7 | Risk management and internal control |
67 | The company has established an internal audit function responsible for monitoring the effectiveness of internal control systems, including risk management. |
YES | |
| 7 | Risk management and internal control |
67 | The audit committee approved the internal audit plan in the last 12 months. | YES | |
| 7 | Risk management and internal control |
67 | The audit committee receives reports of internal auditors and monitors the implementation of its recommendations. |
YES | |
| 7 | Risk management and internal control |
68 | The audit committee shall recommend to the supervisory board the appointment or dismissal of the heads of the internal audit function. |
YES | |
| 7 | Risk management and internal control |
68 | If the company des not have internal audit function, the audit committee has once in the last 12 months evaluated the need for this function as part of its assessment of internal control systems. |
NO | There is an internal audit function in the Company. |
| 7 | Whistle-blowing | 68 | Management board, with the prior approval of the supervisory board, adopted a procedure for reporting violations of laws or internal rules of the company, actual or in the case of suspected violation. |
YES | |
| 7 | Whistle-blowing | ലെ | The procedure ensures that workers and external stakeholders do not suffer negative consequences if they report suspicious behavior. |
YES | |
| 7 | Whistle-blowing | ea | Details of the procedure for registration are available free of charge on the website of the company. |
YES | |
| 7 | Whistle-blowing | 70 | Statute and/or internal company documents stipulate the duty of the management board to inform [the supervisory board of any irregularities and and to agree on measures that must be implemented. |
YES | |
| 7 | Whistle-blowing | 70 | The audit committee evaluated the effectiveness of the procedure and its application in the last 12 months. |
YES | |
| 8 | Use of the company website |
71 | All information that the company is required to disclose in accordance with the law, rules on the listing, the Code and its own Articles of Association are available free of charge on the website of YES the company. |
||
| 8 | Use of the company website |
72 | The company makes freely available and easily accessible on the website all the information requested by Article 72 of the Code. |
PARTIALLY | Most of the information specified in Article 72 of the Code, the publication of which is prescribed by law and the Exchange Rules, is available on the Company's website free of charge and can be easily accessed. |
| 8 | Use of the company website |
73 | The company ensures that the information on the website is kept up to date and published in accordance with time limits prescribed in law and regulations. |
YES | |
| 8 | Use of the company website |
73 | All data on the website are freely available in both Croatian and English. | YES | |
| 8 | Annual report | 74 | The annual report contains all the information referred to in Article 74 of the Code. | PARTIALLY | Most of the information specified in Article 74 of the Code, the publication of which is prescribed by law, is included in the Annual Report. Other information was published as part of the report of the Supervisory Board to the General Assembly. |
| 9 | Relations with shareholders |
75 | The Company ensured that all shareholders, regardless of the number or type of shares they (hold, have equal access to information about the company and about the way they can carry and YES protect their rights. |
| 9 | Relations with shareholders |
76 | The Company has established an effective formal mechanisms to ensure minority shareholders the possibility of asking questions directly to president of the management board and president of the supervisory board, and the details of the functioning of these mechanisms are available free of charge on the website of the company. |
PARTIALLY | Asking questions is possible through the person in charge of investor relations, whose contact information is listed on the Company's website. Direct questions can be asked at the General Assembly of the Company. |
|---|---|---|---|---|---|
| 9 | Relations with shareholders |
77 | The Company has selected a person that will for all shareholders be the person to contact in relations with investors, and contact of this person is available free of charge on the website of the company. |
YES | |
| 9 | General meeting | 78 | The articles of associationand/or internal rules of the company do not in any way limit the ability of shareholders to call a general meeting, to participate in it or to add items to the agenda. |
YES | |
| த | General meeting | 79 | The articles of association and/or internal company documents allow shareholders the opportunity to exercise their right to vote by proxy without restriction. |
YES | |
| 9 | General meeting | 79 | The articles of associationand/or internal company documents allow shareholders the opportunity PARTIALLY to exercise their right to vote electronically without restrictions. |
The Company's Article of Association authorizes the Management Board to enable shareholders of the Company to exercise all their rights in full, by certain conditions, via video conference. |
|
| 9 | General meeting | 79 | Explanation of other ways in which shareholders can exercise its right to vote are set out in the documents for the general meeting. |
YES | |
| 9 | General meeting | 80 | Notice of the general meeting is published no later than 30 days before it is held. | YES | |
| 9 | General meeting | 80 | The agenda, decisions and all other materials required for the general meeting are available free of charge on the website of the company. |
YES | |
| 9 | General meeting | 80 | All documents are available in English and Croatian language. | YES | |
| 9 | General meeting | 81 | All persons referred to in Article 81 of the Code were present at the general meeting in the past 12 months. |
YES | |
| 9 | General meeting | 81 | The external auditor was present at the general meeting where financial statements are presented. |
YES | |
| 9 | General meeting | 82 | The company has made the desicions of a general meeting freely available on its website without yES delay. |
||
| 9 | General meeting | 82 | Within 30 days from the date of the general meeting the company has made available on its website free of charge answers to questions raised at the general meeting. |
NO | No questions were asked at the General Assembly. |
| 10 | Corporate social responsibility |
83 | The supervisory and managent boards have agreed and adopted policies listed in Article 83 of the Code. |
PARTIALLY | Policies related to the assessment of the impact of society's activities on the environment and the community and the management of related risks will be adopted during 2022, while other policies have been adopted. |
| 10 | Corporate social responsibility |
83 | These policies are available free of charge on the company's website. | PARTIALLY | See answer to previous question. |
| 10 | Corporate social responsibility |
84 | When the management board asks prior consent from the supervisory board for the decisions, accompanying documents explain how the recommended measure is in line with the policies associated with the impact assesment of company's activities on the environment and the community, with the policies associated with the preservation of human rights and workers' rights and the measures associated with prevention and sanctioning of corruption and bribery. |
no | See answer to question 83. |
| 10 | Stakeholder engagement |
85 | The supervisory board and management board jointly identified which are considered key stakeholders in relation to company. |
NO | Key stakeholders have been identified during 2022. |
| 10 | Stakeholder engagement |
85 | Management board has ensured the existence of effective mechanisms for regular interaction with key stakeholders, as well as to inform the supervisory board about the results of these communications. |
NO | Key stakeholders have been identified during 2022, and mechanisms will be provided accordingly. |
| 10 | Stakeholder engagement |
86 | The supervisory board is authorized, subject to prior notification to the president of the management board, to organize meetings with external stakeholders when it deems it necessary. |
no | Key stakeholders have been identified during 2022, and mechanisms will be provided accordingly. |
| 10 | Stakeholder engagement |
87 | In the mandate of every committee of the supervisory board it is provided for what purpose president of the committe may communicate directly with stakeholders and what procedure to follow. |
NO | Key stakeholders have been identified during 2022, and mechanisms will be provided accordingly. |
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