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Granolio d.d.

Governance Information Apr 30, 2025

2089_rns_2025-04-30_0ae54163-f4b2-49aa-ab11-fb6ff80b14c2.pdf

Governance Information

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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.
PARTIALLY The Articles of Association and part of the internal acts prescribed by the
Corporate Governance Code are available on the Company's website
1 Cooperation 2 The supervisory board has adopted a decision in which it stated categories of decisions and legal
transactions 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 4 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 and non-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 or reputation of the company.
YES
1 Rules of conduct 6 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 6 Code of Conduct (or other internal act) is available free of charge on the website of the company. NO The company plans to make the rules available on it's website in 2025
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.
NO The company plans to make the policy available on it's website in 2025
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
or supervisory board is in an actual or potential conflict of interest.
YES
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")
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
companies that carry out such activities nor hold more than 5% stake in such companies.
YES
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.
YES
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).
NO The Company does not have an act but the obligation arises from the legal
regulations and the Conflict of Interest Management Policy. The act is
planned to be adopted in 2025
2 Related party
transactions
12 The audit committee annually assesses the effectiveness of these procedures. NO Procedures were not adopted
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.
YES
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.
PARTIALLY The procedures for the appointment to the management board are
planned to be adopted in 2024
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.
PARTIALLY The objective is expressed in the number of female members of the
Supervisory Board, while the plan is still being prepared and has not been
published in the annual report.
3 The role of the
supervisory board
14 A report explaining progress on the plan has been published in the annual report. YES The plan for the implementation is planned to be adopted in 2024.
3 The role of the
nomination
committee
15 The nomination committee has all the tasks listed in Article 15 of the Code. NO The appointment committee has not been established.
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 The relevant information was not made available because all members of
the previous Supervisory Board were reappointed.
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. PARTIALLY The information is partially available in the Company's business reports
and the Questionnaire on Management Practices for Issuers.
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. PARTIALLY The information is partially available in the Company's business reports
and the Questionnaire on Management Practices for Issuers.
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
board which is not elected by the shareholders at the general meeting is apointed.
PARTIALLY The information is partially available in the Company's business reports
and the Questionnaire on Management Practices for Issuers.
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")
4 Responsibilities of
the supervisory
board
19 The terms od reference of the supervisory bord include all the responibilities set in Article 19. of
the Code.
PARTIALLY Succession planning is not explicitly stated in the company's acts.
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 does not include members of different genders.
4 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.
NO The supervisory board is currently composed of four members, two of
whom 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
4 Board committees 24 Supervisory board established the nomination committee. NO The Supervisory Board evaluates the opportunity to establish and
delegate tasks in the area of appointments to the appointment
committee.
4 Board committees 24 Supervisory board established the renumeration committee. NO The Supervisory Board assesses the opportunity to establish and delegate
tasks in the area of remuneration to the remuneration committee.
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. PARTIALLY Determined only for the audit committee which is established.
4 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.
PARTIALLY Only for the audit committee which is established.
4 Board committees 27 Each committee of the supervisory board has at least three members. PARTIALLY Only the audit committee which is established.
4 Board committees 27 Majority of the members of each committee of the supervisory board are independent (as defined
in Appendix A of the Code).
NO 2 of 3 members of the audit committee are not independent
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 NO The company plans to publish the job description in question on the
company's website in 2025
4 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
Only for the audit committee which is established.
4 Time commitment 29 The minimun expected time commitmnet of each supervisory board member is specified on their
appointment.
PARTIALLY The minimum time load was determined at the time of the appointment
of members of the NO, however, no act was passed on this.
4 Time commitment 29 The annual report includes record of attendance at the meetings for each member of the
supervisory board and its committees.
YES
4 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 supervisory
board or the management board of other companies.
YES
4 Frequency and
format of meetings
31 The supervisory board meets at least every three months. YES
4 Frequency and
format of meetings
31 The supervisory board has adopted a workplan that includes time and agenda of future meetings. YES
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")
4 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.
PARTIALLY Only for the audit committee which is established.
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
4 Support 33 The company has designated an individual to carry out the duties of a company secretary. YES
4 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.
PARTIALLY The company has appointed a person who will perform the duties of the
secretary of the company from article 33 of the code, however, the
company has not adopted an act on this, nor is there a position of
secretary of the company in the systematization of working places.
4 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
4 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
4 Quality and
timeliness of
information
35 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
35 Supervisory Board meeting minutes provide data on voting results including details of how
individual members voted.
YES
4 Quality and
timeliness of
information
36 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 The members of the supervisory board were acquainted with the rules of
procedure of the supervisory board and their legal obligations, especially
with regard to the management of inside information.
4 Training and
development
37 All supervisory bord members receive ongoing training and education to improve their sills and
knowledge.
YES
4 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.
PARTIALLY The supervisory board receives such notifications from the management
board and from experts as needed.
4 Supervisory board
evaluation
39 The supervisory board evaluated its effectiveness in the past 12 months. NO The Supervisory Board intends to evaluate its effectiveness for work in
2025.
4 Supervisory board
evaluation
39 The supervisory board assessed the individual results of its members in the last 12 months. NO The Supervisory Board intends to evaluate the individual results of it's
member for work in 2025.
4 Supervisory board
evaluation
39 The evaluation of the supervisory board was led by the president or deputy president. NO The Supervisory Board intends to evaluate its effectiveness for work in
2025.
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
NO The Supervisory Board intends to evaluate its effectiveness for work in
2025.
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")
4 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 Supervisory Board intends to evaluate its effectiveness for work in
2025.
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.
PARTIALLY There are no formally adopted rules. The finance managers of the
daughter companies are responsible for reporting.
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.
NO The supervisory board ensures that the management board has a
sufficient number of members for the effective execution of it's
responsibilities but estimates that currently the adoption of the formal act
on profile of the management board is not necessary for effective
performance of the management board responsabilities since the
Management Board has been operating effectively in its current
composition for many years.
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 more
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
of support and information received from the management board.
YES
5 Board evaluation 48 Results of the evaluation of arrangements for cooperation between the supervisory board and
management are included in the annual report.
YES
5 Board evaluation 49 The management board has evaluated its own effectiveness and that of its individual members in
the last 12 months.
NO The Management Board plans to conduct the evaluation in question for
the work in 2025
5 Board evaluation 49 The management board has reported the conclusions of the evaluations of its members to the
supervisory board.
NO The Management Board plans to conduct the evaluation in question for
the work in 2025
6 Role of
remuneration
committee
50 The duties of the remuneration board include all the activities listed in Article 50 of the Code. NO The remuneration committee has not been established
6 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.
NO The remuneration committee has not been established
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")
6 Remuneration of
management board
members
52 The level of receipts of members of the management board takes into account the agreed
strategy, risk appetite, the economic environment in which the company operates as well as
wages and conditions of workers within companies.
PARTIALLY The level of receipts of the mambers of the Management Board takes into
account the conditions in question however, the acts of the Company do
not explicitly prescribe the same
6 Remuneration of
management board
members
53 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 provides that the Member of the Board is not
entitled to the payment of receipts in shares.
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
which stock options were assigned to him or her.
NO The remuneration policy does not provide the deffered payment of the
part of the recipts niether the payment of receipts in shares.
6 Remuneration of
management board
members
53 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 The remuneration policy does not specify the circumstances in which a
part of the remuneration of a member of the management board would
be retained or their return would be requested.
6 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.
NO The remuneration is determined by the decision of the general meeting
and reflect their time commitment, but do not provide a special
remuneration for membership in the committees of the supervisory
board.
6 Remuneration of
supervisory board
members
55 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. YES
6 Reporting on
remuneration
56 Remuneration policy of the company was approved by shareholders at a general meeting. YES
6 Reporting on
remuneration
56 The company has made freely available on its website its remuneration policy, as approved by
the shareholders.
YES
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.
NO The data on remuneration of each member of the supervisory board have
been published in the financial reports of the company in total amount.
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
achieve all the long-term strategic objectives ( "risk appetite").
NO The management board has adopted, with the consent of the supervisory
board, the business plan which partly, through the investement plan and
similar, determines the nature and extent of risks whch the company
must and has a will to adopt in order to achievethe long term strategic
goals.
7 Roles of the
supervisory and
management
boards
59 The management board is formally responsible for the activities listed in Article 59 of the Code. YES
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.
YES
7 Relations with the
external auditor
63 The audit committee in the last 12 months approved the work plan of the external auditors, which
includes the scope and content of the activities to be audited.
YES
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")
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.
NO The audit committee approves the services of the external auditor which
are not the audit services, however, the policy as an act is planned to be
adopted during the 2025
7 Risk management
and internal control
65 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
66 The company maintains an effective risk management system that provides reliable identification
of risk measurement, answers, reporting and supervision.
PARTIALLY There are no formally adopted procedures. The internal control of
operations and the management of risks partly is beeing done through the
activities of the business function controlling, and partly through the
activities of the management bodies of the company and external
auditors and certification companies
7 Risk management
and internal control
66 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
and the audit committee.
PARTIALLY There are no formally adopted procedures.
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.
NO The internal control of operations and the management of risks partly is
beeing done through the activities of the business function controlling,
and partly through the activities of the management bodies of the
company and external auditors and certification companies
7 Risk management
and internal control
67 The audit committee approved the internal audit plan in the last 12 months. NO The internal audit function has not been established.
7 Risk management
and internal control
67 The audit committee receives reports of internal auditors and monitors the implementation of its
recommendations.
NO The internal audit function has not been established.
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.
NO The internal audit function has not been established.
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. YES
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 69 The procedure ensures that workers and external stakeholders do not suffer negative
consequences if they report suspicious behavior.
YES
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")
7 Whistle-blowing 69 Details of the procedure for registration are available free of charge on the website of the
company.
NO The rules on protection of the whistleblowers has been published on the
company's bulletin boards and the company plans to publish it on the
company's website in 2025
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
the company.
PARTIALLY Part of the data that is prescribed by the corporate governance code is
not available. Information about what these data are is contained in the
notes section for each individual data of the Compliance Questionnaire for
issuers of shares.
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 The following information is not available on the Company's website: the
Company's policies on social and environmental impact, human rights,
and anti-bribery and anti-corruption; the Company's internal rules and
procedures for reporting irregularities; information on cross-shareholdings
involving the Company, as no such cases exist; the remuneration report;
and the published events calendar, which does not include the dates of
the General Assembly, dividend payments, or investor conferences.
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 Data on all contracts and agreements between members of the
management or supervisory board and the company have been published
in total amount, and the audit committee's report has not been published,
which information the company plans to publish in the annual report for
the year 2025
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
protect their rights.
YES
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 The Company's website publishes the Company's primary email address:
[email protected]. Emails addressed to the President of the
Management Board and the Chairman of the Supervisory Board are
forwarded to them directly.
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.
PARTIALLY The contact details of the person the Company planse to make avaliable
on Company's website in 2025
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
9 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
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")
9 General meeting 79 The articles of associationand/or internal company documents allow shareholders the opportunity
to exercise their right to vote electronically without restrictions.
NO By the articles of association is foreseen the voting only by lifting the
voting cartoon or by handling over the voting paper.
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.
NO By the articles of association is foreseen the voting only by lifting the
voting cartoon or by handling over the voting paper.
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.
NO Due to personal justified reasons the Deputy President of the Supervisory
Board was not present.
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
delay.
YES
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 There were no question
10 Corporate social
responsibility
83 The supervisory and managent boards have agreed and adopted policies listed in Article 83 of
the Code.
YES
10 Corporate social
responsibility
83 These policies are available free of charge on the company's website. NO The policies in question are planned to be made available free of charge
on company's website in year 2025
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 The explanation in qeustion are planned to be included to requests for
prior consent in year 2025
10 Stakeholder
engagement
85 The supervisory board and management board jointly identified which are considered key
stakeholders in relation to company.
PARTIALLY The act has been adopted and the identificaton of key atakeholders is
planned to be conducted in year 2025
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.
YES
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. YES
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.
YES

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