VILNIUS. The Ministry of Energy, the sole shareholder of the holding company EPSO-G, has approved the up to date version of the corporate management guidelines of the group of companies of energy transmission and exchange and of the company’s Articles of Association.
The revision of the corporate management model of EPSO-G was induced by the amendments to the Law of the Republic of Lithuania on Companies. Pursuant to them, the management boards of the companies of EPSO-G group, whose shares are traded on a stock exchange (AB “Amber Grid“ and “Litgrid“ AB) will be strengthened by providing them with supervisory functions.
Following the replenishment of the liabilities, the composition of the Management Boards of these companies will change – the external members of the Management Board will be appointed instead of the employees of the company's administration currently serving as a member of the Management Board and the number of independent board members will be increased.
In this regard, following the registration of the new version of the Articles of Association , the supervisory functions currently exercised by the Supervisory Board will be also transferred to the Management Board of the EPSO-G management company. In order to further comply with the good governance practice of the European Organisation for Economic Co-operation and Development (OECD), the majority of the Management Board of EPSO-G, that will have a greater deal of powers, will consist of the independent members. The Director General of the company or other members of the administration will not be elected to a new Management Board.
“This corporate management model most commonly used in the Nordic Countries (Finland, Sweden, Norway, Denmark) will allow ensuring a simpler, more efficient organizational and management structure of EPSO-G that will continue to satisfy the highest governance standards”, - says Rolandas Zukas, the Chief Eexecutive Officer of EPSO-G.
In order to continue pursuing a transparent and accountable operation of EPSO-G group in the future, the Audit and Reward, and Appointment Committees will make recommendations to the new Management Board. As it is the case now, the majority in these Committees will be made up of the independent members.
To ensure continuity of the operation and the projects in progress, the existing Supervisory Board of EPSO-G, the Committees and the Member Board that are accountable to the Supervisory Board will continue working in accordance with their normal procedures pending the establishment of the Management Boards of “Amber Grid” AB and “Litgrid” AB performing the supervisory function and registration of the new version of the Articles of Association of EPSO-G.
The Management Boards of the subsidiaries are expected to be formed and a new version of EPSO-G Articles of Association is expected to be registered in the Register of Legal Entities until 1 July 2018. This will be followed by the formation of the Management Board of the management company and its Committees.
Information on the selections to the post of the members of the Management Boards will be public.