Governance
The corporate governance of “EPSO-G” is carried out according to the guidelines for corporate governance of state-owned energy sector companies approved by the Minister of Energy of the Republic of Lithuania. They established general corporate governance principles applicable to the entire group of companies, the model of governance organization, governance structure, accountability and operational oversight and control systems.
The Ministry of Energy, acting on behalf of the Republic of Lithuania
- sets the strategic guidelines and main directions of the “EPSO-G” group of companies’ activities;
- ensures the proper formation of supervisory and management bodies in the parent company;
- makes decisions on strategic operational direction issues;
- manages the daily affairs of the companies belonging to the group through the parent company.
Parent management company
- implements state-approved operational guidelines by setting the operational goals and guidelines of the subsidiaries and subsequent subordinate companies, the information provision procedure and accountability, operational evaluation outlines, and dividend policy;
- controls the activities of the subsidiaries, collects information and summarizes it, providing proposals and recommendations to the state-representing institution;
- finds synergies by coordinating the activities of the group’s companies to achieve gradual integration.
Subsidiary companies
- carries out daily activities aiming to achieve the common goals set by the “EPSO-G” group of companies and the management company;
- manages the subsidiaries of subsequent subordination, taking into account the goals of the “EPSO-G” group of companies and the goals set for the parent company and strategic guidelines;
- acts independently by organizing the activities of the controlled companies.
Governance
EPSO-G follows good governance practices set out in the good governance recommendations published by the Organisation for Economic Co-operation and Development (OECD), the recommendations of the United Nations and the NASDAQ Baltic stock exchange, as well as other internationally recognised standards and good governance recommendations, the primary objective of which is to ensure that state-owned companies are managed efficiently and transparently.
Leading standards:
- Organization of Economic Cooperation and Development
- The United Nations
- World bank group
- Nasdaq Baltic
- EUROSTAT)
Governance Report
EPSO-G’s corporate governance is carried out in accordance with the Corporate Governance Guidelines for the State-Owned Energy Sector Group of Companies, approved by the Minister of Energy of the Republic of Lithuania. These guidelines establish common corporate governance principles applicable to the entire Group of companies, the governance model, governance structure, and systems for accountability, performance oversight and control.
EPSO-G adheres to the following key corporate governance principles:
transparency of operations;
separation of the state’s ownership and regulatory functions;
clearly defined objectives and sustainability;
proper exercise of shareholders’ rights;
compliance with legal requirements and best practice standards;
operational efficiency, sustainability and competitiveness;
accountability of management and supervisory bodies to shareholders.
The Governance Report forms part of EPSO-G’s annual reporting.
Compliance with the governance code
In accordance with the Description of Guidelines for Ensuring the Transparency of Activities of State-Owned Enterprises, approved by Resolution No. 1052 of the Government of the Republic of Lithuania of 14 July 2010, and the EPSO-G Group of Companies’ Transparency and Communication Policy, EPSO-G discloses in its Annual Report how it complies with the provisions of the Corporate Governance Code for Companies Listed on the Regulated Market, approved by AB NASDAQ OMX Vilnius.
Board
“EPSO-G” board is appointed for a four-year term by the sole shareholder, the Ministry of Energy. An independent member of the “EPSO-G” board is considered a person who, when making decisions, has no conflict of interest with any group company, its shareholders, or management and can make and does make impartial decisions based on the best interests of the company.
“EPSO-G” board meetings usually take place once a month. Twice a year, the board holds strategic sessions. During these sessions, the progress of achieving the goals set by the shareholder is discussed. The boards of the “EPSO-G” group of companies annually evaluate their activities and publicly inform about identified areas for improvement in the annual report section “Governance Report.”
The term of office of the board members begins on March 24, 2023.
Documents
“EPSO-G” board members submit declarations of private interests to The Chief Official Ethics Commission.
Robertas Vyšniauskas
Chairman of the Board, independent board member
Chairman of the Board from February 2022 to March 20, 2023 (re-elected from April 2023), independent board member since March 24, 2023, as well as from March 20, 2019, to March 20, 2023).
Robertas Vyšniauskas
Chairman of the Board, independent board member
Education:
- Mykolas Romeris University, Master’s in Law.
Other positions:
- Chairman of the Board of AB “Lietuvos geležinkeliai”, independent board member
- Member of the Audit Committee of UAB “Vilniaus vystymo kompanija”
- Associate Professor of Partnership at Vilnius University Business School
- Chairman of the Supervisory Board of “KN Energies”
- Member of the Audit Committee of “KN Energies”
- Member of the Remuneration and Appointment Committee of “KN Energies”
Experience:
R. Vyšniauskas has gained experience in strategy and business development as a member of collegial bodies of various state-owned enterprises, including “EPSO-G” and “KN Energies”. Until December 2024, he led the company “State Investment Capital”. R. Vyšniauskas is also a consultant in corporate governance, law, and taxation, and an associate professor of partnership at Vilnius University Business School.
R. Vyšniauskas does not own shares in the “EPSO-G” group of companies.
Rasa Balevičienė
Independent board member, committee chair
Independent board member since September 18, 2024. Chair of the audit committee and independent member since October 23, 2024.
Rasa Balevičienė
Independent board member, committee chair
Education:
- Master’s in Management and Business Administration from Vilnius University International Business School
- Baltic Institute of Corporate Governance, program for training professional board and council members
Other positions:
- Independent board member of the financial startup “Nium”
Experience:
R. Balevičienė has experience in finance and investment. Previously, R. Balevičienė held the positions of CEO and chairwoman of the board in two life and non-life insurance companies Swedbank P&C Insurance AS and Swedbank Life Insurance SE, operating in Lithuania, Latvia, and Estonia. She also served as the finance director at AB Hansabankas, was the director of the Financial Reporting and Accounting Department at AB Swedbank, and chief accountant.
R. Balevičienė does not hold shares in the “EPSO-G” group of companies.
Liudas Liutkevičius
Independent board member
Independent board member since March 24, 2023.
Liudas Liutkevičius
Independent board member
Education:
- Vilnius University, Master’s in International Finance
Other Positions:
- Executive Partner at “INVL Renewable Energy Fund I”
- Independent Board Member of AB “Via Lietuva”
Experience:
L. Liutkevičius has experience in leadership and work in the energy sector as an expert in infrastructure and technology transformation. L. Liutkevičius has led the Energy Distribution Operator (ESO), the then “Lithuanian Gas”, and has worked in the management teams, boards, and supervisory councils of other energy supply, transmission, and distribution companies. Currently, L. Liutkevičius is the Executive Partner at “INVL Renewable Energy Fund I”.
L. Liutkevičius does not own shares in the “EPSO-G” group of companies.
Dainius Bražiūnas
Board member, committee member
Board member since March 24, 2023, as well as from March 20, 2019, to March 20, 2023. Audit committee member since October 23, 2024.
Dainius Bražiūnas
Board member, committee member
Education:
- Baltic Institute of Corporate Governance, professional board member study program
- Vilnius Gediminas Technical University, Bachelor of Energy Sciences
Other positions:
- Head of the Energy Security Group of the Ministry of Energy of the Republic of Lithuania
- Head of the Association “Koturnos”.
Experience:
D. Bražiūnas has accumulated many years of experience in the field of implementing strategic energy projects and state energy security policy at the Ministry of Energy, as well as working in the collegial bodies of strategic energy companies overseen by the ministry. Currently, D. Bražiūnas is the head of the Energy Security Group of the Ministry of Energy.
D. Bražiūnas does not own shares in the companies of the “EPSO-G” group.
Dovilė Kavaliauskienė
Board member
Board member since April 29, 2025. Member of the remuneration and appointment committee since June 2, 2025.
Dovilė Kavaliauskienė
Board member
Education:
- Baltic Institute of Corporate Governance, corporate governance training for public sector representatives
- Vilnius University, Master of Laws
Other positions:
- Head of the Legal and Personnel Group of the Ministry of Energy of the Republic of Lithuania
Experience:
D. Kavaliauskienė has accumulated many years of experience in the field of law at the Ministry of Energy. She specializes in legislation, human resource management, public procurement coordination, issues related to state-owned enterprises, and representation in courts and institutions. Currently, D. Kavaliauskienė is the Head of the Legal and Personnel Group of the Ministry of Energy.
D. Kavaliauskienė does not own shares in the companies of the “EPSO-G” group.
Audit committee
“EPSO-G” audit committee members are appointed for a four-year term by the sole shareholder – the Ministry of Energy of the Republic of Lithuania – based on the recommendations of the management company’s Remuneration and Nomination Committee. When forming a three-member audit committee, it is ensured that the majority consists of independent members. An independent audit committee member is considered a person who, when making decisions, has no conflict of interest with any group company, its shareholders, or management and can make and does make impartial decisions based on the best interests of the company. The continuous term of an “EPSO-G” audit committee member is no longer than two consecutive terms.
“EPSO-G” audit committee annually evaluates its activities and publicly informs about identified areas for improvement in the annual report section “Governance Report.”
The term of the audit committee begins on October 23, 2024.
Rasa Balevičienė
Independent board member, committee chair
Independent board member since September 18, 2024. Chair of the audit committee and independent member since October 23, 2024.
Rasa Balevičienė
Independent board member, committee chair
Education:
- Master’s in Management and Business Administration from Vilnius University International Business School
- Baltic Institute of Corporate Governance, program for training professional board and council members
Other positions:
- Independent board member of the financial startup “Nium”
Experience:
R. Balevičienė has experience in finance and investment. Previously, R. Balevičienė held the positions of CEO and chairwoman of the board in two life and non-life insurance companies Swedbank P&C Insurance AS and Swedbank Life Insurance SE, operating in Lithuania, Latvia, and Estonia. She also served as the finance director at AB Hansabankas, was the director of the Financial Reporting and Accounting Department at AB Swedbank, and chief accountant.
R. Balevičienė does not hold shares in the “EPSO-G” group of companies.
Vytenis Lazauskas
Independent committee member
Independent member of the Audit Committee from October 23, 2024.
Vytenis Lazauskas
Independent committee member
Education:
- Vilnius University, Master’s in Finance
Other Positions:
- Head of the Analysis and Planning Department at „Artea“ Bank
Experience:
V. Lazauskas has gained extensive experience in financial auditing and consulting at the international auditing firm PwC. He has also worked as the Chief Financial Officer of the INVL Group and as the Risk Management Director. Since June 29, 2026, he has held the position of Head of the Analysis and Planning Department at „Artea“ Bank.
Vytenis Lazauskas does not own shares in the “EPSO-G” group of companies.
Dainius Bražiūnas
Board member, committee member
Board member since March 24, 2023, as well as from March 20, 2019, to March 20, 2023. Audit committee member since October 23, 2024.
Dainius Bražiūnas
Board member, committee member
Education:
- Baltic Institute of Corporate Governance, professional board member study program
- Vilnius Gediminas Technical University, Bachelor of Energy Sciences
Other positions:
- Head of the Energy Security Group of the Ministry of Energy of the Republic of Lithuania
- Head of the Association “Koturnos”.
Experience:
D. Bražiūnas has accumulated many years of experience in the field of implementing strategic energy projects and state energy security policy at the Ministry of Energy, as well as working in the collegial bodies of strategic energy companies overseen by the ministry. Currently, D. Bražiūnas is the head of the Energy Security Group of the Ministry of Energy.
D. Bražiūnas does not own shares in the companies of the “EPSO-G” group.
Remuneration and nomination committee
Members of the remuneration and nomination committee are appointed for a four-year term by the “EPSO-G” board based on a reasoned decision. The continuous term of a remuneration and nomination committee member is no longer than two consecutive terms. The term of the remuneration and nomination committee coincides with the term of the “EPSO-G” board. The current three-member remuneration and nomination committee’s term began on April 7, 2023.
The remuneration and nomination committee annually evaluates its activities and publicly informs about areas for improvement in the annual report section “Governance Report.”
Robertas Vyšniauskas
Chairman of the Board, independent board member
Chairman of the Board from February 2022 to March 20, 2023 (re-elected from April 2023), independent board member since March 24, 2023, as well as from March 20, 2019, to March 20, 2023).
Robertas Vyšniauskas
Chairman of the Board, independent board member
Education:
- Mykolas Romeris University, Master’s in Law.
Other positions:
- Chairman of the Board of AB “Lietuvos geležinkeliai”, independent board member
- Member of the Audit Committee of UAB “Vilniaus vystymo kompanija”
- Associate Professor of Partnership at Vilnius University Business School
- Chairman of the Supervisory Board of “KN Energies”
- Member of the Audit Committee of “KN Energies”
- Member of the Remuneration and Appointment Committee of “KN Energies”
Experience:
R. Vyšniauskas has gained experience in strategy and business development as a member of collegial bodies of various state-owned enterprises, including “EPSO-G” and “KN Energies”. Until December 2024, he led the company “State Investment Capital”. R. Vyšniauskas is also a consultant in corporate governance, law, and taxation, and an associate professor of partnership at Vilnius University Business School.
R. Vyšniauskas does not own shares in the “EPSO-G” group of companies.
Rasa Kražauskienė
Independent member
Independent member since January 7, 2026.
Rasa Kražauskienė
Independent member
Education:
- Mykolas Romeris University, Master’s in Law;
- University of Montpellier (France), studies in nuclear law.
Other positions:
- Head of Human Resources at “Fazer Baltics”;
- Board member of “Fazer Lietuva”.
Experience:
R. Kražauskienė has over 20 years of experience in human resource management and organizational culture. She currently serves as the Head of Human Resources at “Fazer Baltics”, is a board member of “Fazer Lietuva”, and previously worked as the Head of Human Resources and Administration at “EBV Finance”.
R. Kražauskienė does not hold shares in the “EPSO-G” group of companies.
Dovilė Kavaliauskienė
Board member
Board member since April 29, 2025. Member of the remuneration and appointment committee since June 2, 2025.
Dovilė Kavaliauskienė
Board member
Education:
- Baltic Institute of Corporate Governance, corporate governance training for public sector representatives
- Vilnius University, Master of Laws
Other positions:
- Head of the Legal and Personnel Group of the Ministry of Energy of the Republic of Lithuania
Experience:
D. Kavaliauskienė has accumulated many years of experience in the field of law at the Ministry of Energy. She specializes in legislation, human resource management, public procurement coordination, issues related to state-owned enterprises, and representation in courts and institutions. Currently, D. Kavaliauskienė is the Head of the Legal and Personnel Group of the Ministry of Energy.
D. Kavaliauskienė does not own shares in the companies of the “EPSO-G” group.
Management Team
The Head of EPSO-G is appointed by the Company’s Board, taking into account the recommendations of the Remuneration and Nomination Committee. The Head of the Company is accountable to the EPSO-G Board.
The competence of the Head of EPSO-G does not differ from that of a company manager as established in the Law on Companies of the Republic of Lithuania, except for the additional powers set out in the Articles of Association. The Head of EPSO-G:
organises and oversees the implementation of the Group’s strategy, approves the Group’s strategy implementation action plan and ensures the implementation of the Group’s strategy within the limits established by legislation;
oversees the activities of the Group companies and submits proposals and conclusions to the EPSO-G Board regarding the organisation and development of the Group’s activities;
implements the recommendations, procedures, policies, codes and other documents related to the Group’s activities and operations approved by the Board within EPSO-G, and, within the scope of their authority, takes measures to ensure their implementation across the Group companies;
approves Group-wide procedures, rules, descriptions and other Group-level documents, unless the relevant areas of the Group’s activities are governed by Group-level documents approved by the Board or the relevant Board-approved Group-level documents grant the Head the respective authority;
etc.
Mindaugas Keizeris
Chief Executive Officer
Mindaugas Keizeris is Chief Executive officer of EPSO-G since August 22, 2022.
Mindaugas Keizeris
Chief Executive Officer
Education:
- Vilnius University, Master’s in International Business;
- „Baltic Institute of Corporate Governance“, professional board member training program.
Other positions:
- Member of the Board of „Litgrid“ since December 22, 2022, re-elected for a second term on April 30, 2024.
M. Keizeris does not hold shares in the „EPSO-G” group of companies.
The declaration of private interests has been submitted to The Chief Official Ethics Commission.
Darius Kašauskas
Head of Finance
„EPSO-G“ group financial manager from January 16, 2023.
Darius Kašauskas
Head of Finance
Education:
- Vilnius University, Master’s in Economics
- ISM University of Management and Economics, Master’s in Management
- BI Norwegian Business School, Master’s in Management
Other positions:
- Chairman of the Board of “Tetas” since March 30, 2023.
- Board member of “Amber Grid” since April 30, 2024.
D. Kašauskas does not own shares in the “EPSO-G” group of companies.
Tomas Varneckas
Head of Infrastructure Resilience
"EPSO-G" group infrastructure resilience guide since August 9, 2021
Tomas Varneckas
Head of Infrastructure Resilience
Education:
- Vilnius Tech – Vilnius Gediminas Technical University, Master’s in Engineering Informatics
- Vilnius Tech – Vilnius Gediminas Technical University, Bachelor’s in Environmental Engineering
Other positions:
- Member of the Board of „Litgrid“ since April 20, 2022, Chairman since December 29, 2022, re-elected for a second term and Chairman since May 22, 2024.
- Head of „EPSO-G Invest“ since July 18, 2024.
T.Varneckas does not own shares in the „EPSO-G“ group of companies.
Simona Augėnaitė
Head of Legal and Compliance
"EPSO-G" group legal and compliance manager since January 1, 2023.
Simona Augėnaitė
Head of Legal and Compliance
Education:
- Vilnius University, Master’s in Law
- „Baltic Institute of Corporate Governance“, professional board member training program
Other positions:
- Rheinmetall Defence Lithuania, UAB, member of the supervisory board, since March 2025.
S.Augėnaitė does not hold shares in the “EPSO-G” group of companies.
Simona Grinevičienė
Head of Operations Management
"EPSO-G" group activity management manager since April 24, 2023.
Simona Grinevičienė
Head of Operations Management
Education:
- Vilnius University, Master’s in Law
- Vilnius University International Business School, Business Administration
- „Baltic Institute of Corporate Governance“, Professional Board Member Training Program
Other Positions:
- Chairwoman of the Board of „Baltpool“ since May 24, 2024.
- Independent member of the Supervisory Board of „European Merchant Bank“
- Chairwoman of the Policy Group of „Baltic Institute of Corporate Governance“
S.Grinevičienė does not hold shares in the „EPSO-G“ group.
Paulius Butkus
Head of Strategy
"EPSO-G" group strategy manager since February 20, 2023.
Paulius Butkus
Head of Strategy
Education:
- Vilnius University, Bachelor of Nuclear Physics
- Vilnius Tech – Vilnius Gediminas Technical University, Master of Electrical Engineering
- Vilnius Tech – Vilnius Gediminas Technical University, Doctor of Electrical and Electronics Engineering
- „Baltic Institute of Corporate Governance“, Professional Board Member Training Program
Other Positions:
- Member of the Board of „Amber Grid“ since March 17, 2023, re-elected for a second term and Chairman of the Board since May 10, 2024.
- Chairman of the Board of „Energy cells“ since May 11, 2023.
- Member of the National Lithuanian Energy Association Council from February 28, 2024, to February 2, 2026.
P.Butkus does not own shares in the „EPSO-G“ group of companies.
Internal audit
To ensure transparency and efficiency of operations, a centralized internal audit unit operates within the “EPSO-G” group of companies, which performs assigned functions at the group level and is directly accountable to the board, which consists mainly of independent members.
“EPSO-G” management company auditors are not subordinate to the administration of the audited company. This creates conditions to identify possible operational deficiencies and eliminate them, as well as to identify areas for increasing operational efficiency.
“EPSO-G” internal audit mission is to create added value for all group companies and contribute to the achievement of their operational goals by systematically and comprehensively evaluating and helping to improve the effectiveness of governance, risk management, and control processes.
The unit’s employees continuously conduct internal audits and regularly monitor how recommendations are implemented, as well as how other internal control deficiencies identified by external auditors, regulators, or state control institutions are corrected.
Rasa Kislovskienė
Head of Internal Audit
R. Kislovskienė has been the head of the centralized internal audit division of “EPSO-G” since July 14, 2025.
Rasa Kislovskienė
Head of Internal Audit
R. Kislovskienė has held the position of Head of the Internal Audit Unit of the EPSO-G Group since 14 July 2025, replacing Rasa Juodelytė, who held the position until 1 July 2025. Before taking up this position, R. Kislovskienė was responsible for state audits at the National Audit Office of the Republic of Lithuania for eight years and, for the past nine years, for the activities of the Internal Audit Unit at the Special Investigation Service of the Republic of Lithuania, the public institution Lithuanian National Radio and Television (LRT), and the State Enterprise Centre of Registers. R. Kislovskienė is also an independent member of the Audit and Risk Committee at AB VIA Lietuva and AB Klaipėdos vanduo, as well as Chair of the Board of the Lithuanian Association of Internal Auditors. R. Kislovskienė holds a Master’s degree in Performance Audit from Mykolas Romeris University and also teaches internal auditing at the university.
R. Kislovskienė does not hold any shares in the EPSO-G Group companies.