Annual Report Gorenje Group 2009

Annual Report Gorenje Group 2009 Annual Report Gorenje Group 2009

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UROŠ MAROLT member of the management board, responsible for the Home Interior Division In 1997 he graduated in marketing from the Faculty of Economics in Ljubljana. He has finished the M.Sc. programme at the Faculty of Economics & Business Administration in Maribor. He has an excellent command of English, German and Polish. In the years 1996 and 1997 he worked for MGA Nazarje as a senior controller in the controlling of MGA Nazarje (BSH Nazarje), and started working for Gorenje, d.d. in 1998. To the year 2001 he was a salesman for the Russian market and then he managed the commercial department within the sales company in Poland - Gorenje Polska Sp., and became a director of the company in 2002. In September 2005 he became a director of the sales company Gorenje Austria Handels GmbH. In September 2007 he was appointed a member of the management board of the company for the first time and to March 2009 he was responsible for marketing and sales. 51 Annual Report Gorenje Group 2009

GENERAL MEETING OF SHAREHOLDERS The general meeting of shareholders decides on all legally defined questions and especially on the use of accumulated profit and amendments to the in the Articles of Association. It takes decisions in ordinary meetings that take place once a year. Shareholders may participate in a general meeting directly or through their proxies who collect power to decide in compliance with the legislation. This enables expression of will also to those who cannot be present in the meeting (minor and foreign investors, etc.). Such form represents an initiative to shareholders to exercise their voting rights and simultaneously it provides for much better informing about the convention of the shareholders’ meeting and contents of the decisions proposed. In 2009 the annual report for the year 2008, the report of the supervisory board on the results of review of the annual report and the report of the management board on the disposal of own shares were presented in the ordinary general meeting. The general meeting decided on the use of accumulated profit for the year 2008 and awarded the discharge to the management and the supervisory boards. It decided on higher meeting attendance fees for the chairman and members of the supervisory board in the period 18 June 2009 to 31 December 2010; the same applies to correspondence meetings and meetings of the supervisory board committees. Due to the amendments to the Regulation on classification of economic activities the general meeting authorised the supervisory board to reclassify the existing activities in the Articles of Association and harmonise them with the new ones stated in the regulation mentioned. Then it adopted the clean copy of the Articles of Association including the reclassified activities. The general meeting appointed also an auditor for the year 2009. All shareholders have same rights when voting since all shares of the company represent one share class. The only exception is own shares that have no voting rights. BEST PRACTICES The Gorenje Group pursues the highest European standards and uses the best practices of corporate management. An example of such management is informing of the public on the web portal of the Ljubljana Stock Exchange (SEONET) about the transactions of the company Ingor, d.o.o., & co., k.d. We are not legally obliged to report about the transactions mentioned, but we have decided to improve transparency, to avoid any possible doubts relating to the transactions of the company mentioned and thus to report on them on a regular basis. In the past the Gorenje Group was one of the rare Slovene companies that published special announcements for investors or the so-called »profit warnings«. These profit warnings informed about the worsening of the business environment that would most probably reflect in our results. The information basis of potential investors improved in this way when making decisions on investments and contributed to the efficient formation of a share price. INCENTIVES PAID TO THE MANAGEMENT AND SUPERVISORY BOARD The emoluments to the Supervisory and the Management Boards are available in accounting report. The company did not adopt any share option programme. 52 Annual Report Gorenje Group 2009

UROŠ MAROLT<br />

member of the management board, responsible for the Home Interior Division<br />

In 1997 he graduated in marketing from the Faculty of Economics in Ljubljana. He has finished the<br />

M.Sc. programme at the Faculty of Economics & Business Administration in Maribor. He has an<br />

excellent command of English, German and Polish. In the years 1996 and 1997 he worked for MGA<br />

Nazarje as a senior controller in the controlling of MGA Nazarje (BSH Nazarje), and started working for<br />

<strong>Gorenje</strong>, d.d. in 1998. To the year 2001 he was a salesman for the Russian market and then he<br />

managed the commercial department within the sales company in Poland - <strong>Gorenje</strong> Polska Sp., and<br />

became a director of the company in 2002. In September 2005 he became a director of the sales<br />

company <strong>Gorenje</strong> Austria Handels GmbH. In September 2007 he was appointed a member of the<br />

management board of the company for the first time and to March <strong>2009</strong> he was responsible for<br />

marketing and sales.<br />

51<br />

<strong>Annual</strong> <strong>Report</strong> <strong>Gorenje</strong> <strong>Group</strong> <strong>2009</strong>

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