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.
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Annual Report Gorenje Group 2009