Annual report - HSE
Annual report - HSE
Annual report - HSE
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• It agreed with the management’s proposal to the founder to use the company’s 2011<br />
accumulated profit for creation of other revenue reserves;<br />
• It ordered the HR-nomination Committee to prepare call for tenders for position of<br />
Managing Director, to publish it by 30 June 2012, to examine the submitted applications<br />
and to prepare the list of candidates;<br />
• It was acquainted with the notice of the <strong>HSE</strong>’s Workers’ Council on recall of the SB<br />
members Rene Jeromel and Mojca Turnšek, M.Sc., on 11 July 2012, and with the<br />
appointment of Marjanca Molan and Stanislav Prevalnik as SB members on 12 July 2012;<br />
• It was acquainted with the presentation of the project of constructing HPP on the Mura<br />
River, PSP Kozjak, and other projects of the company DEM;<br />
• It gave its approval to the Company’s management to conclude or extend the insurance<br />
contracts for D&O insurance of the <strong>HSE</strong> Group companies for one year, starting on 1<br />
October 2012;<br />
• It proposed to the founder to adopt a decision on changes and amendments of the<br />
Articles of Incorporation of the limited liability company <strong>HSE</strong>, and approved the material<br />
for the General Meeting;<br />
• It adopted the amendments to the Rules governing the work of the Supervisory Board;<br />
• On the basis of provisions of ZGD and the provision of Article 16 of the Articles of<br />
Incorporation and presentation, the SB appointed a new Managing Director of the<br />
Company as at 5 November 2012; it adopted adequate decisions for weekly <strong>report</strong>ing of<br />
the management until the new Managing Director would take office and was informed<br />
about the management’s work on weekly basis;<br />
• It was acquainted with the completion of activities regarding the project of sHPP<br />
construction on the River Kraljuščica;<br />
• It was acquainted with the course of the PV General Meeting;<br />
• It was acquainted with the issues of gas supplies required for TEŠ operations;<br />
• It was acquainted with information on the electricity supply issues of the company Talum;<br />
• It was acquainted with information about solving the issues regarding PSP Avče turbine;<br />
• It was acquainted with the DEM’s <strong>report</strong> on issues with implementation of trial runs tests<br />
for turbine 1 at HPP Zlatoličje.<br />
In 2012, the Audit Committee of the Company’s Supervisory Board held two regular<br />
meetings, at which it discussed various strategic and business issues:<br />
• It was acquainted with the information about unaudited financial statements of the<br />
company <strong>HSE</strong> for 2011;<br />
• It was acquainted with the AUKN RS recommendation no. 12 and discussed it;<br />
• It was acquainted with the auditor’s <strong>report</strong>s to the audited <strong>Annual</strong> Report of the company<br />
<strong>HSE</strong> and the <strong>HSE</strong> Group for 2011 and proposed to the audit firm to prepare a management<br />
letter to warn the management on the risks regarding the company TET;<br />
• It proposed to the audit firm to amend the <strong>report</strong> for the Company and the Group for the<br />
last five years in accordance with Article 39 of the Auditing Act, and to present it at the<br />
<strong>HSE</strong> Supervisory Board meeting.<br />
In 2012, the Supervisory Board intensively focused also on procedures for performance of<br />
the construction of replacement Unit 6 at TEŠ d.o.o. The SB estimates that it has acted in<br />
the benefit of the company, on the basis of information and <strong>report</strong>s submitted to it by the<br />
management within the scope of its powers and competences laid down in the Articles of<br />
Incorporation.<br />
The Supervisory Board in its current composition intensified its activities in the area of<br />
investment in 600 MW replacement Unit 6 at TEŠ d.o.o., and continues to carry them out<br />
also in 2013, as within the scope of its powers it initiated the procedures for determining<br />
responsibility for the alleged misleading of the Government and National Assembly, as<br />
well as for other errors that allegedly occurred during the investment performance.<br />
<strong>Annual</strong> Report <strong>HSE</strong> 2012<br />
1 Introduction<br />
12