DIRECTORS' REPORT ON PGNiG SA'S OPERATIONS ... - Notowania

DIRECTORS' REPORT ON PGNiG SA'S OPERATIONS ... - Notowania DIRECTORS' REPORT ON PGNiG SA'S OPERATIONS ... - Notowania

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Directors’ Report on PGNiG S.A.’s Operations in 2008 Chapter VII: Environmental Protection Liquidation of Boreholes Pursuant to the Polish Geological and Mining Law, PGNiG S.A. is required to liquidate worked-out mining caverns, eliminate the danger and damages caused by mining activities and restore land to its original previous condition. Liquidation of boreholes and mining pits prevents leakage of crude oil and natural gas to the surface and to watercourses. In addition, there is a risk that escaping gas may accumulate in unliquidated gas boreholes, posing a fire hazard. Consequently, PGNiG S.A. liquidated 62 worked-out boreholes in 2008. The liquidated boreholes included drilling holes which were tens of years old and mining pits which dated back to the 19th century. Carbon Credit Trade System In 2008, in the National Plan for the Distribution of Carbon Credits for 2008–2012 (KPRU II) the facilities of PGNiG S.A. were allowed the total of 99,982 Mg CO2 per annum. In that settlements period, the system included the plants of the Odolanów Branch, Zielona Góra Branch and the gas system of the Underground Gas Storage Cavern Facility in Mogilno Under the existing carbon credit trading system (CCTS), in 2009 PGNiG S.A. reviewed the annual reports on carbon dioxide emissions for 2008 and brought the volumes of carbon dioxide emission in line with the amounts stipulated by the permit held. Following the cancellation of the carbon credits used in 2008, 26,597 Mg CO2 credit units were retained. Environmental Management System In 2008, PGNiG S.A. started to implement the environmental management system meeting the requirements of PN-EN ISO 14001:2005 at its Warsaw head office. Within the framework of the undertaken actions, the Company carried out an initial inspection, developed a schedule concerning the implementation of the environmental management system, conducted trainings of employees and developed system procedures. In 2009, the environmental management system was implemented at the Company’s head office. REACH (Registration, Evaluation, Authorisation of Chemicals) In order to ensure compliance with the new regulations concerning mandatory registration of chemical substances, evaluation of substances and authorisations for use of substances in production and trading, which came into effect in 2008, the Company pre-registered sulphur which is subject to the requirements of the REACH Regulation. Natura 2000 In 2008, PGNiG S.A. continued to gather and update information on any potential environmental conflicts related to the already indicated and planned to be marked out areas of Natura 2000 and involving the planned exploration, prospecting, production projects and projects pertaining to the construction and maintenance of gas infrastructure. Methane Emissions In 2008, work commenced on the development of uniform CH4 emission rates and unified calculations methods for the CH4 emissions. The uniform and reliable methane emission rates will allow the Company to reduce the cost of environmental charges. 38 of 55

Directors’ Report on PGNiG S.A.’s Operations in 2008 Chapter VIII: Other Information Distribution of 2007 Profit On June 26th 2008, the Annual General Shareholders Meeting of PGNiG S.A. adopted a resolution on the 2007 net profit distribution in the amount of PLN 2,154.9m. Distributions from profit were allocated in the following manner: • PLN 991.6m was allocated to the Company’s statutory reserve funds • PLN 1,121m was allocated to dividend payments (PLN 0.19 per share), including: - PLN 950m as non-cash dividend to the State Treasury – 29 transmission subsystems, along with their constituent and accessory parts, and PLN 5,885.30 in cash. - PLN 171m as cash dividend to the other shareholders • PLN 8.4m was allocated to increase the Company’s social benefits fund • PLN 33.9m was allocated to awards for the Company employees. The Annual General Shareholders Meeting of PGNiG S.A. set July 25th 2008 as the dividend record date and October 1st 2008 as the dividend payment date. Approval for the Performance of Duties On June 26th 2008, the Annual General Shareholders Meeting of PGNiG S.A. adopted resolutions on the approval of the non-consolidated financial statements and the Director’s Report, on approval of the consolidated financial statements and the Director’s Report on the activities of the PGNiG Group, and on granting approval to members of the Management and Supervisory Boards of PGNiG S.A. for the performance of their duties in the financial year 2007. Agreements Concluded with Management Board Members The employment contracts concluded with the Management Board Members appointed in 2008 contain a clause in Par. 8, which reads: “In the event of removal from office or termination of the employment contract for reasons other than breach of basic responsibilities related to employment, the employee may be granted severance pay equal to three times monthly salary.” Non-competition agreements covering the period of 12 months from the date of termination of the employment relation have also been concluded with the Management Board Members. In return for compliance with the non-competition agreement during its term, Management Board member is entitled to monthly compensation of 100% of the average gross remuneration for the last three months, received while under employed. Remuneration of Members of the Management and Supervisory Boards For information on the remuneration paid to the Members of the Management Board and Supervisory Board see the Annual Non-consolidated Financial Statements for the year ended December 31st 2008 (Note 46.4). Shares held by Members of the Management and Supervisory Boards As at December 31st 2008, the only person holding PGNiG S.A. shares or shares in PGNiG S.A.’s related undertakings was Mr Stanisław Rychlicki, who held 8,272 PGNiG S.A. shares with the aggregate par value of PLN 8,272. 39 of 55

Directors’ Report on <strong>PGNiG</strong> S.A.’s Operations in 2008<br />

Chapter VII: Environmental Protection<br />

Liquidation of Boreholes<br />

Pursuant to the Polish Geological and Mining Law, <strong>PGNiG</strong> S.A. is required to liquidate worked-out<br />

mining caverns, eliminate the danger and damages caused by mining activities and restore land to its<br />

original previous condition. Liquidation of boreholes and mining pits prevents leakage of crude oil and<br />

natural gas to the surface and to watercourses. In addition, there is a risk that escaping gas may<br />

accumulate in unliquidated gas boreholes, posing a fire hazard. Consequently, <strong>PGNiG</strong> S.A. liquidated<br />

62 worked-out boreholes in 2008. The liquidated boreholes included drilling holes which were tens of<br />

years old and mining pits which dated back to the 19th century.<br />

Carbon Credit Trade System<br />

In 2008, in the National Plan for the Distribution of Carbon Credits for 2008–2012 (KPRU II) the<br />

facilities of <strong>PGNiG</strong> S.A. were allowed the total of 99,982 Mg CO2 per annum. In that settlements<br />

period, the system included the plants of the Odolanów Branch, Zielona Góra Branch and the gas<br />

system of the Underground Gas Storage Cavern Facility in Mogilno<br />

Under the existing carbon credit trading system (CCTS), in 2009 <strong>PGNiG</strong> S.A. reviewed the annual<br />

reports on carbon dioxide emissions for 2008 and brought the volumes of carbon dioxide emission in<br />

line with the amounts stipulated by the permit held. Following the cancellation of the carbon credits<br />

used in 2008, 26,597 Mg CO2 credit units were retained.<br />

Environmental Management System<br />

In 2008, <strong>PGNiG</strong> S.A. started to implement the environmental management system meeting the<br />

requirements of PN-EN ISO 14001:2005 at its Warsaw head office. Within the framework of the<br />

undertaken actions, the Company carried out an initial inspection, developed a schedule concerning<br />

the implementation of the environmental management system, conducted trainings of employees and<br />

developed system procedures. In 2009, the environmental management system was implemented at the<br />

Company’s head office.<br />

REACH (Registration, Evaluation, Authorisation of Chemicals)<br />

In order to ensure compliance with the new regulations concerning mandatory registration of chemical<br />

substances, evaluation of substances and authorisations for use of substances in production and<br />

trading, which came into effect in 2008, the Company pre-registered sulphur which is subject to the<br />

requirements of the REACH Regulation.<br />

Natura 2000<br />

In 2008, <strong>PGNiG</strong> S.A. continued to gather and update information on any potential environmental<br />

conflicts related to the already indicated and planned to be marked out areas of Natura 2000 and<br />

involving the planned exploration, prospecting, production projects and projects pertaining to the<br />

construction and maintenance of gas infrastructure.<br />

Methane Emissions<br />

In 2008, work commenced on the development of uniform CH4 emission rates and unified calculations<br />

methods for the CH4 emissions. The uniform and reliable methane emission rates will allow the<br />

Company to reduce the cost of environmental charges.<br />

38 of 55

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