Supervisory Bodies

Supervisory Board

In keeping with the Corporate Management Guidelines, the Supervisory Board is a collegial supervisory body envisaged in the Company’s Articles of Association which is elected by the General Meeting of Shareholders for a term of four years.

The Supervisory Board of the Ignitis Group consists of five members: two who represent the Ministry of Finance and three independent members. The Supervisory Board elects a chairman from among its own members. This method of forming the Supervisory Board is in line with corporate governance principles.

The main functions and responsibilities of the Supervisory Board include consideration and approval of the operating strategy of the company and its subsidiaries, analysis and assessment of information regarding the implementation of the operating strategy, submission of that information to the Ordinary General Meeting of Shareholders, election and removal of members of the Management Board, supervision of the activities of the Management Board and the CEO, and submission to the General Meeting of Shareholders of comments regarding the financial statements, profit and loss allocation, and the annual report. The Supervisory Board also addresses other matters within its competence. It functions at the level of the entire group, i.e., as needed, it addresses issues related not only to the activities of the company but also to those of its subsidiaries or their management or supervisory bodies.

No members of the Supervisory Board have any participation in the capital of the company or of group enterprises.

The term of the Ignitis Group’s current Supervisory Board ends on 30 August 2021.

Rules of procedure of the Supervisory Board       Profile of AB “Ignitis Grupė” Supervisory Board’s Competencies

Committees

In order to effectively carry out its functions and duties, the Supervisory Board of the Ignitis Group forms committees. Within their competence, the committees provide the Supervisory Board with conclusions, opinions and proposals. A committee must have at least three members, of which at least one must be a member of the Supervisory Board and at least one must be an independent member. Committee members are elected for a term of four years.

The following Supervisory Board committees are formed at the Ignitis Group:

  • The Committee for Risk Management and Business Ethics Supervision is responsible for submitting conclusions or proposals to the Supervisory Board on the functioning of the management control system in the group and on the status of key risk factors and risk management measures. It also supervises compliance with ethical business practices and the bribery and corruption risk system and makes recommendations to the Supervisory Board.

    Regulations of the Risk Management and Business Ethics Supervision Committee
     
  • The Audit Committee is responsible for submitting objective and impartial conclusions or proposals to the Supervisory Board on audits and transactions with related parties, as envisaged in the Law on Companies of the Republic of Lithuania, and the functioning of the internal control system in the group.

    Regulations of the Audit Committee

     
  • The Nomination and Remuneration Committee is responsible for submitting conclusions or proposals to the Supervisory Board regarding the appointment, removal or provision of incentives to members of the group’s management and supervisory bodies, as well as for evaluating the performance of the Management Board and its members and submitting a corresponding opinion. The committee’s functions also include forming a common remuneration policy in the group and setting the size and composition of remuneration, incentive principles, etc.

    Regulations of the Nomination and Remuneration Committee

Committees’ functions are described in more detail in the company’s annual reports. When needed, other committees may also be formed on an ad hoc basis – to address special issues or to prepare, supervise or coordinate strategic projects, for example.

The term of the current Committee for Risk Management and Business Ethics Supervision ends on 19 April 2022, that of the Audit Committee ends on 21 October 2021, and that of the Nomination and Remuneration Committee ends on 12 September 2021.

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Darius Daubaras
Chairman, Independent Member
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Daiva Lubinskaitė-Trainauskienė
Independent Member

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Andrius Pranckevičius
Independent Member

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Aušra Vičkačkienė
Member
dk
Daiva Kamarauskienė
Member
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Bent Christensen
Independent Member
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Judith Buss
Independent Member
ap
Andrius Pranckevičius
Chairperson Independent Member
dd
Darius Daubaras
Independent Member

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Šarūnas Rameikis
Independent Member

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Irena Petruškevičienė
Chairperson Independent Member
av
Aušra Vičkačkienė
Member
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Ingrida Muckutė
Member
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Danielius Merkinas
Independent Member
sr
Šarūnas Radavičius
Independent Member
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Daiva Lubinskaitė-Trainauskienė
Chairperson Independent Member
av
Aušra Vičkačkienė
Member
dk
Daiva Kamarauskienė
Member
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Lėda Turai-Petrauskienė
Independent Member