Application of Best Practices of WSE Listed Companies
Corporate Governance
In 2017, PZU complied with the recommendations and principles set forth in Best Practices of WSE Listed Companies 2016, except for recommendation IV.R.2. which provides for a possibility for shareholders to participate in a shareholder meeting using means of electronic communication, in particular via the following:
- real-time transmission of the shareholder meeting,
- real-time bilateral communication where shareholders may take the floor during a shareholder meeting from a location other than the shareholder meeting,
- exercising, in person or by proxy, voting rights during a shareholder meeting.
Presently, PZU shareholders may follow the broadcast of the shareholder meeting. However, the
Company has not elected to introduce an electronic shareholder meeting. According to PZU, there are many technical and legal factors that may affect the proper course of the shareholder meeting. The legal doubts pertain to the ability to identify shareholders and check the legitimacy of participants in the shareholder meeting. The risk of the occurrence of technical difficulties, e.g. with the internet connection or possible external interference in the IT systems may disrupt the work of the shareholder meeting and evince doubts concerning the efficacy of the resolutions adopted during its course. The appearance of these risks may affect the proper application of this rule to a full extent.
Furthermore, the following rules are not applicable to PZU:
- principle I.Z.1.10, providing for the publication of financial projections, if the company has decided to publish them, published at least in the last 5 years, including information about the degree of their implementation, because, as at the date of publication of this report, PZU has not published any financial projections or estimates;
- principle III.Z.6., concerning cases of non-separation of an internal audit function within the company’s organizational structure, because this function has been separated in PZU’s organizational structure;
- recommendation IV.R.3., concerning situations where securities issued by a company are traded in different countries (or in different markets) and in different legal systems, because PZU securities are traded only on the Polish market.
Information on the status of PZU’s application of the recommendations and rules laid down in the Best Practices of WSE Listed Companies 2016 is available on PZU’s website.
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