The Slovenia Times

Telekom Slovenije supervisory board overhauled


Ljubljana - The shareholders' meeting of Telekom Slovenije replaced four members of the supervisory board on Friday as it endorsed a counter-proposal by the Slovenian Sovereign Holding (SSH), which manages the state's majority stake in the incumbent telco. One of the new supervisors appointed is the new SSH chairman, Žiga Debeljak.

The meeting relieved of their duties on the supervisory board Iztok Černoša, Marko Kerin, Radovan Cerjak and Jurij Toplak and appointed in their place Alenka Čok Pangeršič, Mateja Čuk Orel, Marko Boštjančič and Debeljak. The new supervisors were appointed for four years starting from today.

The meeting failed to endorse the original proposal by the state-run Pension Fund Management (KAD) to dismiss Karla Pintar as well. Aleksander Igličar is also staying on as a representative of the shareholders.

KAD had put forward for new supervisors Roman Jerman, Tadeja Čelar, Alenka Čok Pangeršič, Miha Žejen and Robert Cimerman.

SSH holds a 4.25% stake in Telekom and also manages the state's 62.54%. KAD holds another 5.59%, according to data on the company's website.

Debeljak was appointed SSH chairman in late August. He also serves as chairman of the board of directors of the Bank Assets Management Company, and a supervisor at GEN Energija, a state-owned energy company. He used to be CEO of retailer Mercator and board member of Gorenje, the household appliances maker.

Čok Pangeršič is head of asset management division at Modra Zavarovalnica, an insurer that is fully owned by KAD.

Čuk Orel has her own law firm. Together with Debeljak, she was appointed to the supervisory board of GEN Energija in August, after she was also named by the government in June to the supervisory board of SODO, the electricity distribution system operator.

Boštjančič is founder and CEO of Mibo Komunikacije, a company operating in Bosnia and Herzegovina. In the past he served on the management of Telekom Slovenije and Gibraltar's Gibtelecom.

KAD wanted to replace five of the six representatives of shareholders on the supervisory board so a new team could review some of the past decisions, including the contentious EUR 30 million acquisition of Slovenian software developer Actual I.T..

Some media have reported the telco paid too much for Actual I.T and that the management disagreed over the transaction. However, Telekom said the transaction had undergone a due diligence check and two independent valuations.

A week ago the supervisory board took a decision to end terms of CEO Cvetko Sršen and management board member Barbara Galičič Drakslar by the time their replacements are appointed or by the end of October at the latest. It also dismissed for cause board member Tomaž Jontes.

Representative of small shareholders Rajko Stanković called on the new supervisors to review those staffing decisions as well, apart from what KAD proposed, and to determine whether the dismissals were in compliance with the companies act.

Speaking to reporters after the meeting, Stanković said the shareholders were notified of the decisions regarding the management in a regulatory filing amid media speculations about the reason for Jontes's dismissal.

"It's not clear from those media reports exactly why and by what procedure [he was dismissed]. Various kinds of information are being leaked to the media, so we thought it sensible the new supervisory board examine all the paperwork, [...] and, if those reasons do not stand up to legal scrutiny, to remedy them accordingly," he said.

Stanković said he did not remember a management resigning a week before the supervisory board was replaced.

Asked about Debeljak's appointment, he said it had been common in the past for key SSH staff to assume such positions. "Considering that Mr Debeljak has long served as chairman at companies, that he has the competence and expertise, I believe he will find the time to properly perform his supervisory function," he added.


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