Prejemki direktorjev in nadzornikov ter pravice delničarjev po noveli ZGD-1K

slovenian

2021

volume 47, issue 6/7

approval by the general meeting   directors' remuneration   powers of the supervisory board   remuneration report   Shareholder Rights Directive

Lexpera d. o. o.
(Obvezni izvod spletne publikacije)

In this article, the author discusses the implementation of Directive (EU) 2017/828 as regards the encouragement of long-term shareholder engagement in relation to directors' remuneration in the amendment to the Companies Act (ZGD-1K). In doing so, the author highlights the regime under the amendment to ZGD-1C, which has already followed the EU recommendations in this area with regard to directors' remuneration, in particular the dispositive possibilities for public limited companies to adopt a remuneration policy by general meeting. The amendment to ZGD-1K has also fully implemented the Directive with regard to remuneration as a mandatory regime for listed companies, and the author emphasises the appropriateness of the conceptual approach of the amendment, which takes advantage of all the options of the Directive, in particular with regard to the consultative nature of the decision of the general meeting on the approval of both the remuneration policy and the remuneration report.

16.02.2022