The Company places great emphasis on the implementation of responsible corporate governance recommendations and guidelines, taking into account the organization and capabilities of the Group formed by the Company and its subsidiaries. The Company’s management, under the guidance of the Board of Directors, is continuously improving its operational and monitoring practices. The corporate governance policy of Masterplast Group is in line with the requirements of the Budapest Stock Exchange and the current capital market regulations. In addition, the Company regularly reviews the policies it applies to comply with evolving international best practices in this area as well.
Masterplast attaches high importance to sustainability, energy efficiency and environmental protection in both its internal processes and the production and development of its products.
The General Meeting is the main decision-making body of the Company, consisting of all the shareholders. The General Meeting enables its shareholders to take decisions on matters of major importance for the operation of the company, to adopt corporate governance measures and to exercise their right of control. The regulations concerning the convocation and conduct of the General Meeting, the rights and obligations of shareholders and the means of exercising shareholders’ rights are set out in detail in the Company’s Articles of Association, which are available on the Company’s website and on the website of the Budapest Stock Exchange.
The executive body of the Company is the 5-member Board of Directors. The Board of Directors acts as a body, its responsibilities include decisions relating to the management of the legal person, and it has the competence to decide on all matters which do not fall within the exclusive competence of the General Meeting or which are referred to the Board of Directors by law or by the Articles of Association. The Board of Directors of the Company constantly monitors the operation of the Company, receives continuous information on the operation of the Company from the management and the CEO.
The operational management of the Company is performed by the Chief Executive Officer as an employee elected by the Board of Directors. The rights of employer over the employees of the Company is exercised by the Chief Executive Officer, and the rights of employer over the Chairman and Vice-Chairman of the Board of Directors, except for their election and recall, is exercised by the Board of Directors.
The Company has a three-member Audit Committee, whose members are elected by the General Meeting from the independent members of the Board of Directors for the same period as their membership in the Board of Directors. The Audit Committee elects its chairman among its members ands its decisions are taken by a simple majority.
The governance of the Masterplast Group – in accordance with the Articles of Association, the resolutions of the General Meeting and the Board of Directors, as well as the Operational and Organisational Regulations of Masterplast Plc. – is carried out by the management of Masterplast Plc. The delegation of tasks and responsibilities to the members of the management in relation to specific areas of corporate governance is defined in the Operational and Organisational Regulations of Masterplast Plc.
In all issues which are not assigned by law or by the Articles of Association to the exclusive competence of the General Meeting or the Board of Directors, the right of decision is reserved to the management.
The daily operational work and work organisation of the Company and the assurance of the conditions necessary for the Company’s activities are managed and controlled by the CEO. The CEO is not a member of the Board of Directors, he attends its meetings as a permanent invitee.