1. Opening, election of the General Meeting chairman, minutes clerk, minutes verifiers and persons authorized to count the votes.
The General Meeting of ČEZ, a. s. elected Mr. Jan Zelený as the Chairman of the General Meeting, Mrs. Marcela Ulrichová as the Minutes Clerk, Mrs. Eliška Zykmundová and Mr. Štěpán Benca as the Minutes Verifiers, and Mr. Antonín Králík and Mr. Václav Novotný as the persons authorized to count the votes (scrutineers).
2. The Board of Director’s report on the business activity of the Company and on the state of its assets for the year 2010. Overall explanation report according to Section 118(8) of the Capital Market Trading Act.
3. Supervisory Board report on the results of control activities.
4. Audit Committee report on the results of activities.
5. Approval of the financial statements of ČEZ, a. s. and consolidated financial statements of ČEZ Group for the year 2010.
The General Meeting of ČEZ, a. s.
1. approved the financial statement of ČEZ, a. s. for the year 2010,
2. approved the consolidated financial statement of the ČEZ Group for the year 2010.
6. Decision on distribution of profit of ČEZ, a. s. in the year 2010.
The General Meeting of ČEZ, a. s. approved the distribution of profit for 2010 as follows:
· Dividends equal to CZK 50 before tax calculated
from the total number of issued shares CZK 26,899,488 thousand
· Royaltiesto members of the Board of Directors
and Supervisory Board CZK 25,500 thousand
· Retained profit from previous years CZK 7,836,840thousand
The decisive day for exercising the right to a dividend is 7 June 2011. The dividends allocated to treasury shares held by the company as of the decisive day will not be paid. The sum corresponding to the dividend allocated to treasury shares held by the company as of the decisive day for application of the right to dividend will be transferred to the account of retained profit from previous years. Dividends are mature on 1 August 2011. The payment of dividends will be made in the way proposed on this general meeting.
The general meeting of shareholders of ČEZ, a. s. approves the even division of royalties among the members of the Board of Directors and Supervisory Board. The share of each member of the statutory or supervisory body will be stipulated according to the term for which he/she held the function in the respective body in the course of 2010. Members of the Supervisory Board who were appointed to the Supervisory Board by a state administrative authority and were employees thereof are not entitled to royalties for the period during which this obstacle existed.
7. Decision on appointment of an auditor to carry out the statutory audit, including verification of the financial statements of ČEZ, a. s. and consolidated financial statements of ČEZ Group for the financial period of calendar year 2011.
The General Meeting of ČEZ, a. s. appointed as the auditor to carry out the statutory audit, including the verification of the financial statements of ČEZ, a. s., and the consolidated financial statements of ČEZ Group for the financial period of the calendar year 2011, the auditing company - Ernst & Young Audit, s.r.o, identification number 26704153, registered office at Prague 2, Karlovo náměstí 10 , Postal Code 120 00.
8. Decision on amendment to the Company’s Articles of Association.
The General Meeting of ČEZ, a. s. approved the Board of Directors’ proposal for amendment to the Articlesof Association of the Company.
9. Decision on the volume of financial means for making donations in the year 2012.
The General Meeting of ČEZ, a. s, approved funds for donations of CZK 228 million in 2012.
10. Recall and election of Supervisory Board members.
The General Meeting of ČEZ, a. s, elected Mrs. Liběna Dobrovolná, born on 17 October 1959, residing at Rooseveltova 2, Ústí nad Labem, Postal Code 400 01, as a member of the Supervisory Board of ČEZ, a. s.
The General Meeting of ČEZ, a. s, elected Mr. Ján Dzvoník, born on 19 January 1961, residing at Vstavačova 1284/12, Praha 5, Postal Code 150 00, as a member of the Supervisory Board of ČEZ, a. s.
The General Meeting of ČEZ, a. s, elected Mr. Aleš Klepek, born on 19 February 1967, residing at Kamýcká 243, Praha 6 - Sedlec, Postal Code 160 00, as a member of the Supervisory Board of ČEZ, a. s.
11. Recall and election of Audit Committee members.
The General Meeting of ČEZ, a. s, recalled from the Audit Committe of ČEZ, a. s., Mr. Zdeněk Hrubý, born on 9 August 1956, residing at Dr. Zikmunda Wintra 768/20, Praha 6, Postal Code 160 00.
The General Meeting of ČEZ, a. s, elected Mr. Ján Dzvoník, born on 19 January 1961, residing at Vstavačova 1284/12, Praha 5, Postal Code 150 00, as a member of the Audit Committee of ČEZ, a. s.
12. Approval of the contracts for performance of the function of Supervisory Board members.
The General Meeting of ČEZ, a. s.:
1. approved the Contract for performance of the function of Supervisory Board member between ČEZ, a. s. and Mr. Ivo Foltýn, which was concluded on 27 January 2011,
2. approved the Contract for performance of the function of Supervisory Board member between ČEZ, a. s. and Mr. Lukáš Hampl, which was concluded on 27 January 2011,
3. approved the Contract for performance of the function of Supervisory Board member between ČEZ, a. s. and Mr. Jiří Kadrnka, which was concluded on 27 January 2011,
4. approved the Contract for performance of the function of Supervisory Board member between ČEZ, a. s. and Mr. Jan Kohout, which was concluded on 27 January 2011,
5. approved the Contract for performance of the function of Supervisory Board member between ČEZ, a. s. and Mr. Lubomír Lízal, which was concluded on 27 January 2011,
6. approved Amendment No. 1 to the Contract for performance of the function of Supervisory Board member between ČEZ, a. s. and Mr. Lubomír Klosík, which was concluded on 24 March 2011, and
7. approved the specimen contract for performance of the function of Supervisory Board member, including the rules for remuneration of Supervisory Board members and provision of other fulfilment to Supervisory Board members in the submitted version.
13. Approval of an amendment to the specimen contract for performance of the function of Audit Committee member.
The General Meeting of ČEZ, a. s. approved the specimen Contract for performance of the function of Audit Committee member, including the rules for remuneration of Audit Committee members and the provision of other fulfilment to Audit Committee members, in the submitted version.
14. Conclusion.