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CEZ Shareholders Reconfirm Decisions

25. 1. 2000

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CEZ Shareholders Reconfirm Decisions

The irregular general meeting of the power-generation company CEZ which was held today reconfirmed all items of agendas which had already been approved by CEZ irregular and regular general meetings held last year. By that, the legal uncertainty has been removed on the parts of the company, its shareholders, as well as any third persons, which uncertainty was caused by the complaint lodged by a minority shareholder who had questioned the validity of the irregular general meeting of 5th January 1999 and, consequently, also the validity of resolutions adopted by the general meeting of 22nd June 1999.

Taken by Last Year General Meetings

The irregular general meeting of the power-generation company CEZ which was held today reconfirmed all items of agendas which had already been approved by CEZ irregular and regular general meetings held last year. By that, the legal uncertainty has been removed on the parts of the company, its shareholders, as well as any third persons, which uncertainty was caused by the complaint lodged by a minority shareholder who had questioned the validity of the irregular general meeting of 5th January 1999 and, consequently, also the validity of resolutions adopted by the general meeting of 22nd June 1999.

The today's general meeting was summoned by two Supervisory Board members elected by CEZ employees whose mandate was not questioned by the lawsuit. They decided to do so with regard to the expected duration of the legal action concerning the aforementioned complaint and with the aim to shorten the period of legal uncertainty.

The Regional Commercial Court decided in last November that CEZ irregular general meeting was invalid. The reason for the decision was the court's legal interpretation of compliance with the fifteen-day term for the announcement of a general meeting and its agenda. This decision, however, has not come into force, therefore, has no legal effects for CEZ, because CEZ has appealed against the decision to the committee of appeal.

In compliance with its Articles, CEZ had published the term of its irregular general meeting in two nation-wide dailies, namely eighteen days prior to the general meeting in the daily MF DNES (18th December 1998) and fifteen days prior to the general meeting in the daily Hospodarske Noviny (21st December 1998). Unlike CEZ, however, the Regional Commercial Court of Prague believes that the announcement of the January irregular general meeting in the daily Hospodařské Noviny did not comply with the statutory term.

"Our legal interpretation of when the term for announcement of an irregular general meeting starts differs from that of the Regional Commercial Court of Prague, that is why we have appealed against this decision. We believe all statutory requirements for the summoning of January irregular general meeting were met and we are sure we shall win our appeal," commented the situation Ladislav Kriz, CEZ Press Spokesman.

The agenda of the general meeting included two more items which had not been included into agendas of last year general meetings. CEZ shareholders decided to apply purely economic criteria to contracts for purchases of coal for the future and acknowledged the Board's decision concerning purchases of coal for the year 2000. CEZ has already signed contracts for this year with the mining companies SeveroceskĂ© Doly and Sokolovska Uhelna. Prices and quantities of coal to be purchased during this year were agreed with the mining company Mostecka Uhelna and the contract is to be signed these days. The negotiations with mining companies resulted in a year-to-year reductionof CEZ cost of fuel.

Upon the Board's motion, the general meeting has also approved of sponsoring for 2000.

 

Ladislav Krizpress, spokesman of CEZ, a. s.