Grupa LOTOS S.A. - Integrated Annual Report 2012
Avoidance of conflicts of interest
As a means to avoid conflicts of interest, the Company complies with the provisions of the Commercial Companies Code, the Rules of Procedure for the Board and the “Code of Best Practice for WSE Listed Companies”.
Pursuant to the Rules of Procedure for the Board in conjunction with Art. 377 of the Commercial Companies Code, if a conflict arises between the interests of the Company and those of a Board member or any persons to whom the Board member is personally related, then the Board member should refrain from participating in the resolution of a given matter. Furthermore, in accordance with the “Code of Best Practice for WSE Listed Companies”, a Board member should notify the Board of any conflict of interests which has arisen or may arise, and should refrain from taking part in discussions and from voting on resolutions on the issue which gives rise to such conflict of interests. Pursuant to the Rules of Procedure for the Board, the Supervisory Board’s approval is required for members of the Board to hold positions on the supervisory or management bodies of other companies. Concurrently, the provisions of the Commercial Companies Code apply which prohibit a current member of the Board from serving on the Supervisory Board. This also applies to other persons reporting directly to a Board member.