Corporate governance

According to the By-laws , of Telia Lietuva, AB the managing bodies of the Company are General Meeting, Board and CEO. The Company does not have a Supervisory Council.

The decisions of the General Meeting made regarding the matters of competence of General Meeting, are binding upon the Shareholders, the Board, CEO and other officials of the Company.

The Members of the Board serving on the Board of the Company are acting jointly as a governing body of the Company. The Board consists of six Members of the Board. The Members of the Board are elected for a term of two years. The Chairperson of the Board is elected by the Board from its members.

The Members of the Board are elected by the General Meeting in the procedure established by the Law on Companies of the Republic of Lithuania.

The Board institutes two Committees: Audit and Remuneration. Three members of the Board comprise each committee.

The Board elects and recalls CEO of the Company, sets his/her remuneration and other conditions of the employment agreement, approves his/her office regulations, induces and applies penalties to him/her.

CEO is a one-man management body of the Company and, within his scope of authority, organizes the day-to-day operation of the Company. The Work Regulations approved by CEO defines the duties and authority of CEO and Head of Units as well as other officers of the Company in more details.

Telia Lietuva essentially follows a recommendatory Corporate Governance Code for the Companies Listed on the Nasdaq Vilnius stock exchange adopted in August 2006.