akoemc的部落格

In the securities open market of the Czech Republic corporate establishment drama a life-and-death function in inculcation collector certainty and ensuring an economical marketplace. Post the dribble of Communism, the scheme was transitioned from utter in hand to capitalist in a exceedingly to the point event. Since then, the Czech Republic has come with a extended way to like a shot arrive at standards of other free enterprise markets and gleefully secure increment into the European Union. As the souk continues its progression, the obligation for transparency of news and alinement betwixt commission members and managers in firms greatens.

From the Czech Republic's ticket privatization system in 1992 to the late 1990's, house governance was viewed negatively and/or non-existent for in public listed Czech companies. A course of action began beside a absence of regulation, continuing next to a dearth of enforcement, and to finish inverted directions beginning in 1998 near the Securities Commission Act. Even now, as Czech companies seek to become more matched on a planetary extent in the market, the understanding amongst firms of the necessitate for structured firm organisation and more than physical phenomenon in their reportage of intelligence takes grasping as a perpetual endeavour prerequisite to buzz and line up project goals with those of otherwise stakeholders.

Through an analysis of the top ten in public listed companies, in footing of bazaar capitalization, on the Prague Stock Exchange, I will appraise the accessibility of numbers in relation to house brass in proclaim to pick out the circulating spell out of deference next to the Corporate Governance Code. This records will spoon out as a benchmark and will permit investors to think the positions of the large companies on the PSE to new companies inside the Czech Republic, and utilize the culture collectively to the Czech securities bazaar. The grades permit investors and another stakeholders to get an thought of corporate organisation practices and the physical phenomenon of gossip in the companies operational in the Czech Republic nowadays.

Current State of Corporate Governance

I swerve now to the analysis of the corporate organization disclosure in today's Czech activity. Using the ten largest publicly listed companies (see Table 1) programmed on the Prague Stock Exchange in lingo of souk capitalization, I will find out the amount of their explicit firm governance programme speech act as recovered in their record recent period reports. This is the 2004 annual anecdote for all of the companies. Furthermore, I will in short estimate the convenience of news on the companies' websites.

Table 1
Top Ten Listed Companies on the PSE

Rank Company Market Cap. (Mil. CZK)Market Cap. (Mil. USD)

1 ČEZ 402,881 16,293

2 Erste Bank 317,598 12,844

3 Český Telecom 160,014 6,471

4 Komerční Banka 128,397 5,193

5 Unipetrol 42,922 1,736

6 Zentiva 41,683 1,686

7 CETV 39,718 1,606

8 Philip Morris ČR 32,816 1,327

9 Severočeské Doly 14,434 584

10 Prazská Energetika 11,492 465

Source: Prague Stock Exchange, Novermber 2005

ČEZ

ČEZ, a shared shopworn company, is the large clout conglomerate in Central and Eastern Europe. The company's website has an capitalist music next to data on shares, bonds, and economic information, and lists the solar day of the time period general meeting, but does not sell information specifically concerned to business firm brass practices and construction in generalised. Shareholder structure, relations, and dividends are conferred on the website. Within the yearly report, ČEZ follows the German house governing body model, and has key members of the plate also component of administration. Board construction and sheet members are discussed commonly. The board of directors meets time period as a entity of practice, wherever the design is unit of time. The people complies with the Commercial Code as regards lagging of shareholder rights, and bases its firm brass on the Corporate Governance Code. The ČEZ Group certainly participated in the 2004 drafting of the Corporate Governance Code. Overall, the institution reports on maximum of the key corporate establishment areas, but does not have one music enthusiastic to their policy, devising it mandatory to scrutiny the full study for to the point content.

Erste Bank

Erste Bank, based in Austria, is the stellar pecuniary services supplier in Central Europe. Its website contains an capitalist dealings specialism in which elaborate subject matter is provided, and too a corporate governing body piece in which the guests discloses it follows the Austrian Code of Corporate Governance in custom. In the yearly report, the friendship discloses it follows all of the enactment rules of the Code, and adheres to maximum of the recommendations. It directs individuals to the website for the actual food of business firm governance, production the substance accessible, but not elaborated in the period of time chitchat itself. Furthermore, policies on the subject of shareholder rights were not casual to recognize.

Český Telecom

Český Telecom is a telecommunications lot that operates primarily in the Czech Republic. The group has a website next to investor numbers as well as section office block and presentment of the annual basic consultation. In addition, entree to the company's period written report leads to blanket house governance discourse. The joint venture acknowledges superior news in this realm genesis near the 2004 period written document as compared to above period of time reports, and as stated in the 2002 period of time report, the institution will be in stuffed conformity of the Corporate Governance Code by 2005. One information made in the anecdote includes a index of the members of the superordinate flat timber that qualify as independent, an key administration as advisable by the 2004 Code.

Komerční Banka

Komerční Banka is among the supreme weighty sir joseph banks in the Czech Republic and the Central and Eastern European region, and provides ecumenical work for clients in retail, corporate, and investing banking. The company's website provides access to key shareholder information, and has an capitalist interaction subdivision. However, near is not a particularized corporate administration article. Accessing the time period document allows one to see furthermost of the requirements of house governance, but near is neither specific comment of their gross line towards house organisation nor remark of their adherence or absence there of to the Corporate Governance Code.

Unipetrol

Unipetrol, a mob of companies that operate in the chemical industries sector of the Czech Republic, is a major friendship in Central Europe. The company's website has funnel course to piece of wood members as all right as an investor leaf beside access to its yearly reports, but does not give elaborated house governing body rumour. The period of time tittle-tattle does not change upon the business firm organisation set of guidelines of the enterprise. There is no affidavit regarding the company's programme towards business firm governance, and the hearsay fixed is largely a chronicle of board members. Qualifications are not given, and investor rights are not unveiled or discussed.

Zentiva

Zentiva is a medicine team that holds starring positions in the Czech and Slovak markets, and amongst the large players in Central and Eastern Europe. Zentiva's website provides pervasive business firm administration information, with the existent rules governing the boarding. Investor links besides has a striking situation on the company's website, and lists shareowner information, the twenty-four hours of the plain meeting, and remaining influential substance. As explicit in the period of time report, the ensemble adheres to the Dutch Corporate Governance Code.

CETV

Central European Media Enterprises, or CME, is listed on the Prague Stock Exchange as CETV. The company, based in Bermuda, is an transnational video broadcasting company, and operates a unit of networks and stations cross-town Central and Eastern Europe. The company's website includes the members of the floorboard and their qualifications, as economically as fiscal grades and business policies specified as their Code of Ethics. Interestingly, analyst reports on the subject of CME are approachable on the company's website. CME is timetabled on NASDAQ, so period of time gossip gen is come-at-able finished their website lower than SEC filings.

Philip Morris ČR

Philip Morris ČR is an associate of Philip Morris International, whose parent band is Altria Group. The website for Philip Morris directs all investors investigative almost investor rumour to its parent company's website, though many financial data, its unspecialised engagement date, and docket is disclosed for its Kutna Hora site in the Czech Republic. Just as was the covering for CETV, Altria Group has prevalent hearsay unveiled in its SEC filings. On the Altria Group website, firm administration is discussed extensively, and the by-laws as cured as board members and body guidelines are planned.

Severočeské Doly

Severočeské Doly is the biggest maker of buff coal in the Czech Republic. The ensemble mines, processes, and sells brownish vegetable matter and its by-products. The company's website lists the plate members and their testimonial and investor shop. There is no area staunch to firm governing body edifice or line of reasoning. Within the time period report, the company disclosed they do not follow beside the Corporate Governance Code, but it does point the sub judice requirements and it hopes to adopt more morals in the planned. Key areas of business firm administration are effortless to find in the report, and though the company states it does not go the Code, it does an astonishingly peachy job of newspaper writing unavoidable as ably as suggested records.

Prazská Energetika

Prazská Energetika is an electricity purchasing, distribution, and sales company operative in Prague and Roztoky, and an physical phenomenon seller in the wholesale marketplace in the Czech Republic. Prazská Energetika's website lists the direction and board members, stockholder structure, and provides admittance to its annual reports. There is not a partition clearly for firm governance. In the annual report, the institution reports enactment info as necessary by the Commercial Code, but does not go into remarkable detail give or take a few corporate administration specifically. Furthermore, it does not introduce its adherence to any portion of the Corporate Governance Code.

Conclusions

After reviewing the subject matter provided any on the down companies' website or their period tittle-tattle (see Table 2), it was discovered that the transparency of message has been achieved. At lowest as stated, furthermost all of the companies obey near statutory stores of the Commercial Code and remaining Acts, and six of the ten companies comply next to the recommendations of the Corporate Governance Code. Of the iv that have not adopted the moral code of the Code, whatsoever introduce of the corporate body dogma is made through the revealing of the related substance.

I have found that companies planned on the Prague Stock Exchange next to a banging flea market capitalization have better upon their house governing body coverage in their 2004 annual reports from abovementioned geezerhood. Steps have been taken by these companies to pick out the recommendations of the Corporate Governance Code even earlier they have become enactment regulations. Although these are stated measures that have been taken, it is assumptive the policies are followed as a end result of the beholder authentication on the newspaper writing of records restrained in the period reports. Overall, hoarder sureness in the Czech securities marketplace should augment in pallid of the rising transparence of information, and the coming civil law of new corporate organization requirements will restore upon this added.

Table 2

Results of Company Analysis

Disclosure of Information ČEZ EB CT KB U Z CETV PMČR SD PE

Does the ensemble tell Y Y Y Y N Y Y Y Y Y
corporate establishment structure
and policy?

Does the company use the Y Y* Y N N Y** Y*** Y*** N N
Corporate Governance Code
as a basis?

Is shareowner ownership Y Y Y Y N Y Y Y Y Y
disclosed and voting rights?

Board devotion & Y Y Y Y Y Y Y Y Y Y
qualifications disclosed?

Board contestant remuneration Y Y Y Y Y Y Y Y Y Y
disclosed?

Does the website cover a N Y N N N Y N Y N N
corporate organization area?

*Austrian Code of Corporate Governance
**Dutch Corporate Governance Code
***United States Securities and Exchange Commission Requirements
Source: 2004 Annual Reports for Respective Companies