Selection of an independent member of the Board of Road Maintenance AB
AB Kelių priežiūra (the Company) is a continuously improving company with ambitious goals. Combining decades of expertise and an innovative approach, the Company has become one of the largest teams in Lithuania with more than 2,200 employees.
The company is responsible for the maintenance of more than 21,000 kilometres of national roads. In winter, it ensures that roads are passable, and in spring and autumn it improves the quality of the roads by resurfacing worn-out road surfaces, profiling gravel roads, maintaining roadside structures and plantations, etc.
The Ministry of Transport and Communications of the Republic of Lithuania announces the selection of an independent candidate to fill the position of independent member of the Board of the joint stock company Kelių priežiūra until the end of the Board’s term of office (until 28 February 2026).
Company’s website address https: https://www.keliuprieziura.lt/
Information on the Company’s strategy, financial statements and letter of expectations is available at: https://www.keliuprieziura.lt/apie-mus/tikslai/6
The Company’s collegiate management body, the Board of Directors, is composed of 5 members, 4 of whom are independent board members and 1 is a civil servant. The term of office of the Company’s Board of Directors is 4 years (from 1 March 2022 to 28 February 2026).
Remuneration of the Board Member – in accordance with the Resolution of the Government of the Republic of Lithuania No.1092 of 14 October 2015 “On Approval of the Procedure for Payment of Remuneration to Members of Collegial Bodies of State-Owned Enterprises and Municipal-Owned Enterprises and Civil Liability Insurance for the Members of the Collegial Bodies of State-Owned Enterprises and Municipal-Owned Enterprises” (the Remuneration Procedure) (“Remuneration Procedure”), the monthly fixed remuneration of the independent member of the Board of Directors for the term of the Board of Directors is set to EUR 2441. (before taxes).
The Remuneration Schedule and the draft Board Member’s Activity Contract can be consulted:
https://e-seimas.lrs.lt/portal/legalAct/lt/TAD/3d064b61788e11e59a1ed226d1cbceb5/asr
Selection procedures:
The purpose of the selection process is to select the most suitable candidate to become an independent member of the Company’s Board.
The selection is initiated by the Ministry of Transport and Communications of the Republic of Lithuania. The recruitment agency involved in the selection procedure is UAB Master Class Lt.
Selection – the selection will be carried out by a selection commission established by the Order of the Minister of Transport and Communications of the Republic of Lithuania and consisting of one representative proposed by the Prime Minister, one representative proposed by the Minister of Transport and Communications, one representative proposed by the Minister of Economy and Innovation, one representative proposed by the Minister of Finance, and one representative of the Public Institution for Management and Coordination (hereinafter referred to as the “Selection Commission”).
The selection method is an interview with candidates invited by the Selection Board for a selection interview.
The selection shall be carried out in accordance with the Selection of Candidates for the Collegiate Supervisory or Management Body of a State or Municipal Enterprise, a State or Municipally Owned Company or its Subsidiary:
https://e-seimas.lrs.lt/portal/legalAct/lt/TAD/f0173961199a11e5bfc0854048a4e288/asr.
Online link to the Governance Coordination Centre on selection and appointment procedures for state-owned enterprises:
https://governance.lt/kolegialus-organai/#nariu-atrankos;
https://governance.lt/kolegialus-organai/#skyrimo-procedura
Candidates are subject to general, specific and independence requirements:
Candidates for the position of independent member of the Board of Directors of the Company must meet the general, specific and independence requirements.
The general and independence requirements will apply to an independent member elected to the Company’s Board for the duration of the Board member’s term of office.
General requirements:
- have a university degree or equivalent;
- be of good repute; a person shall not be considered to be of good repute if he or she has been convicted, in accordance with the procedure laid down by law, of a serious or very serious criminal offence, a criminal offence against property, property rights and interests, the economy and business order, the financial system, the civil service and public interests, justice, public security or the order of governance, and if he or she has a conviction which has not expired or has not been quashed;
- be free from any relationship with other natural or legal persons which would give rise to a conflict of interest in the exercise of his/her duties as a member of a collegial body;
- not be deprived of, or restricted in, the right to hold the office applied for or to perform the functions assigned to that office;
- has not been removed from a single-person or collegiate body of a legal person for misconduct in the last 5 years;
- cannot be a career civil servant holding a post in a ministry, a government agency or a body attached to a ministry, entrusted with functions related to the formulation of public policy in the sector of the economy in which the undertaking whose collegiate body he/she is applying for is active;
- may not be elected or appointed as a public politician or civil servant of political (personal) trust in accordance with the procedure laid down by law.
Specific requirements:
- knowledge of English (at least B2 level);
- have competence in investment management, infrastructure project management, as evidenced by:
- at least 4 years’ experience in a managerial position (as the head of a legal entity or as a top-level manager reporting directly to the head of the legal entity, or as a member of a collegiate body of a legal entity with a supervisory function) in a legal entity with at least 100 employees;
- at least 3 years’ experience in initiating, planning and executing infrastructure projects with a value of at least EUR 5 (five) million.
Benefits assessed:
- Leadership experience in road infrastructure, road design and construction;
- A degree in communications, civil and transport engineering;
- Knowledge and experience in road construction techniques, materials and technologies;
- experience in maintaining and developing the national road network;
- experience of applying innovation in corporate governance (core and non-core activities) and/or of implementing innovation in the operations of companies;
- knowledge of the principles of operation and regulation of companies operating in the transport sector;
- knowledge and experience in strategic planning, analysis, control and supervision;
- Experience in infrastructure project management, development and investment appraisal;
- experience in public procurement;
- experience in corporate collegiate bodies with a supervisory function;
- excellent leadership skills;
- excellent teamwork and collaboration skills with stakeholders;
- knowledge of corporate governance principles.
Independence requirements:
- must not have been for at least one year a civil servant or an employee of the company whose collegial body is being applied for, of its subsidiary or parent company and of a related legal person of which the companies referred to in this point are members (hereinafter referred to as the related legal person), of the entity initiating the selection process, or of a legal person subordinate to it;
- must not have been for at least one year a manager, member of another collegiate body, employee or shareholder of the company whose collegiate body he or she is applying to be a member of, or a manager, member of another collegiate body, employee or shareholder of, a subsidiary or parent company of that company or of a related legal person;
- must not be a close relative – spouse – of a director of the company whose collegiate body is being applied for, of a subsidiary or parent company or of a shareholder of a related legal person who owns more than 1/5th of the shares carrying more than 1/5th of the votes at the General Meeting of Shareholders, or of members of the collegiate body, a spouse, cohabitant, partner, where the partnership is registered in accordance with the procedure established by law, as well as their father (stepfather), mother (stepmother), child (adopted child), brother (stepbrother), sister (adopted sister), grandfather (grandmother), grandchild (grandchildren), and their spouse, cohabitant or partner;
- have no significant business relationship with the company whose collegiate body he or she is applying to become a member of, or a subsidiary or parent company of, or with a related legal person, either directly or as a participant, member of a collegiate body, or manager of a legal person with such a relationship. A natural or legal person who is a supplier of goods or services (including financial, legal, advisory and consultancy services) and whose income derived from the company or the legal persons referred to in this point during the preceding financial year exceeds EUR 1 000 shall be deemed to have significant business ties, except for remuneration for activities as a member of a collegiate body or a committee set up by the collegiate body;
- not have been a partner, participant, manager, member of a collegiate body or employee of an audit firm which carries out or has carried out an audit of the company whose collegiate body is being applied for, or of its subsidiary or parent company, or of a related legal person, during the last 2 years;
- must not have been a member of the collegiate body of the company whose collegiate body he or she is applying for, or of its subsidiary or parent company, for more than 10 years. This period shall be calculated by adding to the term of office of the future member of the collegiate body for which the candidate would be appointed the previous terms of office as a member of the collegiate body of the same undertaking, which shall be separated by a period of not more than one year;
- must not be a member of more than 3 collegiate bodies in total in State- and municipally-owned companies.
Documents candidates must submit:
- Candidate’s application for selection and declaration of integrity(Annex 1).
- Candidate’s consent to the processing of personal data(Annex 2).
- Curriculum Vitae (CV).
- A copy of the applicant’s identity document.
- Candidate’s motivation letter (free form, in Lithuanian) to the selection panel.
- Copies of evidence of higher education qualifications.
- Other documents or copies of documents proving compliance with the general, specific and independence requirements.
- Representatives of the selection panel and/or the recruitment agency UAB Master Class LT may be asked to provide additional documentation to demonstrate compliance with the general, specific and independence requirements set out above.
Methods and deadlines for submitting documents:
Candidates must submit their applications to the recruitment agency UAB Master Class LT by 17 June 2024 inclusive.
Candidates should submit their documents to the recruitment agency UAB Master Class LTat milda@masterclass.lt. The documents submitted must be signed with secure electronic signatures or scanned copies of documents. Original documents will be requested if the candidate is successful.
Contact persons:
Contact person at the recruitment agency UAB Master Class LT:
Laura Duksaitė – Iškauskienė, Director, e-mail : laura@masterclass.lt, phone: +370 699 37170.
AB “Kelių priežiūra” contact persons:
Lina Stasiulevičienė, Director of the Personnel and Administration Department, e-mail : lina.stasiuleviciene@keliuprieziura.lt, tel: + 370 617 01 890.
Ministry of Transport and Communications contact points:
Roma Andruškevičienė, Head of the State Property and Enterprise Management Division, e-mail : roma.andruskeviciene@sumin.lt, tel: +370 620 17580;
Janina Laskauskienė, Adviser, State Property and Enterprise Management Division, e-mail : janina.laskauskiene@sumin.lt, tel: +370 683 86320.
