Selection of independent members to the Management Board of AB Lietuvos geležinkeliai is announced

The joint stock company Lietuvos geležinkeliai (the Company) is the largest railway group in the Baltic States, consisting of the parent company Lietuvos geležinkeliai and its directly and indirectly controlled companies.

LTG Group’s core business is the smooth carriage of passengers and freight by rail and the management of critical public infrastructure. The company also actively implements important public investment projects and contributes to the development of the country’s transport sector.

The LTG Group, taking into account the geopolitical and economic developments in the transport market, the reform of the railway sector in the European Union and the Green Deal implemented in the Community, carries out its specific tasks of providing public passenger transport services on local routes, maintaining and modernising the public railway infrastructure, and organising the efficient and safe operation of the railways.

The company is constantly looking for new opportunities and solutions to encourage people and businesses to choose trains as the most sustainable mode of transport.

The Company’s collegiate management body, the Board of Directors, consists of 7 members, 5 of whom are independent. The term of office of the Board of Directors is 4 years.

Company’s website address https: https://ltg.lt/

Information on the Company’s strategy, financial statements and letter of expectations is available at:

https://ltg.lt/apie-mus/strategija/; https://ltg.lt/apie-mus/veiklos-rezultatai/

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 the Members of Collegial Bodies of State-Owned Undertakings and Municipal-Owned Enterprises and on the Insurance of Civil Liability of the Members of the Collegial Bodies of the State-owned Undertakings and the Municipally-Owned Enterprises”, the remuneration of the Board member shall be set for a period of the Board’s term at a fixed monthly remuneration of not less than 1/4 of the average monthly remuneration of the CEO of the Company (before taxes). If an independent member of the Board of Directors of the Company is elected Chairman of the Board, he shall receive, for the duration of his term of office as Chairman, a fixed monthly remuneration of not less than 1/3 of the average monthly remuneration of the Chief Executive Officer of the Company (before tax). The specific amount of the remuneration in euro will be determined by the Company’s General Meeting of Shareholders.

The draft contract of service as a member of the Management Board is available at: Annex 3 Draft contract

Selection procedures:

The purpose of the selection process is to select the most suitable independent candidates for the new term of office as independent members of the Board of Directors of the Company. One of the successful candidates will be elected, by decision of the Board of Directors of the Company, as Chairman of the 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 members of the Company’s Board of Directors must meet the established general, specific and independence requirements that will apply to independent members elected to the Company’s Board of Directors for the duration of the term of office of the Board member.

1. General requirements:

1.1. have a university degree or equivalent;

1.2. 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;

1.3. 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;

1.4. not be deprived of, or restricted in, the right to hold the office applied for or to perform the functions assigned to that office;

1.5. has not been removed from a single-person or collegiate body of a legal person for misconduct in the last 5 years;

1.6. 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;

1.7. 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.

2. Specific requirements:

2.1. knowledge of English (at least B2 level);

2.2. have expertise in one of the following areas:

2.2.1. in the area of strategic planning and management, which shall be approved by:

2.2.1.1. at least 5 years’ experience in the last 10 years in a senior management position (as a company manager, or as a member of a collegiate supervisory or management body) in a large company or group of companies in the areas of strategic planning, business development and design, and implementation.

Benefits assessed:

2.2.1.2. the ability to develop a long-term vision for the organisation and set clear strategic objectives;

2.2.1.3. Knowledge of national and regional transport sector activities;

2.2.1.4. the ability to initiate and implement organisational change to adapt to market dynamics and geopolitical situations;

2.2.1.5. Understanding the principles of operational sustainability and integrating them into the organisation’s strategy;

2.2.1.6. experience in a company’s collective supervisory or management bodies;

2.2.1.7. Experience in developing investment projects;

2.2.1.8. experience in organisational development and performance improvement;

2.2.1.9. excellent leadership and teamwork skills;

2.2.1.10. excellent stakeholder engagement skills;

2.2.1.11. knowledge of corporate governance principles and knowledge and experience in corporate governance;

2.2.1.12. knowledge of the legal framework for state-owned companies.

2.2.2. in the field of finance, risk management and audit, as approved by:

2.2.2.1. at least 5 years’ experience in the last 10 years in a managerial capacity (as a company director, as a senior manager reporting directly to the company director, or as a member of a collegiate supervisory or management body) in a large company in the fields of financial and risk management, financial advisory services, financial services or audit.

Benefits assessed:

2.2.2.2. the ability to develop long-term financial strategies in line with company objectives and market trends;

2.2.2.3. experience in internal control and a successful track record in risk management;

2.2.2.4. experience in a company’s collective supervisory or management bodies;

2.2.2.5. Experience in financial management, investment project appraisal and financing;

2.2.2.6. experience in driving corporate value, managing change and managing operational risks

2.2.2.7. knowledge of the legal framework for state-owned companies;

2.2.2.8. excellent leadership and teamwork skills;

2.2.2.9. excellent stakeholder engagement skills;

2.2.2.10. knowledge of corporate governance principles and knowledge and experience in corporate governance.

2.2.3. in the field of logistics, as certified by:

2.2.3.1. at least 5 years’ experience in the last 10 years in a managerial role (as a company manager, as a top manager reporting directly to the company manager, as a member of a collegiate supervisory or management body) in a large company in the logistics sector.

Benefits assessed:

2.2.3.2. Management experience in logistics in companies in the European Union;

2.2.3.3. knowledge of the regulatory principles governing the logistics sector;

2.2.3.4. experience in developing and implementing corporate strategy;

2.2.3.5. excellent leadership and teamwork skills;

2.2.3.6. excellent stakeholder engagement skills;

2.2.3.7. experience in international cooperation or business development;

2.2.3.8. knowledge of corporate governance principles and knowledge and experience in corporate governance;

2.2.3.9. knowledge of the legal framework for state-owned companies.

2.2.4. in the area of development and sustainable development, which is endorsed by:

2.2.4.1. at least 5 years’ experience in the last 10 years in a managerial capacity (as a company director, as a senior manager reporting directly to the company director, or as a member of a collegiate supervisory or management body) in a large company in the field of business development.

Benefits assessed:

2.2.4.2. Business development experience in large/international companies;

2.2.4.3. knowledge and experience in identifying and assessing operational and governance risks;

2.2.4.4. Assessing the geopolitical situation in a business context;

2.2.4.5. experience in sustainable corporate value creation and shareholder return;

2.2.4.6. excellent leadership and teamwork skills;

2.2.4.7. excellent stakeholder engagement skills;

2.2.4.8. knowledge of corporate governance principles and knowledge and experience in corporate governance;

2.2.4.9. knowledge of the legal framework for state-owned companies.

2.5. in the field of organisational development and management, as approved by:

2.2.5.1. at least 5 years’ experience in the last 10 years in a managerial role (as a company manager, as a senior manager reporting directly to the company manager, or as a member of a collegiate supervisory or management body) in a large company in the field of organisational culture and development.

Benefits assessed:

2.2.5.2. Experience in corporate strategic planning, organisational transformation and change management;

2.2.5.3. Experience of improving the customer experience, implementing a customer-centric working culture;

2.2.5.4. Experience of changing and developing company culture;

2.2.5.5. Experience in digitisation, innovation, efficiency solutions;

2.2.5.6. experience in a company’s collective supervisory or management bodies;

2.2.5.7. excellent leadership and teamwork skills;

2.2.5.8. excellent stakeholder engagement skills;

2.2.5.9. knowledge of corporate governance principles and knowledge and experience in corporate governance;

2.2.5.10. knowledge of the legal framework for state-owned companies.

3. Independence requirements:

3.1. 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;

3.2. 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;

3.3. 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;

3.4. 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;

3.5. 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;

3.6. 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;

3.7. must not be a member of more than 3 collegiate bodies in total in State- and municipally-owned companies.

Documents candidates must submit:

1. Candidate’s application for selection and declaration of integrity(Annex 1).
2. Candidate’s consent to the processing of personal data(Annex 2).
3. Curriculum Vitae (CV).
4. A copy of the applicant’s identity document.
5. Candidate’s motivation letter (free form, in Lithuanian) to the selection panel.
6. Copies of evidence of higher education qualifications.
7. Other documents or copies of documents proving compliance with the general, specific and independence requirements.
8. At the request of the selection panel and/or the selection agency, representatives of UAB Master Class LT may be asked to provide additional documents proving compliance with the general, specific and independence requirements set out above.

METHODS AND DEADLINES FOR SUBMITTING DOCUMENTS:

Candidates must submit their documents to the selection agency UAB Master Class LT by 2 May 2025 inclusive.

Candidates should submit their documents to the selection agency UAB Master Class LT byemail to milda@masterclass.lt The documents submitted must be signed with secure electronic signatures or scanned copies of the documents. Original documents will be requested if the candidate is successful.

Contact persons:

UAB Master Class LT: Laura Duksaitė – Iškauskienė, Director, e-mail : laura@masterclass.lt, phone: +370 699 37170.

Contact persons of AB Lietuvos geležinkeliai :

Monika Čereškienė, Talent Acquisition Manager, monika.cereskiene@ltg.lt, tel: + 370 618 09290.

Ministry of Transport and Communications contact points:

Roma Andruškevičienė, Head of the State Property and Enterprise Management Division,

roma.andruskeviciene@sumin.lt, tel.: +370 620 17580;

Janina Laskauskienė, Adviser to the State Property and Enterprise Management Division,

janina.laskauskiene@sumin.lt, tel.: +370 683 86320.