Due to a lack of quorum, the majority state-owned companies "Barska plovidba" and "Marina Bar" failed to adopt new statutes and elect management at their shareholders' meetings this week in accordance with the new Law on Business Companies, just a few days before the deadline for compliance, which was set for June 15th.
To adopt new statutes based on which the new management is elected, as confirmed to "Vijesitma" unofficially from multiple sources, a two-thirds majority of the total capital was required, which neither of the two companies could provide without the support of minority shareholders.
In "Barska Plovidba", the state has 51,9 percent of the capital, and minority shareholders 48,1 percent, while in "Marina Bar" the state has 54,4 percent, and minority shareholders 45,6 percent.
"Vijesti" has received official confirmation from the top management of both companies that they failed to secure a two-thirds majority of capital owners to adopt the umbrella documents. "Marina" did not elect a new board of directors, while "Barska plovidba" extended the mandate of the current board.
Acting Executive Director of “Marine Bar” Milan Ćetković He told the editorial office yesterday that the Shareholders' Meeting was held on June 10th and that the first four items on the agenda were adopted, including the annual business report and the audit report.
The fifth item on the agenda relates to the adoption of the Statute, he stated, and for this decision to be adopted, two-thirds of the total number of shareholders must vote in favor.
"As the aforementioned condition was not met, the Shareholders' Assembly made a decision to adjourn the session, and the continuation is scheduled for June 26, 2026, at 10 a.m., in the premises of 'Barska Plovidba'," said Ćetković.
In accordance with the Law on Business Companies, he added, companies are obliged to harmonize their acts within the legally prescribed deadlines.
"We hereby invite all shareholders to attend the continuation of the Assembly session and contribute to reaching an agreement on the Statute, which represents one of the most important acts of any company," said the director of "Marina".
Executive director of "Barska plovidba" Boris Mihailović He told "Vijesti" that the Shareholders' Assembly held on Tuesday had seven agenda items, of which the first three were voted on - the final accounts for 2025 and the report of the audit committee and management for last year. The remaining items, which concern the adoption of the Statute and dismissals and appointments, were postponed, as he stated, because the adoption of the Statute requires the vote of two-thirds of the shareholders.
He said that the session is scheduled to continue on July 10th of this year.
"The deadline for harmonizing the Statute with the new Law on Business Companies is June 15. The Shareholders' Assembly has decided to extend the mandate of the existing Board of Directors until the election of a new one, so that the company can continue to carry out its regular activities without hindrance," said Mihailović.
The Law on Business Companies was adopted by the Parliament last summer and it envisages the introduction of changes in the current way of managing companies, through a unicameral or bicameral model.
It foresees that from among the board of directors in the unicameral model, one of the board members will be the executive director and there is a possibility that up to three members of the board of directors will be executive directors and four non-executive. In the bicameral model, it is envisaged that there will no longer be a board of directors, but a supervisory body and the institute of the general director from the board of directors.
The Government proposed to the Shareholders' Assembly of "Marine Bar" to elect members of the Board of Directors as representatives of state capital. Blaž Vukmanović, who should be the executive director, and the non-executive directors Dragutin Durutović, Ilija Pješčić i Djordje Pavićević, while it proposed to the Shareholders' Assembly of "Barska Plovidba" that Boris Mihailović be elected as members of the Board of Directors, Marko Marash, Ljubisa Tadic i Adem Husovic.
The shareholders' assembly of "Port of Bar" this week adopted a new company statute in accordance with the new law on companies and appointed a new Board of Directors consisting of Aleksandar Slabidjoreski, Nikola Vojvodic, Dusan Masonicic, Violeta Krgovic i Nataša Perović.
Slabiđoreski was appointed as the new executive director of "Luka Bar", for a four-year term, while the other four members are non-executive directors, and Masoničić, who has held that position until now, is the chairman of the company's Board of Directors.
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