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Number of Employees

The work force head count at December 31, 2009, including employees of all the fully consolidated companies of CEZ Group, was 32,985 persons, an increase of 5,753 persons (+21.1%) from year end 2008. The increase was caused by the inclusion of new companies acquired in 2009, without which there would have been a decrease of 459 persons.

Work Force Head Count (Persons) at December 31

Training Program

CEZ Group is systematically building and reinforcing the managerial and expert potential of its employees. This includes creating conditions for continual growth and preparing employees to achieve higher work effectiveness in their current capacities and future tasks alike. In 2009, as in the previous year, employee development activities were interlinked with the seven corporate principles. A wider range of special development programs were utilized to develop management potential.

One objective of CEZ Group’s development strategy is more effective management of training processes, i.e. ensuring optimal training for employees while optimizing training expenses. Using knowledge management tools, ČEZ, a. s. is working with the operating experience of employees of Temelín and Dukovany Nuclear Power Stations, thereby helping to increase occupational safety.

To support education in power engineering-related fields, in 2009 we signed framework cooperation agreements with 32 secondary schools and 11 faculties at six universities. In June 2009, the first forum of partner schools was held under the patronage of CEZ Group, entitled “Energy for Education”, with the participation of 50 secondary school and university representatives. In cooperation with schools, CEZ Group supported education in a number of fields and provided scholarships to selected students. Programs held for students included “Nuclear School-leaving Exams”, “Summer University in Temelín”, and “Summer University in Dukovany”.

Training of employees and development of their qualifications receives commensurate attention in the foreign companies as well. In addition to training required by law, such as occupational safety training, employees are trained in areas closely related to their job descriptions and the development of “soft skills” is supported. Employees who actively utilize a foreign language have the option of taking language courses to build their skills. Computer training courses also play a major role, focusing on the operating system, office applications, and the corporate information system. Relevant employees also receive management skills and people skills training.

130 CEZ Group Human Resources

0 10,000 20,000 30,000 2008 2009 Total 27,232 32,985 Czech Republic other countries 7,375 12,922 19,857 20,063

Social Policy

CEZ Group social policy in the Czech Republic is focused on preserving labor peace. Monetary and non-monetary employee benefits are treated in collective bargaining agreements entered into between employers and labor organizations – in ČEZ, a. s. for the years 2007–2014 and in the integrated subsidiaries for the years 2008–2014. In addition to wages, the CEZ Group social policy in the Czech Republic also includes a shortened work week of 37.5 hours, an additional week of paid vacation beyond that required by law, paid personal time beyond that required by law, personal accounts for rest, relaxation and health of employees and their family members, electricity bill contributions, Supplemental Pension Insurance contributions, life insurance contributions, meal contributions, health care contributions and, in extraordinary cases, one-off social aid as well.

The basic principles of the CEZ Group social policy also apply to employees working for our international acquisitions; here, however, social policy is pursued in a different legislative environment and in some cases long-term agreements signed between local labor unions and the previous employers must be taken into account.

Benefits for employees of international companies vary from country to country and company to company. Typically they include meal vouchers, contributions for employee holidays, expanded health care, and support upon birth of a child.

Labor Relations

There are a total of 31 separate labor organizations at ČEZ, a. s., and approximately 2,300 employees, or 38% of the Company’s total work force, were unionized in 2009.

At the fully integrated subsidiaries of CEZ Group, a total of 47 basic labor organizations operate, and approximately 3,400 employees, or 53% of these companies’ total work force, were unionized. 34 basic labor organizations are members of five regional Associations of Basic Organizations, while another 13 basic organizations operate separately.

These labor organizations are organized into two labor unions: the ECHO Labor Union and the Czech Union of Power Industry Employees.

During 2009, regular meetings were held between the employer and labor representatives, providing a forum for discussion on agreed topics and at which the labor unions received information.

The collective bargaining process at ČEZ, a. s. began in June 2009, and in the integrated subsidiaries in the Czech Republic it began in September 2009. Collective negotiations on amendments to the valid Collective Agreements were completed in November with the signing of Amendment No. 6 to the ČEZ, a. s. Collective Agreement and Amendment No. 4 to the collective agreements of the integrated subsidiaries. These amendments extended the validity of the collective agreements of ČEZ, a. s. and the integrated subsidiaries to 2014.

Labor organizations were also active in CEZ Group companies abroad. A total of six operated at our companies in Poland. In spring 2009, the unions at Skawina Power Station agreed to a work force cut and financial compensation for departing employees beyond that required by law. At Varna Power Station in Bulgaria, there are three labor organizations. On December 4, 2009 a new collective agreement was signed there, valid for two years. At CEZ Razpredelenie AD and CEZ Elektro Bulgaria AD there are four and two labor organizations, respectively. As of January 1, 2010, a new collective agreement has been signed in both of these companies, also valid for two years. At Romania-based CEZ Distributie S.A. a new collective agreement is in force as of July 1, 2009 and from September 14 to December 31, 2009 the fund for providing financial compensation to laid-off employees was increased. Two labor organizations operated at the sole distribution company in Albania, Operatori i Sistemit te Shperndarjes Sh.A. On November 26, 2009 a four-year collective agreement was signed there.

The CEZ Group European Works Council is a platform for discussing the key strategic issues for CEZ Group that affect employee interests in at least two European Union Member States.

Of the 23 members of the CEZ Group European Works Council, 14 are from the Czech Republic, four are from Bulgaria, three are from Romania, and two are from Poland.

Two meetings of the CEZ Group European Works Council were held in 2009: the first, in May, in Bulgaria and the second, in December, in the Czech Republic. Multinational reports and discussions related primarily to CEZ Group policy and strategy, including strategic mergers and acquisitions, CEZ Group organization and assets, the economic and financial situation of CEZ Group, and how CEZ Group companies are affected by the financial crisis. Amendment No. 1 to the Agreement on the CEZ Group European Works Council was signed at the December meeting. Among other things, it included in the agreement, among information that is multinational in character, information relating to occupational safety and health at CEZ Group companies.

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The basic set of standards regulating the economic and commercial aspects of CEZ Group’s business activities is contained in Act No. 513/1991 Sb., the Commercial Code. The most important amendment to the Commercial Code in 2009 is Act No. 420/2009 Sb., which transposed the European directive on the exercise of certain shareholder rights in companies with listed shares. Act No. 215/2009 Sb. also amended the Commercial Code. Other amendments of the Commercial Code took place in conjunction with the promulgation of other laws and amendments thereto. These include, in particular, Act No. 217/2009 Sb. amending Act No. 182/2006 Sb. on Bankruptcy and Methods for Resolving It; Act No. 227/2009 Sb. amending certain acts in conjunction with the passage of the Act on Basic Registers, Act No. 230/2009 Sb. amending Act No. 256/2004 Sb. on Doing Business in the Capital Market; and Act No. 285/2009 Sb. amending certain acts in conjunction with the passage of the Payments Act.

With the passage of Act No. 104/2008 Sb. on Takeover Offers and amending certain other acts (Act on Takeover Offers), the takeover offers area, previously treated by the Commercial Code, received a new, detailed treatment in a dedicated act. Another area previously treated by the Commercial Code that has recently received separate treatment was the area of corporate transformations (in which business companies and cooperatives are transformed from one legal form into another), now governed by Act No. 125/2008 Sb. on Transformations, amended by Act No. 215/2009 Sb. amending Act No. 513/1991 Sb., the Commercial Code, Act No. 627/2004 Sb. on European Companies, Act No. 21/1992 Sb. on Banks, Act No. 357/1992 Sb. on the Inheritance Tax, the Gift Tax, and the Real Property Transfer Tax, Act No. 125/2008 Sb. on Transformations of Business Companies and Cooperatives, and Act No. 40/1964 Sb., the Commercial Code, and by Act No. 227/2009 Sb. amending certain acts in conjunction with the passage of the Act on Basic Registers.

Also important for CEZ Group’s business are the areas of capital markets, investor protection, and public offerings of securities, which are treated by Act No. 256/2004 Sb. on Doing Business in the Capital Market, which was amended by Act No. 7/2009 Sb. amending Act No. 99/1963 Sb., the Code of Civil Procedure and other related acts, by Act No. 230/2009 Sb. amending the Act on Doing Business in the Capital Market, by Act No. 420/2009 Sb. amending Act No. 513/1991 Sb., the Commercial Code and other related acts, by Act No. 223/2009 Sb. amending certain acts in conjunction with the passage of the Act on Free Movement of Services, by Act No. 227/2009 Sb. amending certain acts in conjunction with the passage of the Act on Basic Registers, and by Act No. 281/2009 Sb. amending certain acts in conjunction with the passage of the Tax Code (effective from January 1, 2011).

Competition is treated by Act No. 143/2001 Sb. on the Protection of Economic Competition and amending certain acts (the Economic Competition Protection Act), which was amended by Act No. 155/2009 Sb. amending Act No. 143/2001 Sb. on the protection of economic competition and amending certain acts.

132 CEZ Group Development of the Power Industry Legislative Framework in the Czech Republic