Shareholders of Czech utility ČEZ have yet to approve its financial statements after seven hours at AGM

About seven hours after the start of the AGM, ČEZ shareholders had still not approved the second agenda item: the energy group’s financial statements. Questions from minority shareholders are prolonging the meeting. The board answered questions on topics including lithium mining and the windfall tax. Attendance at today’s AGM of energy company ČEZ was lower at the outset than last year. When the meeting began shortly after 09:10, 287 shareholders were present at the O2 universum hall in Prague’s Libeň district, according to ČEZ CEO Daniel Beneš. Around 450 attended last year’s AGM, which was held at Prague’s Congress Centre.

According to Beneš, the shareholders present held securities worth around 39 billion crowns this morning, representing 74 percent of the shares eligible to vote. The AGM has a quorum. Minority shareholder and one of the most outspoken critics of ČEZ management, Michal Šnobr, protested—as he has in previous years—against the rules of procedure, which he considers discriminatory, and against board members’ responses to some shareholder questions.

As usual, shareholders had to pass through security screening gates before entering the hall today. They were not allowed to bring snacks, drinks or umbrellas. Before the AGM’s governing bodies were approved, one shareholder proposed—as last year—that each member be voted on separately. Under the company’s articles of association, this could happen only if the proposed governing bodies were not approved. The proposal was approved, however, and the so-called per partes vote did not take place.

In recent years, Šnobr has regularly protested at the start of each ČEZ AGM against the way the meeting is conducted. Among other things, he considers the time limit for shareholders to ask the board questions restrictive. Under the rules, shareholders have two ten-minute periods to ask questions on each agenda item. They can also submit questions in writing, including before the meeting begins. But Šnobr said shareholders cannot realistically submit written requests during the AGM in response to incomplete answers from the board. In this respect, shareholders are limited by the length of their speeches.

“The rules of procedure have long been out of touch with reality and do not give shareholders a full opportunity to participate in the AGM,” Šnobr added.

His remarks were followed by applause in the hall. The state is ČEZ’s majority shareholder, holding around 70 percent of the shares through the Ministry of Finance. Minority shareholders hold the remaining 30 percent.

During the seven hours of proceedings, shareholders asked the group’s board about topics including lithium mining near Cínovec in the Ore Mountains. A feasibility study on lithium mining is expected to be completed in the second half of this year, according to ČEZ Vice-Chairman Pavel Cyrani. Preparations for financing the project will be discussed this autumn.

Minority shareholders also wanted to know why the ČEZ board had not yet filed a lawsuit against the windfall tax, which ČEZ has been paying to the state since 2023. But according to board member Martin Novák, ČEZ’s own legal analyses have found insufficient legal grounds for filing a lawsuit. In his view, the tax is not in conflict with the constitutional order of the Czech Republic.

Shareholders also discussed, among other things, the remuneration of board members. The seven members of energy company ČEZ’s board received total remuneration of around 194 million crowns last year, nearly 60 million crowns more than in 2023. CEO Beneš received the most, with nearly 55 million crowns.

Shareholders also asked about the current situation at the Bílina lignite mine. According to ČEZ, coal mining there is expected to end by 2030. Coal-fired power is then expected to be replaced by other sources, such as gas, nuclear power or hydrogen.

The cost of holding this year’s AGM was 15.2 million crowns, according to Jan Ptáček, head of ČEZ’s legal department. That is around one million crowns more than in 2024, when the energy group held its shareholder meeting at Prague’s Congress Centre. Venue rental is always the largest expense, Ptáček said in response to a shareholder’s question at the AGM.

Today’s AGM will decide, among other things, on the payment of a dividend from the company’s adjusted profit for last year. In the spring, the company’s board proposed paying out 80 percent of profit, equivalent to 47 crowns per share and a total dividend of 25.3 billion crowns. If the proposal is approved, the state, as majority shareholder, would receive more than 17.6 billion crowns. The board’s proposal this year is at the upper end of ČEZ’s current dividend payout ratio, which is 60 to 80 percent of adjusted profit.

Last year, ČEZ paid a dividend of 52 crowns per share from adjusted profit. It distributed 28 billion crowns in total to shareholders, of which the state received more than 19 billion crowns.

Energy group ČEZ earned 30.5 billion crowns last year. The company’s net profit rose by almost three percent year on year. Earnings before interest, taxes, depreciation and amortisation (EBITDA) also increased, while profit adjusted for exceptional items—which determines the dividend—fell. It amounted to 31.8 billion crowns last year, down three billion crowns year on year.