This report provides an assessment ofthe corporate governance policy framework, and enforcementand compliance practices in Slovenia. The country hasalready upgraded its legislation to meet European Union (EU)Directives, and, its legal and regulatory framework dealingwith corporate governance issues is now comparable to thatof many EU member states. Strengths and weaknesses arehighlighted, and policy recommendations are made whereappropriate. The major issues are driven by the continuingtransformation of Slovenian companies. Ownership of smallercompanies and some blue chips will likely continue toconsolidate, as strategic investors, and holding companiesacquire control and 100 percent ownership; investorprotection in these companies will require the diligentenforcement of takeover rules. For the remaining listedcompanies and others that will continue to have relativelydispersed ownership, related party transaction protection,and improved periodic disclosure are important. The reportrecommends that policymakers: 1) require a formal approvaland disclosure process for related party transactions; 2)consider methods to increase minority representation onboards; 3) require the disclosure of shareholder agreements;4) require that the SMA review the content of public companydisclosure; 5) require an audit committee of the supervisoryboard for listed companies; and, 6) continue to supportsupervisory board training activities. The report alsoproposes that institutional investors (including State-ownedfunds) develop public voting, and board representationpolicies that require board members to act in the bestinterest of the company (and thus all shareholders and stakeholders).
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