AS Sustainability Report

Governance

Introduction

CEO letter

Air SERBIA’s Story

Air Serbia in 2025 - year in review

Materiality analysis and stakeholder engagement

Environment

Economic value and connectivity

Social

Appendix

The Supervisory Board oversees the company’s strategic trajectory and ensures that executive management operates in accordance with Air Serbia’s sustainability commitments, corporate policies and regulatory obligations. Its authority includes approving annual business plans, budgets, long-term strategic initiatives and major investments, including those with environmental and social impact such as fleet modernization and infrastructure development. Reflecting the company’s commitment to diversity and inclusiveness, the Supervisory Board has a predominantly female composition, with women holding four of its five seats. Members' ages also reflect a balanced profile, ranging from the late thirties to late fifties (37 to 57 years). The Board establishes specialized committees, such as audit, remuneration and sustainability-related committees, that provide focused analysis of priority areas including financial integrity, risk management, social responsibility and governance effectiveness. Regular meetings are held quarterly, with additional sessions when needed. The Shareholders’ Assembly serves as the company’s highest governing body and plays a crucial role in shaping the sustainable long-term direction of Air Serbia. As the sole shareholder, the Republic of Serbia provides strategic oversight and approves decisions of major corporate importance, including changes to the capital structure, significant financial commitments, the responsible management of assets and key corporate governance documents , including annual financial statements, the auditor’s report, profit distribution, and company-wide rulebooks. The chair of the highest governing body operates entirely outside the company’s executive structure, acting through state representatives as the sole shareholder, which safeguards the governance process and prevents potential conflicts of interest. As a wholly state-owned company that maintains full financial independence and does not rely on public funds, Air Serbia bases its decisions on principles of commercial responsibility, long-term resilience and sustainable operations. In addition to financial and strategic matters, the Assembly considers issues related to broader economic, environmental and social impacts. As part of its oversight role, it reviews high-level outcomes of the processes used to identify and assess significant impacts, risks and opportunities, ensuring these insights inform strategic decisions without assuming an operational oversight role. At least one regular annual meeting is convened, with extraordinary sessions held as required.

Shareholders’ Assembly

Supervisory Board

The Executive Board is responsible for the day-to-day management of Air Serbia and for implementing strategic decisions that support sustainable growth and long-term resilience. It oversees all operational, administrative and managerial functions not assigned to higher governing bodies, including operational efficiency, regulatory compliance, environmental responsibility and the integration of sustainability into business processes. The Board consists of the Chief Executive Officer and 3 executive directors and is composed of three men and one woman, with members’ ages ranging from the early forties to late fifties (43 to 57 years).

Executive Board

Sustainability Report 28

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