Mayer said in a trial of former Prime Minister Ivo Sanader earlier today that changes to the shareholders' agreement between INA and MOL had entirely transferred management rights in INA to the strategic partner MOL.
Mayer said that under the changes to the shareholders' agreement, adopted at the time of Sanader's term in office as PM, the operational management of the Croatian oil company was entirely transferred to MOL, namely to INA's management board chair who was appointed by MOL.
"That type of management does not exist in any company," Mayer said, adding that the management board members did not have the right to veto decisions they did not agree with, but could only warn about harmful moves.
MOL said Mayer's claims were not true.
"The living proof for that is that in 2011 and 2012 Croatian delegates including Mr Mayer and MOL delegates made 863 decisions on the INA MB (management board) together in consensus. That is 99.54% of the decisions INA MB made. Should Mr Mayer have had the same thoughts in the past years, he should have acted and voted differently. Mr Mayer has had the opportunity to propose changes in the corporate governance of INA. However no suggestions were made from his side in this respect so far."
"We believe that INA is on a good track - thanks to the good cooperation of the two strategic partners. With the smart and boosted investments, the cost efficiency programmes and the better use of synergies between INA and MOL, INA is making profit and developing further to become stronger for the benefit of the Croatian economy and society."
MOL also said that Mayer had the opportunity to propose changes to the INA managing structure, but he never had.
Commenting on Mayer's claims that the management board members, apart from the chair, did not attend meetings of executive directors even though they had requested it in writing, MOL said that managing INA was based on delegating.
The INA Management Board has six members - three representing each side. Mayer claims that if the Hungarian representatives on the board were against a request, the management board chair (a Hungarian representative) decided on the matter.