About Via Lietuva
Objective, strategic orientations, mission, vision and values
The objective of public limited liability company Via Lietuva, is to transform the company into a modern, transparent and efficient organisation providing safe and sustainable infrastructure for all road users.
Strategic orientations of Via Lietuva:
• Sustainable financing model;
• Sustainable mobility, safe and comfortable road infrastructure;
• Digitalisation, innovation development;
• Transparent, efficient organisation.
The mission of Via Lietuva is to ensure that travelling on Lithuania’s roads is safe, fast and comfortable, and that the road infrastructure is continuously improved and environmentally friendly, connecting communities and promoting economic growth.
Our vision is striving to be a driving force for positive change on Lithuania’s roads. To become a trusted partner to other infrastructure developers and to work together to create a safe, sustainable, and technologically advanced road network.
In pursuit of its mission, Via Lietuva is guided by the following values:
• Responsibility.
• Focus on quality.
• Cooperation.
The sole shareholder of the company is the State of the Republic of Lithuania, represented by the Ministry of Transport and Communications of the Republic of Lithuania. All shares of the company are held by the State of the Republic of Lithuania.
The main governing bodies of Via Lietuvos are the General Meeting of Shareholders, the collegial governing body, i.e. the Board of the Company and the Chief Executive Officer, of the company appointed by the Board, who is a single-person governing body. The Audit Committee is the monitoring and control body. The authority exercising the rights and obligations of the owner (Shareholder) is the Ministry of Transport and Communications of the Republic of Lithuania.
The Board is the collegial governing body of Via Lietuva AB. The Board acts in accordance with the Constitution of the Republic of Lithuania, the Republic of Lithuania Law on State and Municipal Enterprises, the Articles of Association of Via Lietuva AB and other legal acts. The Board of Via Lietuva AB is appointed by orders of the Minister of the authority exercising the rights and duties of the owner of Via Lietuva AB (the Ministry of Transport and Communications of the Republic of Lithuania) for a term of office of four years.
The term of office of the Board of Via Lietuva AB is from 1 September 2024 to 1 September 2028. The vast majority (3 out of 4 members) of the Board are independent members of the Board and one member is a civil servant. The Chairperson of the Board is an independent member of the Board. The Board operates in accordance with its approved rules of procedure.
Term of office
01/09/2024
01/09/2028
Other positions, qualifications, professional experience
Since 2018, Junior Vice President of Nasdaq Vilnius Services UAB.
In 2007-2018, different positions at Danske Bank.
Education
International Certificate of Professional Board Chair, Baltic Institute of Corporate Governance, 2025
International Certificate of Professional Board Member, Baltic Institute of Corporate Governance, 2022
Executive MBA, BMI Executive Institute, 2018
Master of Business Management, Vytautas Magnus University, 2018
Master of Business Management, Vilnius Gediminas Technical University, 2001
Bachelor of Business Management, Vilnius Gediminas Technical University, 1999
Business Management Studies Umea University, Sweden, 1998
Term of office
01/09/2024
01/09/2028
Other positions, qualifications, professional experience
Since 2021, Managing Partner of the fund INVL Renewable energy fund I.
Managing Partner of INVL Asset Management UAB
Since 2023, independent member of the Board of EPSO-G.
Education
Vilnius University, Master of International Finance, 2012
International Certificate of Professional Board Chairmanship, Baltic Institute of Corporate Governance, 2013
Term of office
01/09/2024
01/09/2028
Other positions, qualifications, professional experience
Since 2012, Director of the Project Management Department of the Public Institution Invest Lithuania.
Education
Master of Management, ISM University of Management and Economics, 2012
Project Management Professional (PMP) certification, PMI, 2015
Certified PPP Practitioner, IP3, 2016
Term of office
01/09/2024
01/09/2028
Other positions, qualifications, professional experience
Since 2021, Senior Adviser, Ministry of Transport and Communications of the Republic of Lithuania.
Since 2021, a member of the Board of Lietuvos geležinkeliai AB.
Represented the Ministry of Transport and Communications of the Republic of Lithuania on the Board of Kelių priežiūra AB.
He has held various positions in the Ministry of Energy of the Republic of Lithuania and represented the Ministry before EPSO-G UAB, the
Board of Ignalina Nuclear Power Plant, the Board of Amber Grid AB, the Supervisory Board of Klaipėdos nafta AB.
Education
Master of Law, Mykolas Romeris University, 2009
International Certificate of Professional Board Chairmanship, Baltic Institute of Corporate Governance, 2012
In order to manage the company in accordance with the principles of good governance, on 20-09-2024, the Board established the Audit Committee and approved the regulations of the Audit Committee. The main goal of the Audit Committee is to ensure and increase the transparency and reliability of the company’s financial reporting processes.
Members of the Audit Committee:
Independent Member of the Audit Committee, Chairwoman of the Audit Committee Rasa Kislovskienė
Term of office 21/02/2025 – 01/09/2028;
Board Member Liudas Liutkevičius
Term of office 18/10/2024 – 01/09/2028;
Board Member Tadas Jagminas
Term of office 18/10/2024 – 01/09/2028.
Martynas Gedaminskas, Chief Executive Officer of Via Lietuva.
The Board of the Company elects, removes and dismisses the Chief Executive Officer of the Company, determines his remuneration, approves his job description, provides incentives for him and imposes penalties on him (Article 37(3) of the Law on Companies).
Functions of the Director
The functions and responsibilities of the Chief Executive Officer are laid down in the Articles of Association of the public limited liability company Via Lietuva AB approved by 5 December 2022 Order No. 3-550 of the Minister of Transport and Communications of the Republic of Lithuania, the job description of the Chief Executive Officer approved by 2 February 2023 Minutes No. VD-11 of the Meeting of the Board and other legal acts of the Republic of Lithuania.
Remuneration of the Chief Executive Officer
The principles of remuneration of the Chief Executive Officer of Via Lietuva AB and the conditions of remuneration for his work are determined in accordance with the remuneration policy approved by 2 February 2023 Minutes No. VD-11 of the Meeting of the Board and other documents of the remuneration system agreed with the Board.
The remuneration of the Chief Executive Officer consists of a fixed component (PAD) and a variable component (KAD).
PAD relates to the level of the post, which reflects the “weight and value” of the post within the Company. The position of the Chief Executive Officer, like all other positions in Via Lietuva AB, has been evaluated by Korn Ferry Hay’s Job Mapping method and has been assigned HAY level 23.
Via Lietuva AB annually participates in a salary market survey of companies operating in Lithuania that have implemented the same international Korn Ferry Hay methodology for the structure of job grades. Following the results of the survey, and taking into account the median salaries in this market, the company’s PAD ranges are determined annually and approved by the Board.
The KAD may be paid once a year for performance during the calendar year, taking into account the achievement of the objectives set for the Chief Executive Officer. The specific performance targets and their comparative weights and the results to be achieved (the indicators to be measured) are set by the Board of the Company on an annual basis. The amount of the KAD for the Chief Executive Officer is set as a percentage of the PAD for the period for which the KAD is paid, up to 25%. At the end of the year, the Board approves the results of the achievement of the afore-mentioned objectives and the possibility of paying the KAD.